annual report 
and accounts 
2013
tyman plc annual report and accounts 2013 tyman plc 
annual report and accounts 2013
t yman plc is a leading 
international supplier of 
building products to the door 
and window industry
contents
strategic report
01 highlights
02 our business at a glance
04 chairman’s statement 
06 market overview
07 strategy
08 business model
10 chief executive officer’s review
12 key performance indicators
16 operational review
22 financial review
28 principal risks and uncertainties
30 corporate social responsibility report
to find out more  
about tyman visit 
wwwtymanplccom
the tyman 
business model
pg08
directors’ report
34 board of directors
36 tyman management committee
37 directors’ report
40 corporate governance
45 audit committee report
48 remuneration report letter
50 remuneration policy report
57 remuneration implementation report
financial statements
66 independent auditors’ report
70 consolidated income statement
71 consolidated statement of comprehensive 
income
71 consolidated statement of changes 
in equity
72 consolidated balance sheet
73 consolidated cash flow statement
74 notes to the financial statements
112 independent auditors’ report
114 company balance sheet
115 notes to the company financial statements
118 advisers
119 definitions
119 roundings
120 exchange rates tyman plc 
annual report and accounts 2013
01
strategic report
directors’ report
financial statements
  successful integration of truth into amesbury under a single 
management team
  truth overall synergy target increased to us80 million 
from 2015 with us50 million now expected to be delivered 
in 2014
  truth earnings enhancing in 2013 and generated a return 
greater than the group’s cost of capital in the first six months 
– both significantly earlier than expected
  good trading performance from amesbury and truth against a 
backdrop of improving market conditions in the united states 
  leverage ratio back within core target range of 150x to 200x 
within six months of transaction completion
  strong performance from grouphomesafe with good 
contributions from fab  fix and era
  difficult end markets combined with investment in 
manufacturing footprint and management structures 
led to a small loss in schlegel international in 2013
  name change to tyman plc and move to the main market
highlights  
2013
£323m
underlying operating profit
12
2012 £230m 409
£08m
profitloss before taxation
2012 £258m 1031 
£2981m
revenue 
2012 £2288m 303
600p
dividend per share 
2012 450p 333
063p
basic earningsloss per share
2012 1707p 1037
1371p
underlying eps
12
 
2012 1031p 330
181x
leverage 
2012 122x
90
return on average capital 
employed 
2012 72 180bps
£809m
underlying net debt
3
 
2012 £370m 1189
all numbers stated are from continuing operations
1 comparatives for 2012 stated before property provision release and restated for ias 19 as amended 
2 “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 
3 “underlying net debt” is defined as interestbearing loans and borrowings net of cash and cash equivalents plus 
unamortised borrowing costs added back tyman plc 
annual report and accounts 2013
02
our business at a glance
£429m
revenue 2013
six months  
to 31 december 
2012 £407m  
54
£1324m
revenue 2013
2012 £1186m  
116
£77m
underlying 
operating profit 
2013 
six months  
to 31 december
2012 £60m  
283
£146m
underlying 
operating profit 
2013  
2012 £115m
1
  
266
amesbury one of our north 
american building products divisions 
offers the complete range of door 
and window sealing solutions and 
hardware
with manufacturing and distribution 
capability throughout the usa and 
canada amesbury is america’s leading 
manufacturer of door and window seals 
with brands such as foamtite
®
 schlegel’s 
qlon
®
 and highquality textile offerings 
in addition amesbury manufactures 
custom thermoplastic extrusions and 
multidurometer profiles as well as 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
to read about the performance 
of amesbury go to page 16
truth hardware “truth” acquired  
by the group in july 2013 is a 
manufacturer of hardware products 
used in windows doors and skylights 
truth’s core product range is focused  
on the casement window segment of  
the market and truth has developed 
innovative mechanisms for the operation  
of casement windows its products include 
a range of hinges locks operators and 
window systems used on wood vinyl  
metal and fibreglass windows skylights 
and patio doors 
the main manufacturing facility of truth 
and its headquarters are in owatonna 
minnesota usa where its engineering 
research and development die casting 
metal stamping component fabrications 
and assembly manufacturing takes place 
truth also has a separate facility in 
brampton toronto canada which serves 
as a competency centre for machining 
technology
from january 2014 our north american 
businesses comprising truth and 
amesbury will be managed as a single 
entity with an integrated management 
team accordingly truth has been 
incorporated into the amesbury operating 
segment from the start of 2014 
to read about the performance of 
truth hardware go to pages 17 to 18 tyman plc 
annual report and accounts 2013
03
strategic report
directors’ report
financial statements
£368m
revenue 2013
2012 £368m  
01
£860m
revenue 2013
2012 £733m
  
173
£04m
underlying 
operating profit 
2013
2012 £25m
1
  
1160
£105m
underlying 
operating profit 
2013
2012 £90m
1 
  
170
the group has 
manufacturing 
and distribution 
operations across 
europe the americas 
australasia and asia 
our products can be 
found in homes and 
buildings all over 
the world
amesbury
truth hardware
grouphomesafe
schlegel international
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 
grouphomesafe conceive design and 
develop innovative door and window 
solutions to protect you against weather 
and intruders 
to read about the performance of 
grouphomesafe go to page 19
our international building products 
division operates as schlegel 
international 
schlegel international operates in a 
number of countries worldwide with 
manufacturing sites in germany spain 
belgium and australia as well as numerous 
distribution and sourcing operations
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
the power of the schlegel brand extends 
across europe and many territories in the 
rest of the world this gives us a unique 
insight into local markets and offers the 
potential to sell our extensive product 
range internationally
to read about the performance 
of schlegel international go to 
pages 20 to 21
1 comparative numbers for 2012 stated before property provision release and restated 
for ias 19 as amended  tyman plc 
annual report and accounts 2013
04
jamie pike
nonexecutive chairman
operating proﬁt at constant 
exchange rates
£m
0
5
10
15
20
25
30
35
2012 2011 2013
323
252
236
0
50
100
150
200
250
300
revenue at constant 
exchange rates
2012 2011 2013
2981
2308
2177
£m
£ 1 1 84m
2013 operating proﬁt by sector
    
 
 
 1 
44
32
23
 amesbury 
 grouphomesafe 
 schlegel international
 truth hardware
£ 1 1 84m
    
 
 amesbury  
 
 grouphomesafe  
 schlegel international  
 truth hardware  
2013 revenue by sector
12 
29
45
14
we are delighted to report that 2013 has been another year of 
significant progress for tyman plc 
during 2013 the group has made further strides towards our 
strategic aim of becoming the leading supplier of components to 
the door and window industry and following the acquisition of 
truth we are now the leading player in the north american 
residential window and door components market 
this progress has been achieved through a combination of organic 
growth in our core us and uk businesses of amesbury and 
grouphomesafe together with the acquisition of truth – which has 
increased the size of our north american business by approximately 
40 per cent as expected schlegel international had a more 
challenging year reflecting difficult markets and the necessary 
investment made in consolidating its manufacturing footprint and 
management structures however we are confident that we now 
have the right platform for growth
truth has made a strong contribution to the group in the first six 
months of our ownership despite canadian market activity levels 
that were much lower than in recent years giving us confidence for 
further improvements over the course of 2014 
tyman has gone through a great deal of change over the course of 
the last four years and particularly in the last 12 months the change 
of name in february of 2013 heralded the start of a significant 
period of corporate activity for the group involving the raising of 
new debt and equity to finance the acquisition of truth the move 
from aim to the main list of the london stock exchange and the 
integration of truth into our north american business since the year 
end we have also completed the acquisition of vedasil brasil 
managing that change has been a fundamental part of the good 
governance of tyman and the board has been closely involved in 
ensuring that the group’s decisionmaking processes take into 
account the relevant interests of each of our stakeholders – 
shareholders providers of finance employees customers as well as 
the wider environment
corporate developments and strategy 
four years ago we set out a clear strategy outlining the actions that 
we would seek to take to reshape the group and rebuild confidence 
with each of our stakeholders 
a key element of that strategy was to develop our portfolio of 
products in our principal markets in line with that strategy we 
announced our intention to acquire truth the leading north 
american manufacturer of casement hardware in may 2013 this 
transaction greatly extended our product offering enabling us to 
offer a full range of components to our customer base as well as 
allowing us an operating facility in canada for the first time
chairman’s statement
our core businesses have continued to deliver a 
solid performance and we have grown our market 
shares in both the us and the uk tyman plc 
annual report and accounts 2013
05
strategic report
directors’ report
financial statements
the acquisition completed on 3 july 2013 and we have been 
pleased with the progress made towards the integration of the two 
businesses as a result of the commitment of teams from both 
amesbury and truth substantial progress has been made with 
regard to the delivery of synergies identified at the time of the 
acquisition such that we now have significantly upgraded these 
synergy targets by some 60 per cent we now have a single 
leadership team for our north american business comprising 
individuals drawn from both truth and amesbury and a combined 
sales and marketing organisation under the leadership of an 
external hire
over the past 12 months we have strengthened the organisational 
and management structures in each of our divisions to reflect the 
increased size of the group and to accord with the greater scope 
and potential of the enlarged businesses the extent to which we 
have deepened and strengthened our management team across 
the group is best illustrated by the fact that nearly half of the 
individuals who were awarded ltip grants in 2013 joined tyman 
whether through acquisition or through recruitment since the date 
of the last grant in july 2012
trading performance
throughout this transformational period our core businesses have 
continued to deliver a solid performance and we have grown our 
market shares in both the usa and the uk 
for 2013 we have reported a 303 per cent increase in revenue and 
a 409 per cent increase in underlying operating profit underlying 
earnings per share have increased by 330 per cent to 1371 pence 
and the truth acquisition was earnings enhancing in the first six 
months of ownership
the group as a whole has delivered a material improvement in its 
return on average capital employed of 180 basis points to 90 per 
cent with truth making a positive contribution in the first six 
months of ownership much earlier than we expected at the time of 
its acquisition
our cash flow performance in the year was excellent with the group’s 
leverage of 181x at the year end being significantly below the 
expected leverage of 200x we announced at the time of the 
acquisition and well within our core target range of 150x to 200x 
operating cash conversion of 1119 per cent 2012 restated 836 per 
cent reflects the tight management of the working capital cycle by 
the divisions despite the increased investments in capital expenditure 
made during 2013
dividend
the board considers the dividend to be an important component of 
shareholder returns and accordingly is recommending a final 
dividend for 2013 of 450 pence per share 2012 350 pence per 
share which together with the interim dividend of 150 pence per 
share gives a total dividend for the year of 600 pence per share 
2012 450 pence per share 
this represents an increase of 333 per cent over the prior year and 
a cover of approximately 229x in relation to our 2013 underlying 
earnings per share – in line with our policy of cover of between 
200x and 250x through the cycle 
looking forward
in conclusion i would like to thank all tyman’s employees 
especially those who have joined the group in the past year for the 
substantial efforts they have made to deliver these results in what 
has been a very exciting and challenging year 
in 2014 we look forward to delivering further significant progress 
jamie pike
nonexecutive chairman
11 march 2014 tyman plc 
annual report and accounts 2013
06
350
345
340
335
330
325
320
315
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
3119
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
2014
jan
2012
united states average ﬁxed mortgage rate 30 years
source federal home loan mortgage corporation primary market mortgage survey

millions
25
20
15
10
05
united states residential building permits seasonally adjusted 
source us census bureau
jan
1990
jan
1992
jan
1994
jan
1996
jan
1998
jan
2000
jan
2002
jan
2004
jan
2006
jan
2008
jan
2010
jan
2014
jan
2012
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
dec
2013
dec
2012
dec
2011
united states monthly supply of existing single family homes
source us census bureau
millions
20
15
10
05
0
16
08 09 09
09
11
2007 2009 2008 2010 2012 2013 2011
annual united kingdom property transactions count 
seasonally adjusted 
source hmrc
millions
09
15
12
09
06
03
0
14
13 13 13
2009 2011 2010 2012 2013
european community 18 countries 
building permits 
source euroconstruct 74th conference
millions
14
key factors supporting longterm growth in the 
markets we operate in 
market overview tyman plc 
annual report and accounts 2013
07
300
275
250
225
200
2288
09
143
522
2012 exchange price volume 2013 acquisitions
revenue bridge
£m
2981
19
34
32
30
28
26
24
22
20
18
230
09 02
16
24
24
97
2012 materials exchange price inﬂation productivity volume 2013 acquisitions
underlying operating proﬁt bridge
£m
01
323
0
20
40
60
80
100
120
operating cash conversion
2012 2011 2013
1119
836
947
operational cash ﬂow as a percentage of 
underlying operating proﬁt 
strategic report
directors’ report
financial statements
our strategy is to create shareholder value 
through being a leading international 
supplier of components to the door and 
window industry worldwide 
strategy
we aim to be the market leader in each of the 
segments that we serve
our strategy creates value by increasing revenues 
through consistent market share gain and pricing 
discipline maximising margins by eliminating cost 
and waste from processes and a focus on capital 
allocation and cash generation
we measure our success through a focus on our 
kpis which are measured reported on and 
challenged at all levels of our business tyman plc 
annual report and accounts 2013
08
business model
    
who we sell to by customer type
 
 
 fabricators and oems   
 distributors and wholesalers  
 other industrial  
   
£ 1 1 84m
7
79
1 4
who we sell to
our customers include oem manufacturers fabricators 
distributors retailers builders’ merchants architects  
house builders and ultimately the homeowner
    
where we sell by country
   
   
  usa
  canada
  uk
 
 
europe
emerging markets £ 1 1 84m
4
61
26
6
3 
where we sell
we aim to optimise the manufacturing decision such that we can 
leverage our scale and geographic footprint in order to supply our 
customer base whether it is our largest north american customers 
or our smaller local customers with innovative solutions that are 
aligned with our quality and service standards 
in what remains a very fragmented industry in most markets we 
believe tyman is unique in being able to offer the complete range 
of door and window components to customers and to have a truly 
international offering
    
£ 1 1 84m
where we source or manufacture by country
 
       
  usa
   canada
australia
far east
   mexico
  
  
uk
europe
4  2
24 
49
6
1 3
4
2
2
where we source or manufacture
in order to provide our customers with the service they need the 
manufacturing decision is key is the customer best served by 
tyman manufacturing the product ourselves or can the product be 
provided more efficiently and effectively through tyman sourcing 
the components the customer needs
we choose to manufacture products such as complex balances 
extrusions and seals close to our customer base where flexibility 
variety or complexity are key to the component manufacturing 
process and to the customer for products that are less complex 
have a high labour content or more predictable demand levels 
we may choose to source from lower cost and sometimes more 
remote locations often using third party manufacturers to make 
or assemble components on our behalf examples of sourced 
products would include handles and standard locks
as part of the manufacturing decision we aim to ensure that we 
have flexibility in how we make or source the product such that 
we have built in redundancy this may be geographic in the case 
of our own manufacturing plants or may involve certifying and 
approving more than one potential supplier of a sourced product 
this flexibility allows us to respond quickly to changes in product 
demand levels and to move manufacture around depending on 
capacity levels
substantially all of the components we supply to our customers – 
whether manufactured by us in our own plants or sourced 
externally – are engineering led value added products made to 
our designs protected where possible and practical by patents 
and intellectual property and manufactured on our own 
proprietary tooling
our business model is built around our customers 
the products we sell to them and the service we 
provide to them tyman plc 
annual report and accounts 2013
09
strategic report
directors’ report
financial statements
financial discipline
underpinning our business model is a focus on financial disciplines 
that encompasses margin targets for each of our products close 
scrutiny of the cost base optimisation of working capital and a 
rigorous approach to return on capital and its allocation both 
internally in the form of capital investment and externally in the 
form of ma
quality and service
the manufacturing decision for tyman comes back to our desire 
to differentiate our product offering from that of our competitors 
by providing customers with the highest quality product at the 
relevant price point delivered on time and in full this focus on 
quality and service leads to deeper customer relations puts us 
front of mind as new designs are contemplated by original 
equipment manufacturers “oems” and allows us to set the 
benchmark for the industry
new product development programmes across all of our divisions 
are focused on anticipating future trends within the industry and 
delivering customised engineered solutions to our customers  
throughout the downturn we remained committed as a group 
to the development of our product offering and retained our key 
teams of designers and engineers at a time when many of our 
competitors were cutting back in this area
service is at the heart of what tyman aims to offer its customers  
for our largest customers we deploy our own engineers on their 
factory floors allowing us early notice of product or service issues 
however small and giving us an early insight into future new 
product development for our distribution customers we take care 
of critical elements of their supply chain including inventory 
management packaging and shipment to distribution hubs for 
key manufacturing customers we have developed our processes 
such that we can deliver their component inventory on a just in 
time basis and sequenced in the order that they intend to 
consume the product
    
what we sell by product
£ 1 1 84m
6
6 13
9
12
8
12
10
  balances
   operators
foam sealing
other sealing
polymer 
extrusion
industrial 
restoration
   locks
   
  
hinges
handles
other hardware
reinforcer 
metal forming
7
7 10
what we sell
we aim to offer our customers a complete range of components 
ranging from hardware such as handles locks keeps and hinges to 
seals and extrusions 
we believe we are the only manufacturer of scale that can offer 
our customer base the full range of door and window components tyman plc 
annual report and accounts 2013
10
chief executive officer’s review
louis eperjesi
chief executive officer
this has been a further year of transformation for 
tyman during which we have made significant 
operating financial and strategic progress across 
each of our divisions 
2014 priorities
our key priorities for 2014 are as follows
1 completion of the integration of amesbury and truth into a 
single customer facing organisation along with delivery of our 
revised synergy targets
2 evaluation of our footprint in our developed markets to ensure 
that it is appropriate for the medium term needs of the business 
taking into account opportunities for near shoring of those 
products best made or sourced close to the point of 
consumption
3 continuing to encourage strong communication consistency 
of approach and standards of excellence across each of the 
divisions for our end customer wherever they are located this 
should mean the availability of a differentiated product offering 
at an appropriate price delivered to specification on time and 
in full 
4 key financial objectives for each of our divisions in 2014 remain 
centred on sustained margin improvement and cash generation 
along with continued growth in the group’s average return 
on capital we expect developed markets will see pricing 
opportunities arise as markets and volumes recover
5 continued investment in and improvement of the businesses 
in particular in the areas of new product development people 
supply chain and capital projects with a focus on automation 
and lean manufacturing to ensure we differentiate ourselves 
from our competitors
6 supplementing our organic and selfhelp initiatives through 
our active acquisition programme prioritising european 
markets where we currently have a limited hardware range and 
emerging markets where market position can best be obtained 
through acquisition
the acquisition of truth combined with the swift integration into 
amesbury under a unified management team provides the group 
with a strong platform for further growth in north america since 
the year end we have completed the acquisition of vedasil brasil 
giving us a seal manufacturing platform in south america for the 
first time 
the current year has started well and in line with expectations 
across each of the divisions continued recovery in our key end 
markets combined with share gains and the delivery of further 
synergy benefits in north america underpin our confidence for 
the future tyman plc 
annual report and accounts 2013
11
10
8
9
7
6
5
72
03
08
01
2012 impairment fab  fix truth 2013 underlying
operating proﬁt
return on average capital employed bridge

90
06
since acquisition in 2013
25
15
20
10
5
0
99
181
204
137
overland fab  fix truth
returns on acquisition investment

137
148
24 month target
post acquisition
strategic report
directors’ report
financial statements
outlook
the current year has started well and in line with our expectations 
across each of the divisions currency movements are expected to 
have a greater impact on reported numbers in 2014 than in recent 
years however continued recovery in our key end markets combined 
with market share gains and the delivery of further synergy benefits 
in north america underpin our confidence for the future 
we expect continued improvement in our north american markets 
this year with new build in the us forecast to increase further 
supported by a continued gradual acceleration in repair and 
remodelling expenditure the canadian market is forecast to be flat 
in 2014 which would be a significant improvement compared with 
the decline seen in 2013 delivery of our synergy targets together 
with opportunities for market share gain should lead to further 
growth and good momentum in north america this year 
the first two months have seen extreme weather conditions in 
north america however despite this our businesses have traded 
ahead of the equivalent period in 2012 giving us confidence that 
once weather conditions improve the recovery in the overall market 
seen in 2013 should continue
coming into this year there appears to be greater confidence in 
the sustainability of the recovery in the uk and for the first time 
in a number of years we are forecasting growth for the uk market 
in 2014 we will aim to increase grouphomesafe’s market share 
through organic growth and new product introductions together 
with a more structured approach to the distribution market the 
first two months have seen continued good momentum in our 
uk businesses 
for schlegel international 2014 should see an improved 
performance as the investments we have made to date start 
to deliver material profit improvement however will depend on 
significantly increased volumes which in turn will depend on a 
sustained recovery in european markets which are not expected 
to come through until at least 2015 trading in the first two months 
is marginally ahead of the equivalent period last year we expect 
continued growth in australasia south east asia and brazil where 
the acquisition of vedasil brasil gives us a market leading position 
and local manufacture for the first time
louis eperjesi
chief executive officer
11 march 2014 tyman plc 
annual report and accounts 2013
12
10
6
2
2
6
10
like for like revenue growth 
2012 2011 2013
63 58
70
yearonyear revenue growth measured on 
a like for like basis
30 
31 
32
33 
34
35 
gross margin 
333
327
329
gross proﬁt from continuing operations as a 
percentage of revenue from continuing 
operations   
2012 2011 2013
0
3
6
9
12
15
underlying operating margin 
109
100
103
underlying operating proﬁt from continuing 
operations as a percentage of revenue from 
continuing operations   
2012 2011 2013
key performance indicators
the group monitors and measures performance against its 
kpis highlighted below these kpis are in line with the 
strategic priorities of the group and provide a means of 
evaluating how well the group is working together to deliver 
the longterm strategy 
purpose
to identify the directional trend in sales revenue and evaluate 
the ability of the group to grow its customer base and improve 
its margins 
target
to improve revenue growth 
performance
revenue has increased by 63 per cent in 2013 on a like for like 
basis due in large part to the strong top line performance from 
amesbury
purpose
to evaluate the profitability and financial health of the group a 
relative measure of each gb£ of revenue remaining after all direct 
manufacturing costs have been incurred
target
to maintain and improve gross margin 
performance
gross margins from continuing operations improved by 60bps 
reflecting a full year contribution from fab  fix and a six month 
contribution from truth offset by lower margins seen in schlegel 
international as a consequence of lower european trading levels 
purpose
to evaluate the profitability and financial health of the group a 
relative measure of each gb£ of operating profit remaining after all 
direct manufacturing and administrative costs have been incurred 
target
to maintain and improve operating margins through the 
management control of the group’s overhead and administrative 
costs 
performance
operating margins from continuing operations improved by  
90bps reflecting a strong performance by amesbury a full  
year contribution from fab  fix and a six month contribution  
from truth offset by a poor margin performance in schlegel 
international as a consequence of lower european trading  
levels 
63
achieved
∆  like for like revenue 
growth
60bps
achieved
∆ gross margin
90bps
achieved
∆  u nd e r l y i ng 
operating margin
financial performance ✓
tyman plc 
annual report and accounts 2013
13
0
1
2
3
leverage
2012 2011 2013
181x
122x
225x
underlying net debt divided by adjusted 
ebitda 
refer page 119 for deﬁnitions of underlying 
net debt and adjusted ebitda
0
2
4
6
8
10
return on average capital 
employed roce
2012 2011 2013
90
72 73
underlying operating proﬁt as a percentage of 
the 12 month average capital employed
strategic report
directors’ report
financial statements
purpose
to evaluate the ability of the group to generate sufficient cash 
flows to cover its contractual debt servicing obligations
target
to maintain a core leverage ratio of between 150x to 200x 
through the cycle
performance
the year end leverage was 181x the kpi increased in 2013 due  
to the drawdown of net borrowings to partfund the acquisition of 
truth hardware however it was back within our core target range  
of 150x to 200x approximately 12 months earlier than we had 
expected 
purpose
to evaluate how efficiently the business’s capital and controllable 
capital are being employed to improve profitability
target
to maintain and steadily improve roce and rocce
performance
the group as a whole has delivered a material improvement in  
its return on average capital employed and return on controllable 
capital employed with truth making a positive contribution in  
the first six months of ownership 
181x
achieved
leverage
180bps
achieved
∆ roce
450bps
achieved
∆ rocce
30
40
50
return on average controllable 
capital employed rocce
459
414
401
underlying operating proﬁt as a percentage of 
the 12 month average controllable capital 
employed 
controllable capital employed is capital 
employed before tax balances current deferred 
and sales taxes interest accruals purchased 
goodwill and intangible assets  
2012 2011 2013
financial strength and capital discipline tyman plc 
annual report and accounts 2013
14
0
20
40
60
80
100
120
operating cash conversion
2012 2011 2013
1119
836
947
operational cash ﬂow as a percentage of 
underlying operating proﬁt 
refer page 119 for deﬁnition of operational 
cash ﬂow
0
2p
4p
6p
8p
10p
12p
14p
underlying basic eps
1371p
1031p
894p
underlying operating proﬁt divided by the 
weighted average number of ordinary shares 
in issue during the year excluding those held 
as treasury shares 
refer page 119 for deﬁnition of underlying 
operating proﬁt
2012 2011 2013
0
150p
300p
450p
600p
dividend growth
2012 2011 2013
600p
450p
350p
yearonyear growth in total dividends 
financial strength and capital discipline continued
other strategic financial and nonfinancial kpis
purpose
evaluation of the cash flows generated by the business operations 
to pay down debt return to our shareholders and invest in 
acquisitions
target
core target is 100 per cent conversion of operating profit into 
operational cash flow across a 12 month period 
performance
given the significant investment in capital expenditure made during 
the year 13x depreciation cash conversion of 1119 per cent is 
considered to be an excellent performance 
purpose
to determine the improvement in underlying earnings per share for 
our shareholders 
target
to improve underlying eps performance
performance
the increase in the underlying earnings per share before property 
provision releases reflects the improvement in the underlying 
operating profit from amesbury and grouphomesafe the 
incremental impact of the truth acquisition together with early 
delivery of synergies the reduction in finance charges and the 
slightly lower effective tax rate for the year offset by the increase  
in the weighted average number of shares in issue
purpose
to evaluate the delivery of consistent and balanced returns to 
shareholders in the form of dividends 
target
to grow dividends annually at least in line with underlying earnings 
performance
dividends have grown consistently and by 333 per cent in 2013 
1119
achieved
operating cash 
conversion
✓
330
achieved
∆ underlying eps
333
achieved
∆ dividend growth
key performance indicators
continued tyman plc 
annual report and accounts 2013
15
0
5
10
15
20
25
30
returns on acquisition investment
fab  fix overland truth
137
181
99
target
annualised underlying operating proﬁt attributable 
to the acquired business divided by the acquisition 
enterprise value
1
 less the fair value of controllable 
capital employed as at the date of acquisition plus 
the value of controllable capital employed at the 
date of measurement the denomination is 
adjusted for seasonality where material
1  refer page 119 for deﬁnition of acquisition 
    enterprise value
0
20
40
60
80
100
on time delivery rate
815
930
907
proportion of customer orders that are 
delivered in full within the customer 
required time slot
2012 2011 2013
0
5
10
15
20
25
30
0
4
8
12
16
27
26
19
lost time injuries
2012 2011 2013
481
671
717
lost time injury rate number of lost time 
incidents per 1000000 hours worked 
number of lost time injuries the absolute 
number of lost time injuries over the last 
12 months 
lost time injury rate
strategic report
directors’ report
financial statements
purpose
to evaluate the frequency of and directional trend in reported 
injuries and provide an indication of whether health and safety 
regulations and policies are being adhered to by group’s operating 
units
target
to reduce the number of injuries and lost work time hourly rates 
yearonyear 
performance
both kpis show a continual improvement in the group’s health and 
safety performance the group remains committed to a 
programme of operational excellence and continuous improvement 
in our health and safety performance 
269
improved
∆ lost time injuries
283
improved
∆ lost time injury rate
✓
✓
purpose
to evaluate the manufacturing productivity and how efficient the 
business is at meeting delivery deadlines
target
to maintain and steadily improve the on time delivery rate to 
achieve an on time in full “otif” delivery performance to 
customer request of over 95 per cent
performance
the on time delivery rate decreased to 815 per cent from 930 per cent 
in 2012 otif performance for the group was impacted by factory 
moves in europe and north america during the year core otif 
performance across other businesses was consistently greater than 
90 per cent 
1150bps
target missed
∆ on time delivery 
rate
purpose
to evaluate the efficiency and returns achieved by the group  
and its investments in recent material business acquisitions
target
all acquisitions target an annualised return on acquisition 
investment “roai” greater than 15 per cent in the first two years 
following acquisition 
performance
while overland has not achieved the required return it had a much 
improved second year under our ownership generating a roai 
close to the target level fab  fix has performed very strongly for 
the group since acquisition and has already significantly exceeded 
the required return threshold within 18 months of acquisition truth 
has made a strong contribution in the first six months and looks well 
positioned to exceed the required return within 12 months of the 
date of acquisition  tyman plc 
annual report and accounts 2013
16
operating proﬁt and margins 
at constant exchange rates
£m
0
4
8
12
16
2012 2011 2013
146
117
111
0
4
8
12
16
20
24
103
97
110
0
30
60
90
120
150
£m
revenue at constant 
exchange rates
2012 2011 2013
1324
1201
1080
£’million except where stated 2013 2012 change
constant 
currency  
like for like
revenue 1324 1186 116 102
underlying operating profit 146 115 266 250
underlying operating margin 110 97 130bps
amesbury
performance
amesbury’s revenues increased by some 102 per cent to us2071 
million 2012 us1880 million with consistent gains across all 
product lines and strong performance from our hardware and 
sealing products in particular underlying operating profit increased 
by 250 per cent to us228 million 2012 us182 million and 
underlying operating margins improved from 97 per cent to 110 
per cent 
we saw particularly strong growth in the year from the mid to large 
customer range with those customers who have vinyl offerings in 
their portfolio demonstrating incremental volume growth compared 
with the higher end timber window manufacturers we continued to 
grow our commercial presence during the year with a number of 
new customer wins and made further progress in canada
business developments
during the year we announced the reorganisation of amesbury into 
a functional structure as a precursor to the integration of truth we 
implemented our new erp system for the first time at our foamtite 
plant in amesbury ma and completed the integration of the unique 
balance business into our statesville plant
operational review
markets
the housing market in the usa continued to recover through 2013 
with residential housing starts up 183 per cent in the year to 
923400 and completions our most relevant in year indicator up 
174 per cent to 762200 single family housing starts increased by 
approximately 154 per cent across the year and completions by 
176 per cent repair and remodelling saw the first signs of a return 
to sustained growth in the second half of the year and overall we 
believe the usa market for our products improved by approximately 
80 per cent in 2013
the canadian market was more difficult in 2013 the first half of 
the year saw total housing starts fall by 168 per cent and single 
family starts fall by 97 per cent the second half of the year was 
stronger than the first with a degree of recovery and over the year 
as a whole total housing starts fell by some 125 per cent with single 
family starts down 81 per cent overall we believe that the 
canadian market for our products contracted by approximately 
100 per cent in 2013
’million except where stated 2013 2012 change
constant 
currency  
like for like
revenue 2071 1880 102 102
underlying operating profit 228 182 250 250
underlying operating margin 110 97 130bps tyman plc 
annual report and accounts 2013
17
strategic report
directors’ report
financial statements
six months ending
£’million except where stated dec 2013 dec 2012 change
constant 
currency  
like for like
revenue 429 407 54 40
underlying operating profit 77 60 283 266
underlying operating margin 179 147 320bps
t ruth hardware
performance under tyman ownership
truth had a strong first six months under tyman ownership despite 
slower growth in revenues than amesbury a function of a greater 
proportion of the business being weighted towards canada truth 
delivered a significant improvement in its operating profit and 
margins with no loss of momentum in the business as a result of the 
acquisition
in the period since completion truth reported revenues of us671 
million 2012 us645 million and underlying operating profit of 
us120 million 2012 us95 million after allocation of tyman 
central costs of approximately us11 million the reported 
performance for truth in the six months benefitted from us09 
million of early delivery of synergies as discussed further in the 
integration section below
segmental results for the year as a whole excluding  
central cost allocations
twelve months ending
’million except where stated dec 2013 dec 2012 change
revenue 1302 1260 33
underlying operating profit 234 186 256
underlying operating margin 180 148 320bps
performance 2013
across the year as a whole truth’s revenues increased by 33 per cent 
to us1302 million 2012 us1260 million with 82 per cent 
growth in us revenues offset in part by revenue declines of around 
88 per cent in canada where we believe the business performed 
better than the market truth’s underlying operating profit before 
allocation of tyman central costs improved by 256 per cent to 
amesbury hardware 
products premiere 3000 
multipoint lock
amesbury’s new patented p3000 multipoint 
lock “mpl ” system is a perfect solution for 
today’s consumer the system is oriented with 
the thumbturn above the handle more similar 
to the standard front entry door configurations 
today
in addition the deadbolt operates independently from the 
other locking points allowing a user to secure the door when 
unfamiliar with mpl technology the misuse device is buried 
within the gearing mechanism eliminating protruding buttons 
and the damage they can cause on strike plates
this system incorporates a pull and twist latch design and is 
constructed of corrosion resistant materials throughout 
standard configurations are available as well as customisable 
configurations to best fit your application 
six months ending
’million except where stated dec 2013 dec 2012 change like for like
revenue 671 645 40 40
underlying operating profit 120 95 266 266
underlying operating margin 179 147 320bps
statutory segmental results for the six months under  
tyman ownership tyman plc 
annual report and accounts 2013
18
us234 million 2012 us186 million with underlying operating 
margins for the year increasing by over 300bps compared with 2012
business developments
truth has continued to invest in the automation of its 
manufacturing processes to improve the operational environment 
for employees increase production capacity reduce costs and 
to optimise plant layouts four automation projects were 
commissioned and delivered during 2013 and a further four 
projects are scheduled for delivery by the summer of 2014
integration and structure
in our first six months of ownership we have made considerable 
progress with the integration of truth into the amesbury business 
on completion we formed an integration steering committee 
comprising the ceo and cfo of tyman and the two ceos of 
amesbury and truth to coordinate and direct the integration 
process we also established a clear integration plan with allocated 
milestones and responsibilities cascaded down the organisations
this level of focus has enabled us to commence the delivery of 
synergy benefits earlier than expected with some us09 million 
of cost synergies delivered in the first six months of ownership in 
addition we have revised our synergy targets and now expect to 
deliver us50 million of synergies in 2014 and a total of us80 
million of synergies in 2015 – an increase of 60 per cent over our 
original 2015 synergy target
since the acquisition we have made substantial changes to the 
operational footprint of the truth sites in north america two 
external warehouses in owatonna have been closed with one sold 
and the other handed back at the end of the lease term in toronto 
a new lease on a reduced and more appropriate footprint was 
entered into from the start of 2014
from january 2014 amesbury and truth have been combined as 
a single business with amesbury as the umbrella brand for all our 
north american businesses and truth designated as our premium 
north american hardware brand we now have a single leadership 
team for our north american business comprising individuals drawn 
from both truth and amesbury and a combined sales and 
marketing organisation under the leadership of an external hire
north american outlook
we expect to see further recovery in the usa new build market in 
2014 supported by the continued gradual acceleration in repair and 
remodelling the canadian market is expected to be broadly flat in 
2014 compared with 2013 delivery of our synergy targets together 
with opportunities for market share gain should lead to further 
growth and good momentum in north america this year
2014 initiatives include the completion of the integration process 
for amesbury and truth further erp implementations across a 
number of sites the commencement of targeted automation 
projects within amesbury and a structured evaluation of our 
medium term north american manufacturing footprint
new energy specifications and 
requirements for increased window 
performance has necessitated the need 
for sashes to contain triple pane  
or laminated glass 
this combined with the move towards larger windows 
has expanded the boundaries on what standard duty 
concealed casement windows can handle truth’s high 
performance casement hinge is capable of supporting 
a 140 lb sash allowing manufacturers to build operable 
windows that meet these demanding new 
requirements
additional features of the high performance casement 
hinge include
  innovative patented shoe design with a builtin roller 
to reduce friction during operation thereby 
providing smoother travel even under maximum 
load this “super shoe” is able to withstand up to 
240 lbs of pullout force in open position and also 
acts as a shipping block to help protect the hinge 
from damage during shipping and handling
  larger adjustable brass stud to provide more 
adjustment and weight carrying capacity nearly 
18th of an inch of adjustability of the sash helps to 
ensure a consistent reveal and optimum weather 
seal while helping to reduce sash drag
  available in 300 series stainless steel which offers 
corrosion protection
high performance 
casement hinge
operational review 
continued tyman plc 
annual report and accounts 2013
19
£m
0
2
4
6
8
10
12
105
90
82
0
4
8
12
16
20
24
28
115
122 122
operating proﬁt and margins 
at constant exchange rates
2012 2011 2013
0
20
40
60
80
100
£m
revenue at constant 
exchange rates
2012 2011 2013
860
733
707
strategic report
directors’ report
financial statements
£’million except where stated 2013 2012 change like for like
revenue 860 733 173 39
underlying operating profit 105 90 170 01
underlying operating margin 122 122 flat
grouphomesafe
market
after a slow first quarter the uk market saw good momentum 
across the remainder of the year new build activity in 2013 
increased by approximately 230 per cent and rmi which comprises 
substantially all of the uk market increased by an estimated 45 
per cent overall we believe that the market for our products grew 
by approximately 50 per cent in the year which was significantly 
ahead of our expectations coming into 2013
performance
grouphomesafe had a strong year with good financial performance 
backed up with significant market share gains in hardware
revenues in the uk increased by 173 per cent to £860 million 
2012 £733 million on a like for like basis revenues in the uk 
increased by 39 per cent to £762 million 2012 £734 million 
lower steel pricing through the year at our reinforcer business 
impacted our reported revenues somewhat however we saw strong 
gains in volumes across all of our uk hardware businesses 
underlying operating profit increased by 170 per cent to £105 
million 2012 £90 million reflecting a full year contribution from 
fab  fix and our continued focus on margin management across 
the grouphomesafe portfolio reported like for like profitability is 
affected by the fact that overall synergy benefits arising from the 
integration of fab  fix into grouphomesafe have all been captured 
in fab  fix rather than spread across the whole of 
grouphomesafe’s operations 
we reported good growth at era fab  fix and balance – with 
notable share gains in the door hardware segment where we 
benefitted from being able to sell the high quality fab  fix product 
to a wider customer base
our routes to market saw solid performance from the builders 
merchants and the signs of recovery from our core oem fabricator 
customers the general distribution channel was broadly flat in the 
year following our exit from low margin retail distribution business 
in 2012
ventrolla our sash window refurbishment business repurchased one 
further franchise during the year and has an encouraging pipeline 
of projects for 2014
business developments
during the year we completed the integration of fab  fix into 
grouphomesafe with fab  fix now positioned as the premium 
quality product within our portfolio and with a single sales force
we moved certain legacy hardware products out of individual sites 
to consolidate elements of our general hardware offer at our 
wolverhampton distribution site and closed our small distribution 
centre in falkirk
we have also continued to improve our supply chain identifying 
and prequalifying a number of additional potential manufacturing 
partners in the far east and have diversified the fab  fix supplier 
base which was a key objective identified at the time of acquisition
uk outlook
coming into this year there appears to be greater confidence in the 
sustainability of the recovery in the uk and for the first time in a 
number of years we are forecasting growth for the uk market
2014 initiatives include the development of a full service 
ecommerce platform for the uk market the completion of the 
integration of fab  fix further rationalisation of obsolete skus as 
we refine the product offering a number of new product launches 
and further investment in the supply chain we also intend to target 
the distribution sector in a more structured manner in 2014 and we 
continue to evaluate our uk footprint tyman plc 
annual report and accounts 2013
20
£m
10
0
05
35
30
25
20
15
10
05
2
0
2
4
6
8
10
operating proﬁt and margins 
at constant exchange rates
2012 2011 2013
11
24
81
65
04
31
0
5
10
15
20
25
30
35
40
£m
revenue at constant 
exchange rates
2012 2011 2013
368
374
389
schlegel international
market
european markets were very subdued in 2013 with the key 
geographies of northern and eastern europe all showing significant 
declines adverse weather conditions in q1 general destocking of 
inventories and lack of end user demand meant that the sales 
environment was particularly challenging the market in australia 
saw a strong first half however eased off somewhat in the second 
half to end the year broadly flat the brazilian market continued to 
perform strongly in the year and we believe the market improved by 
around 150 per cent in 2013
performance
schlegel’s revenues decreased by some 16 per cent on a constant 
currency basis to £368 million 2012 £374 million with difficult 
trading in europe offset in part by stronger performances in brazil 
and australia these difficult trading conditions combined with the 
impact of the factory moves undertaken in the first quarter and the 
investment made in the business meant that schlegel only broke 
even at the operating level and made a small loss after the 
allocation of central costs
£’million except where stated 2013 2012 change
constant 
currency  
like for like
revenue 368 368 01 16 
underlying operating profit 04 25 1160 1165 
underlying operating margin 11 67 780bps
building on rapid growth over the past 
three years the market for bifold doors 
in the uk is forecast to double in value 
by 2016 
to capitalise on this trend grouphomesafe has worked 
in close partnership with leading pvcu and aluminium 
system companies to develop a complete range of 
bifold door hardware this has called upon every 
aspect of grouphomesafe’s expertise and includes 
bespoke locking systems rollers and hinges from era 
seals from schlegel reinforcement from ews and 
decorative hardware from fab  fix
the ability to produce all of these components under 
one roof means that they work in perfect harmony 
this coupled with market leading features and 
benefits has lead to pvcu system companies extruding 
new profiles specifically to take advantage of the 
package typically profile development leads hardware 
design this turnaround is testament to the quality of 
the system and grouphomesafe’s growing reputation 
for innovation
all under one roof
bifold door hardware
operational review 
continued tyman plc 
annual report and accounts 2013
21
strategic report
directors’ report
financial statements
all our european geographies had a very tough opening quarter 
although as the year progressed trading did improve with the 
exceptions of belgium and france both of which saw quarter on 
quarter declines throughout the year we had a strong 2013 in italy 
with good market share gains against a very low base due to two 
competitors exiting the marketplace and in poland new dedicated 
sales resource on the ground enabled us to win back some lost 
customers
australia had a strong year as a whole taking market share and 
benefitting from continued penetration of new products brazil had 
another strong year with new product introductions in the second 
half of 2012 giving a boost to first half 2013 comparatives and 
singapore had a solid first year as a stand alone entity
business developments
we made significant changes to the schlegel international business 
in 2013 in the first quarter we closed our belgian building products 
facility and moved production to our newton aycliffe and barcelona 
plants these moves give the group clearly defined centres of 
excellence for sealing manufacture in europe we also recruited a 
number of new senior managers to the schlegel team with new 
hires filling the roles of sales director development director and 
operations director together with a number of new recruits and 
promotions at individual site locations
this rebalancing of our european footprint combined with the 
strengthening of the divisional team positions schlegel well for 
growth as and when european markets recover 
australia saw a number of new hires as well as a reconfiguration of 
the sydney facility in order for it to become the australasian 
distributor of truth products from 2014 from 1 january 2013 
singapore was constituted as a separate legal entity and during the 
year was moved to a new location reflecting its growing importance 
to the division again singapore will become our south east asian 
hub for the distribution of truth’s products
acquisition of vedasil brasil
on 26 february 2014 schlegel international completed the 
acquisition of vedasil brasil “vedasil” the market leader in the 
manufacture and supply of pile weatherseals in brazil
established in 1978 vedasil has grown to be one of south america’s 
leading providers of pile weatherseals in addition vedasil 
manufactures and supplies polypropylene extruded seals under 
the ecopdm brand and other seal and screen components to 
the brazilian door and window market in 2013 vedasil reported 
revenues of approximately br193 million £57 million and tyman’s 
existing brazilian business reported revenues of approximately 
br66 million £20 million
 
vedasil is based near valinhos 90km from sao paulo where schlegel 
brazil is located we intend to integrate the two businesses at the 
valinhos site under the schlegel brand with a management team 
drawn from both businesses
we expect that the combination of the two businesses will bring 
schlegel international significantly increased opportunities in brazil 
and across south america as well as the advantages of local 
manufacturing  
outlook
2014 should see an improved performance from the division as 
the  investments we have made to date start to deliver material 
profit improvement however will depend on significantly increased 
volumes which in turn will depend on a sustained recovery in 
european markets which are not expected to come through until 
at least 2015
across europe as a whole we expect to see broadly flat markets in 
2014 with some pockets of growth we expect to see continued 
improvement in australian markets where we will benefit from 
selling truth products direct for the first time and further growth in 
singapore and in brazil where we will benefit from our increased 
share following the acquisition of vedasil tyman plc 
annual report and accounts 2013
22
james brotherton
chief financial officer
financial review 
group revenues increased by 303 per cent in large 
part due to the consolidation of truth from the 
half year and the strong top line performance from 
amesbury 
revenue and operating profit
group revenues increased by 303 per cent to £2981 million 2012 
£2288 million in large part due to the consolidation of truth from 
the half year and the strong top line performance from amesbury 
on a constant currency like for like basis group revenues increased 
by approximately 63 per cent year on year 
gross margins improved by 60 basis points to 333 per cent 2012 
327 per cent reflecting a full year contribution from fab  fix and 
a six month contribution from truth offset by lower gross margins 
seen in schlegel international as a consequence of lower european 
trading levels
underlying administrative expenses increased by 346 per cent 
to £669 million 2012 £498 million principally reflecting the 
overhead acquired as part of the truth acquisition made and the 
levels of investment made in the business 
underlying operating profit increased by 409 per cent to £323 
million 2012 restated £230 million and increased marginally on a 
constant currency like for like basis again as a result of the greatly 
reduced underlying operating profit contribution from schlegel 
international 
finance costs
despite the group’s increased levels of gross indebtedness 
interest payable on bank loans and overdrafts decreased slightly 
to £35 million 2012 £36 million this reduction reflects the 
group’s improved margin grid on both of its facilities and strong 
cash generation 
the reported net finance costs of £35 million 2012 £46 million 
benefitted from an exceptional foreign currency gain of £12 million 
which arose on the conversion of the equity proceeds into dollars to 
finance the acquisition of truth 
in 2013 the component of the net finance charge that relates to 
the unwinding of discounts on provisions was negligible 2012 
£03 million
interest rates 
the group has entered into interest rate contracts to swap around 
410 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 2013 the group’s portfolio of swap contracts at 
fair value amounted to a liability of £08 million 2012 £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 credit on profit before 
taxation of £02 million 2012 37 million taxation before deferred 
tax rate changes amortisation and impairment of acquired 
intangibles and exceptional items amounted to £76 million which 
represents an effective underlying rate of 267 per cent 2012 
restated 301 per cent and the group paid £62 million 2012 
£49 million of corporate taxes in the year
several factors impact the group’s taxation charge or credit 
including
  the group’s operations are international in nature in 2013 
672 per cent of the group’s trading profits before central cost 
allocations were generated in the usa 323 per cent generated 
in the uk and 05 per cent in schlegel international’s overseas 
territories depressed in 2013 by the trading losses made in 
europe each division is therefore exposed to different country 
state and local taxation rates and allowances 
  the group has a proactive capital investment programme in 
each of its divisions these investments are amortised for tax 
purposes in accordance with the laws relating to capital 
allowances in each country which may not match with the 
group’s depreciation policy
  group companies sometimes generate losses in 2013 most 
notably in certain european jurisdictions where these losses can 
be relieved or carried forward to be relieved in future periods the 
group does so in accordance with the relevant laws however this 
treatment is broadly dependent on sufficient eligible taxable 
profits being generated in the relevant jurisdiction 
  certain losses most notably those related to the amortisation 
and impairment of intangible assets and the write off of 
goodwill arising on acquisition cannot be relieved against 
taxable profits as the group has developed through acquisition 
these charges have a material impact on the group’s statutory 
tax charge as a proportion of pretax profits
  group share options and ltips will generate varying levels of tax 
relief to the group dependent on the vesting outcomes of 
awards and the share price as at the date of vesting given the 
share price appreciation over the life of the 2010 and 2011  tyman plc 
annual report and accounts 2013
23
strategic report
directors’ report
financial statements
awards ltip tax relief had a material impact on the group’s 
overall tax charge in 2013
  the group does not make material use of special incentive 
arrangements that might impact the tax charge such as research 
and development tax credits or patent box structures 
the group conducts its tax affairs in accordance with the law and 
arranges its tax affairs in line with its commercial activities 
worldwide as such it follows the terms of double taxation treaties 
and relevant oecd guidelines in dealing with issues such as transfer 
pricing repatriation of profits and the establishment of a taxable 
presence in countries where it trades the group seeks to engage 
proactively with tax authorities in each of its key jurisdictions in 
order to ensure that the group’s tax affairs are clearly 
communicated as far as practical the group aims to keep its legal 
and commercial structures straightforward in order to reduce risk 
and minimise compliance costs 
the group’s key transfer pricing arrangements comprise commercial 
agreements relating to trade between group entities intragroup 
financing and the recharging of sharedservice administrative costs 
where group entities do trade with each other transfer pricing 
arrangements are appropriate for the territories involved and are 
enacted on a consistent basis
earnings per share
underlying earnings per share increased by 193 per cent to 1371 
pence 2012 restated 1031 pence the increase reflects the 
improvement in underlying operating profit from amesbury and 
grouphomesafe the incremental impact of the truth acquisition 
together with early delivery of synergies the reduction in finance 
charges and the slightly lower effective tax rate for the year offset 
by the increase in the weighted average number of shares in issue 
underlying earnings per share for the year were also impacted by 
the six week delay between the raising of the equity finance and 
the date of completion of the truth acquisition
ringfenced underlying earnings per share excluding the results of 
the truth acquisition and associated financing were 1302 pence 
per share implying that the truth transaction was earnings 
enhancing in the first six months of ownership – again well ahead 
of schedule
basic earnings per share from continuing operations was 063 pence 
2012 restated loss per share 1707 pence
dividends
a final dividend of 450 pence per share 2012 350 pence 
equivalent to £75 million will be proposed at the annual general 
meeting in 2013 the group declared and paid an interim dividend 
of 150 pence per share 2012 100 pence per share
the total dividend declared for the 2013 financial year is therefore 
600 pence per share 2012 450 pence per share an increase of 
333 per cent which equates to dividend cover of 229x 
in accordance with ifrs only dividends paid during the year have 
been charged in the 2013 financial statements
exceptional items
2013
£’000
2012
£’000
transaction costs associated with ma activity 4515 966
truth integration costs 1434 –
writeoff of truth inventory fair value adjustment 2304 –
redundancy restructuring inventory 
obsolescence alignment and warranty costs 2650 1608
10903 2574
exceptional items of £109 million were incurred during the year 
2012 £26 million these charges are regarded by the group as 
exceptional as they are significant and nonrecurring in nature the 
exceptional items principally concern the acquisition of truth the 
associated transaction costs – including antitrust fees – and the 
costs associated with the integration 
of the £14 million truth integration costs £09 million comprise 
noncash write downs of discontinued products and product lines 
the writeoff of truth inventory fair value adjustment relates to the 
ifrs requirement that finished goods held in inventory must be 
revalued to their market value on acquisition as the inventory 
acquired at the date of acquisition has been substantially sold in 
the subsequent six months this uplift in the book value has been 
written off as exceptional as the cost is considered to be of a 
oneoff nature and is of a magnitude that would distort the 
underlying trading result of truth in the period
redundancy restructuring inventory obsolescence alignment 
and warranty costs primarily relate to the restructuring of the 
european footprint and the changes made to the north american 
management team they also include a charge of £08 million 
relating to changes made to the group’s provision estimate for 
slowmoving inventory held for greater than one year and followed 
a review of the group’s overall inventory provisioning methodology 
undertaken on acquisition the group believes that aligning 
tyman’s inventory obsolescence calculation with that of truth is 
appropriate given the enlarged group’s experience of slowmoving 
and obsolete inventory 
materials and input costs
the raw material pricing backdrop was more benign in 2013 than 
we had expected coming into the year we track the pricing of all 
raw materials closely within the divisions in order to ensure we are 
procuring at the best price for the quantities we consume within 
each major category of purchase we also monitor weekly at a group 
level the direction of pricing of certain specific purchases – uk 
galvanised steel european polypropylene and usa zinc each of 
these key raw materials will also form a significant part of the raw 
materials that go into the manufacture of those products we source 
from third parties tyman plc 
annual report and accounts 2013
24
steel pro forma group 2013 purchases c £310 million is our 
largest raw material purchase across a number of different types 
and grades within this category pricing of uk galvanised steel 
increased by c 40 per cent in the year oil derivatives 2013 
purchases c £260 million are key to the manufacture of our seal 
extrusion and injection moulded products within this category 
european polypropylene pricing increased by approximately 10 per 
cent zinc pro forma 2013 purchases c £80 million has increased 
significantly as a raw material and component for the group since 
the acquisition of truth in addition we purchase around £120 
million of zinc based hardware from third party suppliers within this 
category usa zinc pricing decreased by approximately 10 per cent 
in the year 
in addition we track closely the pricing of a representative basket of 
those products we source from the far east into the uk – which will 
be influenced by local labour and overhead rates raw material price 
changes and the exchange rate over the course of 2013 the pricing 
of the basket decreased slightly – with the strengthening of the 
pound masking significant underlying local inflation
we were broadly successful with our continued policy of full input 
cost recovery other than in europe where overall market conditions 
in 2013 were not conducive to price recovery beyond raw material 
cost increases
acquisitions
the group acquired truth on 3 july 2013 for a consideration of 
us2047 million the total costs of acquiring truth were £82 
million of which £24 million related to the raising of equity finance 
and have been offset against share premium and £15 million 
related to bank facility arrangement fees which will be amortised 
over the two year life of the facility the remaining £43 million of 
costs relating to the truth acquisition are included within 
exceptional items
annualised returns on acquisition investment “roai” for the three 
businesses of size acquired since 2011 are as follows
date of 
acquisition
original 
acquisition 
investment 
‘000
roai 
in 2013
annualised 
roai since date 
of acquisition
overland dec 2011 16493 148 99
fab  fix aug 2012 £15217 204 181
truth
1
jul 2013 206438 137 137
1 truth roai for 2013 has been annualised
the group requires that all acquisitions target an annualised roai 
greater than 15 per cent in the first two years following acquisition
 
while overland has not achieved the target in this timeframe it had 
a much improved second year under our ownership generating a 
roai close to the target level and stampings remain a core part of 
our north american product offering fab  fix has performed very 
strongly for the group since acquisition and has already significantly 
exceeded the required return threshold within 18 months of 
acquisition truth has made a strong contribution in its first six 
months and looks well positioned to exceed the required return 
within 12 months of the date of acquisition
amortisation and impairment of acquired intangible assets
amortisation of £166 million 2012 £108 million represents the 
annual charge relating to the group’s intangible assets with the 
increase due to the first six months’ amortisation of the intangible 
assets created as a result of the truth acquisition in 2012 
alongside various adjustments to intangibles and goodwill relating 
to discontinued operations we also recorded an accelerated 
amortisation charge of £126 million and an impairment charge of 
£203 million
in accordance with accounting standards the board has reviewed 
the carrying value of goodwill and other intangible assets across the 
group in the light of current trading and prospects and progress 
towards achieving the divisions’ strategic plans the board 
concluded that the carrying value of goodwill and other intangible 
assets remained appropriate and that no impairment had occurred 
segmental analysis
during 2013 the board in its capacity as the group’s chief 
operating decision maker reviewed the continuing appropriateness 
of the group’s operating segment disclosures the group 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 ceo and cfo on a regular 
basis accordingly the board has concluded 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
for 2013 the board believes that it is appropriate that truth should 
be disclosed as an additional segment given its size and the fact 
that throughout the year it was managed as a stand alone entity 
with its own ceo and management team 
from january 2014 our north american businesses have been 
managed as a single entity with an integrated management team 
accordingly truth has been incorporated into the amesbury 
operating segment from the start of 2014 and the 2014 results will 
therefore not include truth as a distinct 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
financial review 
continued tyman plc 
annual report and accounts 2013
25
strategic report
directors’ report
financial statements
liquidity and covenant performance
at 31 december 2013 the group had gross outstanding borrowings 
of £1246 million 2012 £728 million cash balances of £436 
million 2012 £359 million and undrawn working capital facilities 
of £297 million 2012 £296 million
underlying net debt was £809 million 2012 £370 million under 
ifrs which reduces gross debt by the unamortised portion of 
finance arrangement fees net debt at the year end was £787 
million 2012 £352 million 
at the year end the group had headroom on its banking covenants 
ranging from 395 per cent to 605 per cent leverage calculated on 
the same basis as our banking covenant tests was 181x 2012 
122x well within our target range of 150x to 200x and 
significantly ahead of the 2013 year end leverage target of 200x 
that we announced at the time of the truth acquisition
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 
shares in issue
the acquisition of truth was part funded through a fully 
underwritten placing and open offer of 328 million shares which 
increased the total number of shares in issue to 1701 million the 
basic weighted average number of shares in issue for 2013 was 
1528 million 2012 1296 million and the fully diluted weighted 
average number of shares in issue for 2013 was 1551 million 2012 
1318 million as at 31 december 2013 the group had 06 million 
shares in treasury 2012 74 million and the tyman employee 
benefit trust held 22 million shares 2012 09 million
cash flow
the group saw very strong conversion of profit into cash during the 
year with operating cash conversion of 1119 per cent 2012 
restated 836 per cent reflecting the tight management of the 
working capital cycle by the divisions and despite the increased 
investments in capital expenditure made during 2013 
capital expenditure
in 2013 we continued our programme of targeted investment 
across each of the businesses overall net capital expenditure 
increased to £81 million 2012 £68 million or 13x depreciation 
with notable projects including the reconfiguration of our uk 
distribution centre at ews the factory moves in europe and north 
america and further investment in automation projects at truth 
of this amount intangible capital expenditure comprised £13 
million 2012 £14 million principally as a result of our investment 
in amesbury’s erp system
working capital
we retained our strong focus on management of working capital 
within each of the divisions with the aim of achieving an 
appropriate balance between commercial priorities and financial 
efficiency each division is allocated specific cash targets which are 
monitored throughout the year and flexed according to demand 
levels and the divisions are encouraged to seek out opportunities to 
secure permanent reductions in working capital
despite increased levels of trading and the impact of the truth 
acquisition the overall movement of working capital in 2013 was 
a net cash inflow of £124 million 2012 £23 million of which 
us139 million related to truth which was acquired at the peak 
of its working capital cycle while we will need to work through a 
complete 12 month trading cycle at truth before drawing absolute 
conclusions we were pleased with the significant reductions in trade 
working capital we were able to secure at truth when compared 
with the prior year end position
net trade working capital to revenue at the year end improved by 
90 basis points to 132 per cent 2012 141 per cent inventories 
on the balance sheet increased to £407 million as a function of 
the acquisition 2012 276 million with inventory turns improving 
slightly to 48x 2012 46x assisted by targeted inventory reduction 
programmes that were put in place at a number of sites
our credit management processes remained robust with bad debts 
written off amounting to only 01 per cent of revenues 2012 03 
per cent continued proactive management of customer credit 
which starts at the point of sale will remain a priority for the 
businesses in 2014 as mature markets recover and customers’ 
working capital needs increase
pensions and postretirement medical benefits
the group’s gross pension and postretirement medical benefit 
obligations under ias 19 at 31 december 2013 were £211 million 
2012 £242 million with the majority of the movement over the 
course of the year being due to actuarial gains following 
reassessments of discount rates the principal schemes are located 
in north america where the pension scheme is closed to new 
entrants and postretirement healthcare benefits are capped
cash contributions made to the schemes during the year were £09 
million 2012 £10 million
the 2013 revision of ias 19 increased the net pension charge in the 
income statement for 2013 by approximately £04 million with a 
corresponding increase in other comprehensive income the 2012 
financials have also been restated to take account of the ias 19 
revision which increased the comparative’s net pension charge in 
the income statement and reduced the charge to other 
comprehensive income by £02 million
no pension or postretirement medical benefit obligations were 
transferred to tyman as a result of the truth acquisition tyman plc 
annual report and accounts 2013
26
property
on expiry of the lease on the montreal facility in the first quarter 
of 2013 unique balance production was transferred to statesville 
in 2013 schlegel international disposed of approximately one 
quarter of the surplus gistel site and is exploring potential options 
for the remainder of the site
our small falkirk distribution facility was closed during the year the 
lease runs until 2016 and efforts are underway to sublet the vacant 
space 
we have also greatly reduced the footprint of the truth business 
since acquisition as further detailed in the truth integration section
since the year end we have disposed of surplus property in sioux 
falls south dakota for net cash consideration of us17 million 
realising a book profit on disposal of us07 million
summary 2014 guidance
underlying tax rates for the group for 2014 are expected to be 
c 27 – 28 per cent as a result of the continued reductions in the uk 
corporation tax rate the final rate for the year will depend on the 
group’s mix of taxable profits cash taxation rates are expected to 
broadly be in line with the group’s underlying tax rate
capital expenditure for the year is expected to be in the range 
£100 – £120 million
interest payable on borrowings for the full year under the existing 
facilities is expected to be c 30 – 35 per cent – dependent on 
leverage subject to market conditions the group intends to move a 
portion of its borrowings into longer dated funds during the course 
of 2014 in order to diversify its financing structure this will increase 
the blended interest rate payable on the group’s borrowings
working capital trough to peak for the year is expected to be 
c £150 million
2014 exceptional costs in respect of the integration of truth into 
amesbury are expected to be in the range of us10 million to 
us15 million cash costs incurred in connection with integration in 
2014 are expected to be in the range us225 – us275 million
ltip purchases by the employee benefit trust are expected to be 
£20 – £30 million
currency
as an international group tyman’s reported results will be impacted 
by exchange rate movements – most notably the us dollar had the 
group’s 2013 results been reported on the basis of exchange rates 
as at 28 february 2014 the impact would have been as follows
£’million unless stated
currency us  euro aus  other total
average rate 2013 15646 11780 16224
rate at 28 february 2014 16665 12179 18634
 movement 65  34  149 
revenue impact 78 08 11 07 104
underlying operating profit impact 09 01 01 01 12
the 2014 translational impact on the 2013 underlying operating 
profit for amesbury including truth for the full calendar year for a 
1 us cent change in the exchange rate would be c £200000 a 
1 euro cent change in the exchange rate for the european 
businesses of schlegel international would be c £3000 and a 
1 australian cent change in the exchange rate for the australian 
business of schlegel international would be c £10000 in addition 
there are transactional exposures for those divisions that purchase 
or sell products in currencies other than their functional currency
the group aims to mitigate the translational impact of exchange 
rate movements by denominating a proportion of total borrowings 
in those currencies where there is a material contribution to 
underlying operating profit 
financial reporting
this financial information has 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 2013
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
11 march 2014
financial review 
continued tyman plc 
annual report and accounts 2013
27
strategic report
directors’ report
financial statements
during 2013 schlegel celebrated its  
50th anniversary in manufacturing  
for the australian market  
in april 1963 schlegel australia commenced 
production in a small warehouse in ultimo sydney in 
the ensuing five decades the company’s products have 
become an integral part of the australian window and 
door industry 
in addition to being australia’s first and now only 
manufacturer of woven pile weatherseals the company 
also designs and manufactures foam weatherseals 
extruded seals window and door hardware and 
window and door operating systems 
having grown with the industry schlegel australia has 
built an enviable reputation in the manufacture and 
supply of sealing solutions and high end hardware 
products to the local market
schlegel australia  
50th anniversary tyman plc 
annual report and accounts 2013
28
principal risks and uncertainties
risk description mitigation
market conditions
demand in the building products sector is 
subject to the usual drivers of construction 
activity including general economic 
conditions interest rates inflation 
availability of credit businessconsumer 
confidence levels unemployment and 
population growth this demand can be 
unpredictable and the group has a low 
visibility of future orders from its customers 
the recent recessionary economic 
environment experienced in europe has 
resulted in reduced demand for some of 
our businesses 
maintaining significant headroom between the 
group’s net debt and its available banking facilities 
with the £30m revolving credit facility committed 
until march 2016 helps the group 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 for 
example our european operations account for 9 per 
cent of total group sales management prepares 
regular forecasts that focus on remedial action plans 
required to deliver the desired performance during 
the balance of the year continuing to measure our 
performance enables us to offer industry leading 
customer service which improves customer retention 
and wins new customers the continuing investment 
in erp systems will enhance management visibility 
of operational performance and drive continuous 
improvement in customer service and product 
quality 
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 the 
building products market has become 
increasingly competitive particularly where 
overcapacity has been exacerbated by the 
economic recession 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 the group 
differentiates itself by its wide range of products 
a focus on setting industry leading standards for 
delivery on time and in full its geographical spread 
strategic focus and reputation 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 industry leading service and value 
added technical support the group continues to 
focus on a broad range of customers in a number of 
geographic markets the top 10 customers account 
for less than 32 per cent of total group sales tyman plc 
annual report and accounts 2013
29
strategic report
directors’ report
financial statements
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 meet customer 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 continues to invest in and improve its 
sourcing and procurement capability the group 
manages the risks associated with raw material 
costs and supply chain failure through strong 
longterm relationships with suppliers economies 
of purchasing multiple suppliers and inventory 
management in addition the group will mitigate 
this risk by increasing selling prices or applying 
surcharges to recover unavoidable input cost 
increases
risk description mitigation
business integration
the group will continue to make strategic 
acquisitions in the future which will impact 
the performance and the risk profile of the 
group the subsequent integration of 
acquisitions involves further risks such as 
the diversion of management disruption of 
operations and the retention of key 
personnel in the acquired business
the group mitigates this risk by extensive due 
diligence prior to the acquisition and the 
preparation of a detailed integration plan following 
acquisition covering all key areas of activity the 
truth integration process is led by the executive 
directors and supported by dedicated project teams 
that include specialised management from the 
wider group rolling out our erp investment and our 
internal audit programme helps to establish best 
practise in governance and control procedures
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 and the tyman 
management committee mitigate the risk of losing 
key personnel through robust succession planning 
strong recruitment processes longterm 
management incentives and retention initiatives
risk description mitigation
funding and  
financial risks
the group operates on a global basis and is 
therefore exposed to transactional and 
translational foreign exchange risk against 
sterling 69 per cent of the group’s 
underlying operating profit are derived from 
us operations 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 with sufficient headroom and 
tenure to mitigate credit availability risk further 
information on these risks is given in note 25 to 
the group’s financial statements tyman plc 
annual report and accounts 2013
30
employees
diversity
all tyman employees have the right to work in an environment that 
supports diversity and fosters a culture of dignity and respect
the group is committed to supporting employment policies and 
practices that support equal opportunities nondiscrimination and 
that comply with relevant local legislation and accepted 
employment practice codes
policies and practices of equal opportunities and nondiscrimination 
will ensure that an individual’s ability aptitude and talent are the 
sole determinants in recruitment training career development and 
progression opportunities rather than on the grounds of age beliefs 
disability ethnic origin gender marital status race religion or 
sexual orientation
in considering appointments to the board and senior management 
positions it is the group’s policy to make an appointment on the 
basis of the candidate’s knowledge skills and experience with due 
regard for the benefit of diversity set out below is an analysis of the 
number of employees by gender as at 31 december 2013
male female total  male  female
tyman plc board 5 1 6 83 17
senior managers 100 18 118 85 15
other employees 1622 977 2599 62 38
total tyman group 1727 996 2723 63 37
as at 31 december 2013 the group had a female representation of 
15 per cent in senior management positions and 17 per cent at the 
board level this proportion is higher across the total workforce with 
37 per cent of the profile being female
senior manager is per the definition in section 414c of the uk 
companies act 2006
training development and retention
the board recognises that the longterm growth and enduring 
success of the group depends on its ability to attract and retain 
talented and skilled employees operational efficiencies across the 
group are enhanced by building and developing the skills 
competencies and motivation of all employees
each of the group’s operating units are encouraged to implement 
comprehensive employment policies designed to attract retain and 
motivate high calibre employees and to determine ways of applying 
their knowledge and skills in a manner that best contributes towards 
the success of the business
the group encourages and supports the continuing professional 
development and training of all its employees employees are 
provided with training to acquire and develop skills that will enable 
them to perform their duties and where appropriate allow for career 
progression the group also invests in a range of development 
activities including national vocational qualifications and 
apprenticeship schemes
the group operates the tyman long term incentive plan “ltip” in 
which senior employees are invited to participate in the long term 
future of the group through share ownership and intends to explore 
other allemployee share plans the conditional annual awards of 
shares under the ltip are at the discretion of the remuneration 
committee
communication
in order for our employees to gain an understanding of the role 
they play within their local operations and that of the group 
employees are regularly kept informed on matters relating to their 
employment recent business developments and other activities of 
the group and its divisions these communications are effected 
through management briefings internal communications as well as 
external announcements and press releases posted on the group’s 
website
health and safety
the group is committed to ensuring a safe clean and healthy 
working environment for all employees customers and other 
persons with whom the group has contact the group actively 
promotes a strong health and safety culture as well as encouraging 
the collective pursuit of continuous improvement in health and 
safety standards across all operations
management and accountability
the chief executive officer “ceo” holds the overall responsibility 
for the group’s health and safety performance through the tyman 
management committee “tmc” local management are tasked 
with the responsibility of creating a health and safety management 
system and are held accountable for their
  health and safety performance
  adherence to the group’s health and safety policies and
  compliance with local health and safety regulatory requirements
health and safety performance is reviewed at each weekly tmc 
meeting a health and safety report is prepared and presented by 
the ceo to the board at each of its meetings
health and safety management system
it is essential that awareness is raised amongst all employees as to 
the importance of health and safety in creating a safe and healthy 
working environment local management’s health and safety 
management system
  identifies and assesses risks
  takes actions to reduce risks
  develops safe working practices and
  emphasises training and development
as part of the health and safety management system each 
location is audited to identify and assess the impact of any risk 
areas institute corrective actions and put the necessary plans in 
place to address any deficiencies the group requires that all 
corporate social responsibility report tyman plc 
annual report and accounts 2013
31
strategic report
directors’ report
financial statements
accidents dangerous incidents and nearmiss situations are 
promptly and thoroughly investigated the details of such incidents 
as well as the remedial and preventative measures taken are shared 
between sites as a means of raising awareness and reducing the risk 
of repetition there is a requirement that any incidents involving lost 
time of greater than one working day are reported to the tmc and 
the board
operations representing 49 per cent of the value of total group 
sales in 2013 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 group operations have programmes in place with the 
objective of achieving accreditation
2013 performance
the kpis used to evaluate the group’s health and safety 
performance are the lost time injury rate and the number of lost 
time injuries
both kpis show a considerable improvement in the group’s health 
and safety performance and the group remains committed to a 
programme of continuous improvement in health and safety 
targeting further injury reductions in 2014
ethics anticorruption and compliance
the group is committed to conducting its business with integrity 
and demands high standards of professional and ethical conduct 
throughout its operations this will ensure compliance with the laws 
and regulations in jurisdictions in which the group operates protect 
the business from unforeseen liabilities and maintain a relationship 
of trust between the business and its stakeholders
in all relationships and dealings 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
0
2
4
6
8
10
lost time injury rate – the number of lost 
time injuries per 1000000 hours worked
lost time injury rate
2012 2011 2013
481
671
717
0
5
10
15
20
25
30
number of lost time injuries – the 
absolute number of lost time injuries 
over the last 12 months
number of lost time injuries
2012 2011 2013
19
26
27
  uphold all applicable laws and regulations in jurisdictions in which 
the group operates focusing in particular on the implementation 
of policies and procedures that ensure compliance with the bribery 
act 2010 and the foreign corrupt practices act 1977 and the 
prevention of bribery corruption and fraud
  maintain a healthy and safe working environment for employees
  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
the group requires that formal and confidential whistleblowing 
procedures are in place at its operating units and that these are 
advertised locally employees are encouraged to report any 
suspected incidence of noncompliance in accordance with local 
whistleblowing procedures
environmental
the board recognises its responsibilities as a manufacturing concern 
to continue to reduce the environmental impact of its activities 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 strives to design manufacturing 
processes that are as environmentally efficient as possible and 
monitors developments in alternative materials and production 
processes which may reduce the environmental impact of its 
products operations across the group are encouraged through 
internal development and investment to
  make use of recycled materials where possible
  minimise resource consumption and waste generation 
through reuse and recycling
  reduce harmful emissions
  reduce their global carbon footprint from transportation
  energy consumption the group continues to invest in energy 
efficiency measures such as lighting 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
the group is committed to the introduction of environmental 
management systems such as iso 14001 currently 15 of the 
group’s manufacturing sites have achieved accreditation to the 
environmental management systems standard iso 14001 tyman plc 
annual report and accounts 2013
32
greenhouse gas emissions
the greenhouse gas “ghg” emissions generated by the group’s 
operations present considerable risks to both the group and the 
environment these risks include
  the agricultural impact of the group’s dependence on extraction 
and use of raw materials
  the potential disruption of the group’s operations and those of 
its customers and suppliers
  changes in the nature or distribution of consumer demand as 
a result
these risks can be mitigated through the group’s conscious efforts 
in minimising its release of ghg through its environmental 
initiatives
the group applies the world resources instituteworld business 
council for sustainable development greenhouse gas protocol 
a corporate accounting and reporting standard revised edition 
as the basis for reporting its emissions and includes the facilities 
over which it has operational control this is the internationally 
recognised standard for corporate carbon reporting
as 2013 is the first year the group reported detailed ghg emissions 
no comparative information has been provided the group has 
compiled and disclosed emissions data relating to those emission 
sources that are considered to be within the group’s operational 
control and over which the group has responsibility emission 
sources falling outside the group’s operational control and other 
scope 3 emissions have not been collated and reported emission 
data for businesses acquired during the year has only been included 
from the date of acquisition
data on the actual consumption of combustible fuels scope 1 and 
purchase of externally provided energy services scope 2 has been 
collected from all material locations operated or controlled by the 
group in addition process emissions arising from other “kyoto” 
gases have also been identified and included within scope 1 the 
consumption data has been converted into co
2
e by using emission 
factors specific to each identified scope 1 source and by using 
specific geographic emission factors for each identified scope 2 
source
the group has used revenue as its intensity ratio as this is the most 
appropriate and relevant factor associated with our activities and 
should provide an appropriate basis on which to compare trends 
over time
the following tools were used in converting the group’s 
consumption data into co
2
e
  world resources institute 2008 ghg protocol tool for 
stationary combustion version 40
  world resources institute 2012 ghg protocol tool for emissions 
from purchased electricity version 44 august 2012
  world resources institute 2008 ghg protocol tool for mobile 
combustion version 25 june 2013
our ghg emissions measured as the quantity of co
2
e generated by 
the group’s activities for the year ended 31 december 2013 are 
presented in the table below
scope description
ghg emissions 
tonnes co
2
e
scope 1 emissions that arise directly from our 
operations and comprise the combustion 
of fuels and process emissions
8005
scope 2 indirect emissions that arise from our use 
of electricity and gas
23939
total direct and indirect emissions 31944
intensity ratio £’000 of revenue per tonne co
2
e 933
community
the group understands the importance of being a contributing 
member of society and its impact on the longterm development 
and sustainability of the business the group policy on donations 
and community involvement is to support local educational and 
charitable causes
each operating unit is tasked with the responsibility of managing its 
relationship with its local community this responsibility involves 
the positive engagement and support of worthwhile projects and 
programmes as a company as well as the volunteering activities 
and efforts of its employees
operating units and their employees participate in a variety of local 
activities including projects with local schools and charity events 
some examples of group community activities include
in north america
  monetary donations totalling us59000 to local charities and 
initiatives such as local chambers of commerce united way 
volunteers for america make a wish foundation
  local involvement and support of habitat for humanity 
participation in red cross blood drives donation of gifts to the 
community christmas wish tree a communitysponsored gift 
drive for needy families
in europe
  in the uk sponsorship of macmillan cancer support through a 
series of coffee mornings across all sites raising £1000 as well 
as donations to various other cancer charities including lennox 
children’s cancer fund and the sir bobby robson foundation
  a donation by tyman plc to lupus uk the only national charity 
supporting people with systemic or discoid lupus of £5000 to 
mark the end of the group’s association with the word lupus
  in spain a donation of €1000 to the san juan de dios children’s 
hospital in barcelona for cancer research
in 2013 the group made donations of £44000 no political 
donations were made
corporate social responsibility report
continued tyman plc 
annual report and accounts 2013
33
strategic report
directors’ report
financial statements
human rights
human rights is not considered to be a material risk for the business 
owing to the fact that the group’s activities are substantially carried 
out in developed countries that have strong legislation governing 
human rights the group is considered to be in compliance with 
appropriate legislation in the jurisdictions in which it operates
in working with and during regular reviews of our suppliers the 
group always seeks to encourage suppliers to operate with values 
and standards equivalent to those of the group
whilst the group does not have a specific human rights policy at 
present careful consideration will be made as to whether a specific 
human rights policy is required in the future
product integrity
the group seeks to be honest and fair in its relationships with 
customers and suppliers to source and supply goods and services 
in an efficient manner in accordance with specifications without 
compromising quality and performance
by providing customers with standards of goods and service that 
have been agreed and by paying suppliers and subcontractors on 
agreed terms the group aims to
  maintain and grow market share through customer satisfaction
  achieve cost efficiencies through effective supply chain 
management
  source and supply goods and services that are reliable safe to 
use for their intended purpose and meet industry standards
relationships with suppliers
each division is responsible for negotiating the terms and conditions 
of trade with suppliers in the uk and north america a large 
proportion of product sourcing is conducted through the combined 
activity of the group’s chinese operating unit
through its chinese sourcing operations the group conducts 
annual quality assessments of its asian supplier chain the quality 
assessments are conducted by suitably qualified employees and 
involves the scoring of strategic suppliers’ procedures and 
efficiencies in respect of procurement manufacturing and quality 
control
quality management standards
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
iso 9001 certification will ensure that operations maintain and 
adopt efficient quality management systems that save time 
and cost improve efficiency and ultimately improve customer 
relationships
currently operating units comprising 92 per cent of the group’s 
turnover have iso 9001 accreditation
two of amesbury’s sioux falls companies 
were recently recognised as a sharp 
work site 
sharp which stands for safety and health 
achievement recognition program is an osha 
cooperative program that recognises small business 
employers who operate an exemplary injury and illness 
prevention program 
amesbury partnered with osha consultants out of 
south dakota state university “sdsu” to achieve this 
goal as a partner with amesbury sdsu does 
inspections of the floor and record keeping upon 
receiving sharp recognition osha exempts the work 
site from osha programmed inspections during the 
period of the sharp inspection 
as at december 2013 there were only three certified 
companies in south dakota of which two were 
amesbury’s sioux falls facilities 
amesbury stays 
sharp tyman plc 
annual report and accounts 2013
34
board of directors
jamie pike
nonexecutive chairman and chairman 
of the nominations committee
louis eperjesi
chief executive officer 
james brotherton
chief financial officer
les tench
nonexecutive director and chairman of 
the remuneration committee 
martin towers
nonexecutive director the senior 
independent director and chairman 
of the audit committee
dr angelika westerwelle
nonexecutive director
date of appointment
jamie pike aged 58 became a non
executive director and nonexecutive 
chairman in november 2009
date of appointment
louis eperjesi aged 51 was appointed to 
the board in february 2010 
date of appointment
james brotherton aged 44 was appointed 
as chief financial officer in may 2010
date of appointment
les tench aged 68 became a non
executive director and the chairman of the 
remuneration committee in december 
2009
date of appointment
martin towers aged 61 became a 
nonexecutive director the senior 
independent director and the chairman of 
the audit committee in december 2009
date of appointment
dr angelika westerwelle aged 51 a 
german national became a nonexecutive 
director in november 2012
background and experience
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 and the lafarge 
tarmac joint venture
background and experience
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
background and experience
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
background and experience
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
background and experience
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 textile 
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
background and experience
she is the managing director of karlie group 
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 non
executive 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 technology
committee membership
remuneration committee
nominations committee
committee membership
none
committee membership
none
committee membership
audit committee
remuneration committee
nominations committee
committee membership
audit committee
remuneration committee
nominations committee
committee membership
audit committee
remuneration committee
nominations committee tyman plc 
annual report and accounts 2013
35
jamie pike
nonexecutive chairman and chairman 
of the nominations committee
louis eperjesi
chief executive officer 
james brotherton
chief financial officer
les tench
nonexecutive director and chairman of 
the remuneration committee 
martin towers
nonexecutive director the senior 
independent director and chairman 
of the audit committee
dr angelika westerwelle
nonexecutive director
date of appointment
jamie pike aged 58 became a non
executive director and nonexecutive 
chairman in november 2009
date of appointment
louis eperjesi aged 51 was appointed to 
the board in february 2010 
date of appointment
james brotherton aged 44 was appointed 
as chief financial officer in may 2010
date of appointment
les tench aged 68 became a non
executive director and the chairman of the 
remuneration committee in december 
2009
date of appointment
martin towers aged 61 became a 
nonexecutive director the senior 
independent director and the chairman of 
the audit committee in december 2009
date of appointment
dr angelika westerwelle aged 51 a 
german national became a nonexecutive 
director in november 2012
background and experience
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 and the lafarge 
tarmac joint venture
background and experience
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
background and experience
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
background and experience
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
background and experience
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 textile 
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
background and experience
she is the managing director of karlie group 
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 non
executive 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 technology
committee membership
remuneration committee
nominations committee
committee membership
none
committee membership
none
committee membership
audit committee
remuneration committee
nominations committee
committee membership
audit committee
remuneration committee
nominations committee
committee membership
audit committee
remuneration committee
nominations committee
strategic report
directors’ report
financial statements tyman plc 
annual report and accounts 2013
36
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
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
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 bio
discovery 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
jeff graby
president and chief executive 
officer – amesbury
jeff graby was appointed president and 
chief executive officer of the amesbury 
group in january 2014 following the 
acquisition and integration of truth 
hardware with amesbury he was appointed 
president and chief executive officer of 
truth hardware in april 2012 mr graby has 
an extensive and successful background 
managing global manufacturing companies 
and has held various senior positions in his 
career before joining truth hardware mr 
graby was president of fes systems a 
company owned by gea group ag and 
presidentcoo of ram industries llc a 
company owned by schneider electric mr 
graby has a bachelor of science in 
mechanical engineering
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
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
t yman management committee
the tyman management committee consists of the executive 
directors of the company together with the following senior 
management tyman plc 
annual report and accounts 2013
37
strategic report
directors’ report
financial statements
review of the business 
the review of the business along with the key performance 
indicators used to monitor performance are set out on pages 10 to 
26 which are incorporated into this report by reference
principal activities 
the principal activities of the group are unchanged from last year 
the group is a leading international supplier of building products to 
the door and window industry the company is a holding company
business review 
a description of the group’s strategy and business model is given on 
pages 7 to 9 a review of the group’s development and 
performance including financial performance and the key financial 
performance indicators during the year ended 31 december 2013 
its position at that date and the outlook for the group can be found 
on pages 10 to 26 a description of the principal risks and 
uncertainties facing the group can be found on pages 28 and 29 
information concerning environmental matters employees social 
community and human rights issues are included in the corporate 
social responsibility report on pages 30 to 33 details of the key 
financial and nonfinancial performance indicators are set out on 
pages 12 to 15 the information that fulfils the requirements of the 
business review referred to above is to be treated as part of this 
report 
results and dividends 
the total group profit for the year after taxation amounted to 
£956000 2012 £15241000 restated 
the 2012 final dividend of 350 pence per ordinary share which 
amounted to £4511000 and the 2013 interim dividend of 
150 pence per ordinary share which amounted to £2528000 were 
paid in the financial year ended 31 december 2013 the board is 
recommending a final dividend of 450 pence per ordinary share 
2012 350 pence to be paid on 21 may 2014 subject to approval  
at the forthcoming annual general meeting “agm” of the 
company on 16 may 2014 to shareholders on the register on 22 
april 2014 the exdividend date will be 16 april 2014 this brings the 
total dividends for 2013 to 600 pence per ordinary share 
2012 450 pence
directors
the names and biographical details of all the current directors are 
set out on pages 34 and 35 there were no changes to the board up 
to the date of this report and all the 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 40 to 44 details of the directors’ 
remuneration notice periods under their service contracts or terms 
of appointment and their interests in the share capital of the 
company are shown in the remuneration report on pages 48 to 65 
the service contracts for executive directors and terms of 
appointment for nonexecutive directors are available for 
inspection at the company’s registered office and at the agm
reelection of directors 
the company’s articles of association “articles” require that any 
director who has been appointed by the board since the last agm 
must retire from office but is eligible to submit themself for election 
by the shareholders the articles require that all directors are 
subject to reelection at intervals of no more than three years 
however in accordance with best practice under the uk corporate 
governance code each director will stand for reelection at each 
annual general meeting accordingly mr pike mr eperjesi mr 
brotherton mr tench dr westerwelle and mr towers will offer 
themselves for reelection at the 2014 annual general meeting 
share capital
on 23 may 2013 the group completed the fully underwritten firm 
placing and open offer of ordinary shares as part of the funding for 
the acquisition of truth hardware “truth” gross proceeds of £734 
million were raised through the sale of 6864000 treasury shares 
and the issue of 32816904 new ordinary shares at the issue price 
of 185 pence per share share issue costs of £24 million were 
incurred and netted against share premium 
on 8 july 2013 the company’s shares were admitted to the 
premium segment of the official list and to trading on the main 
market of the london stock exchange trading in the company’s 
ordinary shares on aim was cancelled simultaneously
the company had 170104385 ordinary shares of 5 pence each in 
issue at 31 december 2013 full details of the company’s issued 
share capital including the rights obligations and restrictions 
attaching to the shares are set out in note 22 to the financial 
statements
financing
the group finances its operations through a mixture of retained 
profits equity and borrowings the group does not trade in financial 
instruments
on 1 july 2013 the group drew down us100 million under a new 
multicurrency loan facility for the purposes of funding the truth 
acquisition the facility extends to and is repayable in full on 30 
june 2015 and is unsecured full details of the group’s borrowing 
facilities are set out in note 17 to the financial statements
the main risks arising from the group’s borrowings are market risk 
interest rate risk liquidity risk foreign currency risk and credit risk 
the board reviews and agrees policies for managing each of these 
risks and the policies which have been applied throughout the year 
are set out in note 25 to the financial statements
acquisition
on 3 july 2013 the group completed the acquisition of truth for a 
net cash consideration of us2047 million from melrose industries 
plc truth is a manufacturer of operating hardware for residential 
and light commercial windows and doors in north america and 
comprises the usbased truth corporation located in owatonna 
minnesota where the business is headquartered and the 
canadianbased atlas located in brampton ontario full details of 
the truth acquisition are set out in note 24 to the financial 
statements
the acquisition was funded from a combination of the net proceeds 
of the firm placing and placing and open offer of ordinary shares 
new borrowings and the group’s existing cash reserves
directors’ report tyman plc 
annual report and accounts 2013
38
purchase of the company’s own shares 
a resolution concerning the purchase of the company’s own shares 
was approved at the agm on 24 june 2013 the directors believe 
that the company should continue to have an authority to purchase 
shares of the company they will therefore propose a special 
resolution in accordance with best practice at the forthcoming 
agm to obtain authority to make market purchases up to the date 
of the agm in 2015 the authority will be limited to 1499 per cent 
of voting shares in issue that is excluding shares held in treasury 
allotment of shares 
the companies act 2006 “the act” provides that the directors 
may not allot ordinary shares unless authorised to do so by the 
company in general meeting or by its articles at the forthcoming 
agm the directors will seek renewal for a further period expiring at 
the earlier of the close of the next annual general meeting or 16 
august 2015 of the authority previously granted to the directors at 
last year’s annual general meeting held on 24 june 2013 
the act gives holders of ordinary shares with limited but important 
exceptions certain rights of preemption on the issue for cash of 
new equity securities the directors believe that it is in the best 
interests of the company that as in previous years the board 
should have limited authority to allot some shares for cash without 
first having to offer such shares to existing shareholders the 
directors’ current authority expires at the close of the forthcoming 
agm and accordingly will seek to renew this authority on similar 
terms for a further period expiring at the earlier of the close of the 
next annual general meeting or 16 august 2015
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 
fc asset management uk 18985155 1120
standard life investments 18400985 1085
aviva investors 15844608 935
blackrock investment management 10213784 603
threadneedle investments 8703828 513
gvo investment management 7388383 436
gmo 6575837 388
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 78 
days 2012 66 days the company as a holding company did not 
have any amounts owing to trade creditors at 31 december 2013 
2012 £nil
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 25 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 30 to 33 
greenhouse gas “ghg” emissions
details of the group’s ghg emissions for 2013 are set out in the 
corporate social responsibility report on pages 30 to 33
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 age 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 
a full description of the group’s policies with respect to ethics 
communication training and development in respect of the group’s 
employees is given in the corporate social responsibility report on 
pages 30 to 33
corporate governance statement 
the corporate governance statement on compliance with the uk 
corporate governance code “the code” and information on how 
the company has applied the main principles of the code in 
accordance with the listing rules and section 72 of the disclosure 
and transparency rules of the financial conduct authority and 
other corporate governance matters can be found in the corporate 
governance report on pages 40 to 44 the audit committee report 
on pages 45 to 47 and the remuneration committee report on 
pages 48 to 65 which are to be treated as part of this report 
directors’ report continued tyman plc 
annual report and accounts 2013
39
strategic report
directors’ report
financial statements
going concern 
the group’s current activities and the factors likely to affect its 
future development and performance are discussed in the business 
review on pages 10 to 26 and the principal risks are set out on pages 
28 and 29 the financial position of the group its cash flows 
liquidity position and borrowing facilities are described in the 
financial review on pages 22 to 26 in addition note 25 to the 
financial statements sets out the group’s objectives and policies for 
managing its capital its financial risk details of its financial 
instruments and hedging activities and its exposures to credit and 
liquidity risk
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 43 
auditors and disclosure of information to auditors
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
the auditors pricewaterhousecoopers llp “pwc” have indicated 
their willingness to continue in office and a resolution that they be 
reappointed will be proposed at the annual general meeting
financial reporting
the annual report and accounts and the interim report are 
intended to provide a balanced and clear assessment of the group’s 
past performance present position and future prospects a 
statement by the directors on their responsibility for preparing the 
financial statements is given on page 43 and a statement by the 
auditors on their responsibilities is given on page 69
annual general meeting
the notice of the company’s agm to be held on 16 may 2014 and 
related explanatory notes accompany this annual report and 
accounts as mentioned above all the directors are submitting 
themselves for reelection the other business to be considered at 
the agm is to renew the directors’ authority to allot shares to 
disapply preemption rights in certain limited circumstances and to 
purchase its own shares and other routine matters
further information on these resolutions is given in the explanatory 
notes to the notice of agm
by order of the board
kevin o’connell
company secretary
11 march 2014
company registration number 02806007 tyman plc 
annual report and accounts 2013
40
in accordance with the financial conduct authority uk listing rules a statement describing how the company has applied the main 
principles contained in the september 2012 uk corporate governance code the “code” issued by the financial reporting council “frc” 
available at wwwfrcorguk and the statements required by sections 71 and 72 of the disclosure and transparency rules are set out in 
this report together with the directors’ report business review corporate social responsibility report and the remuneration report
statement of compliance
the company has applied the main principles of the code and complied with its detailed provisions throughout the period under review 
we detail below how in practice the company has applied these principles and complied with the detailed provisions
the board 
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 the following
  responsibility for the overall management of the group including monitoring the group’s operating and financial performance
  approval of the group’s longterm objectives commercial strategy and annual budgets
  making changes to the group’s capital legal and corporate structure
  approval of the halfyearly report interim management statements the preliminary results announcement of the final results and the 
annual report and accounts
  approval of the dividend policy and declaration of any interim and final dividends
  approval of accounting and treasury policies the group’s internal control systems and risk management strategy
  approval of significant acquisitions and disposals and material capital investments
  approval of significant borrowing facilities and other material contracts and transactions
  approval of resolutions to be put forward for shareholder approval at a general meeting and all communications with shareholders and 
the market
  managing membership and approving adequate succession planning for the board
  responsibility for the group corporate governance determining the remuneration policy of the group and determining directors’ 
remuneration
  approval of the group’s health and safety and sustainability and environmental policies
matters not specifically reserved for the board and the daytoday management of the group are delegated to the executive directors 
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 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 pages 34 and 35 all the current directors served throughout the year ended 31 december 2013 and there were no 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 the board considers all the nonexecutive directors to be independent 
the nominations committee is responsible for reviewing the structure size and composition of the board including skills knowledge 
experience independence and diversity and making recommendations to the board with regard to any changes the board actively 
encourages diversity and equal opportunities throughout its business and applies the same principles to board appointments diversity in 
all areas be it gender race skills or background are a key part of strong and effective achievement there is currently one female director 
on the board and the nominations committee will consider boardroom diversity in future succession planning and will establish a formal 
policy for this in the coming year
corporate governance tyman plc 
annual report and accounts 2013
41
strategic report
directors’ report
financial statements
board meetings 
during the year ended 31 december 2013 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 10 10 na na na na na na
louis eperjesi 10 10 na na na na na na
jamie pike 10 10 4 4 na na – –
les tench 10 10 4 4 3 3 – –
martin towers 10 10 4 4 3 3 – –
angelika westerwelle 10 9 4 4 3 3 – –
during 2013 the board visited three of the group’s operating units namely fab  fix in coventry in the uk schlegel in hamburg germany 
and truth in minnesota in the us in addition the board attended the group wide management conference held during 2013
the main areas of business dealt with by the board during the year other than routine matters included
  approving the fully underwritten firm placing and open offer of ordinary shares to raise gross proceeds of £734 million as part of the 
funding for the acquisition of truth 
  approving a us100m multicurrency loan facility to partly fund the truth acquisition
  approving the acquisition of truth from melrose plc
  approving the admission of the company’s shares to the premium segment of the official list and to trading on the main market of the 
london stock exchange 
  monitoring the integration of truth with amesbury in the us
  monitoring the risks faced by the group including the macroeconomic environment in the us uk and the eurozone and movements in 
commodity raw material input prices
  continued development of the group’s strategy and objectives including exploring opportunities for further organic and acquisitive 
growth
  received and reviewed presentations from management on us structural reorganisation patent and intellectual property management 
process attractiveness of global markets schlegel international product strategy and the group’s ma strategy
chairman and chief executive officer
the roles of the chairman and the chief executive officer are clearly defined and approved by the board the chairman is responsible for 
the leadership and effective running of the board and its decisionmaking processes for setting the highest standards of corporate 
governance for setting its agenda and the style and tone of board discussions the chairman’s role includes
  leading the board in determining the strategy and the overall objectives of the group while ensuring that the board determines the 
nature and extent of the significant risks associated with implementing this strategy
  creating the conditions to maximise overall board and individual director effectiveness
  ensuring effective communication with shareholders and safeguarding their interests
  ensuring that directors keep their skills knowledge and familiarity with the group up to date while ensuring they receive accurate timely 
and clear information and
  regularly considering succession planning and the composition of the board 
the chief executive officer is responsible for the daytoday management of the group provides leadership for the executive team and  
develops and implements the group’s strategic objectives he is assisted by the tyman management committee the chief executive does 
not have any external directorships
the chief financial officer
the chief financial officer is responsible for the financial reporting and management of the group in addition to the finance audit tax 
and treasury functions he is also jointly responsible with the chief executive officer for the group’s ma strategy and investor relations 
the chief financial officer does not have any external directorships
the senior independent director
mr towers was the senior independent director throughout the year under review and up to the date of this report the senior 
independent director is available to enable shareholders to voice any concerns which may not be appropriate for discussion through the 
normal channels of chairman chief executive officer or chief financial officer the senior independent director also leads the chairman’s 
appraisal serves as an intermediary for the other directors with the chairman as necessary and acts as a sounding board for the chairman 
as required tyman plc 
annual report and accounts 2013
42
nonexecutive directors
independent nonexecutive directors comprised 60 per cent of the 
board excluding the chairman the board believes that the 
nonexecutive directors possess strong independent character and 
judgement and bring a wide range of business experience in some 
areas related to and in other areas complementary to the activities 
of the group the board considered that all the nonexecutive 
directors met the criteria for independence set out in provision b11 
of the code and there were no other relationships or circumstances 
including other common directorships among the directors which 
were likely to affect or could appear to affect the directors’ 
judgement
directors’ insurance cover
the company maintains at its expense a directors’ and officers’ 
liability insurance policy to afford an indemnity in certain 
circumstances for the benefit of group personnel including as 
recommended by the code the directors this insurance policy 
does not provide cover where the director or officer has acted 
fraudulently or dishonestly
board performance 
following the admission of the company’s shares to the official list 
and to trading on the main market of the london stock exchange 
the board reviewed and revised its board performance appraisal 
process a review of the board’s performance and that of the 
individual directors commenced in january 2014 with the help of 
an external facilitator independent audit limited a firm of 
specialist board governance consultants independent audit 
limited do not have any other connection with the company
the review is based on a combination of questionnaires and 
interviews independent audit’s thinking board questionnaire 
platform was initially used to gauge the views of the directors and 
certain key executives and to provide a benchmark for next year’s 
review interviews were subsequently held to follow up this exercise 
independent audit also observed a board meeting and considered 
the quality of board papers
the review covered key areas of board performance including
  the board’s role
  composition skills and dynamics
  the focus of the board’s work
  meetings
  information and decisionmaking and
  internal and external communications
the board review was undertaken during february and march 2014 
and independent audit limited will report back their findings at the 
may 2014 board meeting any recommendations made will be 
considered by the board and actions undertaken to improve the 
effectiveness of the board will be periodically reviewed thereafter
drawing on the board review and using individual director 
questionnaires the chairman will undertake a review of the 
performance of each of the directors the senior independent 
director will undertake a review of the performance of the 
chairman after taking into account the views of all the directors 
the results of these individual reviews and any improvements or 
personal objectives will be discussed with the relevant directors on a 
onetoone basis
the board intends to engage an external facilitator again in three 
years’ time reviews in the intervening years will be conducted 
internally with the focus being on progress against the thinking 
board assessment and the areas identified for improvement in this 
year’s review
relations with shareholders 
we maintain an active engagement with our key financial 
audiences including institutional shareholders and sell side analysts 
as well as potential shareholders during the year the executive 
directors had regular presentations to and meetings with 
institutional investors and analysts to discuss the company’s past 
performance and strategy the board is provided with brokers’ 
reports surveys on shareholders’ views and regular feedback from 
shareholder meetings the chairman and nonexecutive directors 
have the opportunity to attend meetings with major shareholders 
and expect to attend meetings at their request
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 
board committees 
the board has an audit committee a remuneration committee 
and a nominations committee each comprised of all three 
nonexecutive directors the chairman is also a member of the 
remuneration and nominations committees 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 are available for inspection on the group 
website
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 2013 and details of the remuneration policy and 
directors’ remuneration packages are set out in the directors’ 
remuneration report on pages 50 to 65 
audit committee 
the audit committee’s primary responsibilities are to monitor the 
integrity of the financial statements and any formal 
announcements relating to the company’s financial performance 
to review any changes in accounting principles and consider the 
appropriateness of accounting policies adopted by the company 
review the group’s internal and external audit activity and review 
and monitor the effectiveness of the risk management and internal 
control systems within the business the membership and work of 
the committee during the year ended 31 december 2013 is 
described in detail in the audit committee report on pages 45 to 47
corporate governance continued tyman plc 
annual report and accounts 2013
43
strategic report
directors’ report
financial statements
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 operates an effective group reporting and consolidation 
system during the year further enhancements and updates were 
made to the group reporting and consolidation system which have 
further strengthened the financial reporting and control process in 
the group 
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
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 22 to 26 the future plans for the group and the 
risks facing the group described on pages 10 and 11 and 28 and 
29 were also reviewed in addition notes 17 18 and 25 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 growth prospects in global 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
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 is responsible for the following
  review and make recommendations to the board on the 
structure size and composition of the board
  succession planning for directors and other senior managers
  evaluate the balance of skills knowledge and experience of the 
board
  prepare a description of the role and capabilities required for a 
particular appointment
  identify and nominate for the approval of the board candidates 
to fill board and senior management vacancies as and when 
they arise
  review the time required from nonexecutive directors and 
evaluate the membership and performance of the board and its 
committees and
  recommend the reappointment of nonexecutive directors and 
reelection of directors 
during the year as part of a board meeting the nominations 
committee discussed and reviewed board composition and 
succession planning and reviewed the plan to restructure the north 
american management organisation
directors’ responsibilities statement 
the directors are responsible for preparing the annual report the 
directors’ remuneration 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 “eu” and 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 of the group and the 
company and of the profit or loss of the 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 and
  state whether ifrss as adopted by the eu and applicable uk 
accounting standards have been followed subject to any 
material departures disclosed and explained in the group and 
parent company financial statements respectively tyman plc 
annual report and accounts 2013
44
corporate governance continued
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 the group and enable them 
to ensure that the financial statements and the directors’ 
remuneration report comply with the companies act 2006 and as 
regards the group financial statements article 4 of the ias 
regulation 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 company’s website wwwtymanplccom legislation in the 
united kingdom governing the preparation and dissemination of 
financial statements may differ from legislation in other 
jurisdictions
the directors consider that the annual report and accounts taken 
as a whole is fair balanced and understandable and provides the 
information necessary for shareholders to assess the company’s 
performance business model and strategy 
each of the directors whose names and functions are listed on 
pages 34 and 35 confirm that to the best of their knowledge 
  the financial statements which have been prepared in 
accordance with ifrss as adopted by the eu with respect to the 
group and uk gaap with respect to the company give a true 
and fair view of the assets liabilities financial position and profit 
of the group and company and 
  the strategic report and directors’ report contained in the 
annual report and accounts includes a fair review of the 
development and performance of the business and the position 
of the group together with a description of the principal risks 
and uncertainties that it faces
by order of the board 
kevin o’connell 
company secretary
11 march 2014 tyman plc 
annual report and accounts 2013
45
strategic report
directors’ report
financial statements
the audit committee is made up of the three nonexecutive 
directors and meets at least three times a year the executive 
directors the chairman and representatives of the external and 
internal auditors also attend upon invitation certain meetings of 
the committee the chairman of the committee meets separately 
with the external auditor the internal auditor and the group cfo 
and his team during the course of the year
the committee’s primary responsibilities are to monitor the 
integrity of the financial statements and any formal 
announcements relating to the company’s financial performance 
to review the company’s compliance with legal and regulatory 
requirements to review any changes in accounting principles and 
consider the appropriateness of accounting policies adopted by the 
company review the performance and independence of the 
group’s internal and external audit activity and review and monitor 
the effectiveness of the risk management and internal control 
systems within the business the board is satisfied that mr towers 
chairman of the audit committee has both current and relevant 
financial experience
the committee receives and reviews regular reports from the 
external auditor the internal auditor and the group cfo the 
committee is authorised to seek independent advice should it wish 
to do so however it did not require this in 2013
the audit committee also reviews any nonaudit services provided 
by the auditors in accordance with best practices and frc 
guidelines the company policy in relation to nonaudit services is 
kept under regular review it outlines which nonaudit services are 
preapproved which services require prior approval of the audit 
committee and which services the auditor is excluded from the 
prohibited nonaudit services include bookkeeping and accounting 
internal audit design or implementation of financial information 
systems payroll actuarial legal and recruitment services permitted 
nonaudit services requiring preauthorisation include due diligence 
tax planning advice on it projects and advice on corporate and 
reporting structures 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 fees for 
permitted nonaudit services can be preauthorised by the cfo for 
fees up to £100000 and by the cfo after consultation with the 
chair of the committee for fees up to £400000 where fees for 
permitted nonaudit services exceed £400000 or where the 
aggregate of such fees in a financial year exceeds 100 per cent of 
estimated group audit fees for that financial year the committee 
will review and approve these nonaudit services
nonaudit fees and services are reported to the committee 
regularly during 2013 total nonaudit fees paid to pwc were 329 
per cent of the annual group audit fee principally reflecting the 
work done by pwc in connection with the acquisition of truth 
hardware where the use of the external auditors was necessary and 
specifically approved by the committee
the committee was chaired by mr towers and while the 
committee’s terms of reference state that meetings shall be held 
not less than four times a year the committee met three times 
during 2013 and considered this appropriate to enable it to 
complete its work in 2013 the composition of the committee 
remained unchanged during 2013 the work of the committee 
during the year included consideration of the following matters
1 monitoring the integrity of the financial statements 
including significant judgements
  the appropriateness of group accounting principles practices 
and policies and changes to and compliance with accounting 
standards on an ongoing basis 
  prior to recommending the publication to the board of the 
prospectus issued related to the acquisition of truth hardware 
the committee reviewed the financial and legal due diligence 
related to the acquisition and approved the contents of the 
prospectus
  prior to recommending their publication to the board the 
committee reviewed the halfyear results for the six months 
ended 30 june 2013 with the external auditor and compared the 
results with management accounts and budgets focusing on key 
areas of judgement 
  the review prior to advising the board on whether the 
committee believes the annual report and accounts for the year 
ended 31 december 2013 taken as a whole is fair balanced and 
understandable and provides the information necessary for 
shareholders to assess the company’s performance business 
model and strategy in undertaking this review the following 
critical accounting policies and judgements were discussed with 
management and the external auditor
acquisition accounting
on 3 july 2013 the group completed the acquisition of truth for a 
net cash consideration of us2047 million ifrs 3 requires assets 
and liabilities acquired to be recorded at fair value and to separately 
identify intangible assets from goodwill initially measuring each 
group of intangible assets at fair value groups of intangible assets 
include purchased brands and customer relationships there is 
judgement involved in estimating fair value particularly in relation 
to identifiable intangible assets which 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 given the size of the truth transaction the committee 
engaged bdo llp to assist in performing the fair value exercise over 
the opening balance sheet the auditor provided the committee 
with their review of the fair value exercise and following discussion 
the committee was satisfied that the assumptions used were 
appropriate and that the resultant fair values were reasonable 
details of how this acquisition has been accounted for are set out in 
note 24 to the group financial statements
carrying value of goodwill and intangibles
as set out in notes 10 and 11 to the group financial statements as 
at 31 december 2013 the group had goodwill of £2448 million 
with intangible assets amounting in total to £1096 million in order 
to satisfy itself that these balances were appropriately stated the 
committee considered the impairment reviews carried out by 
management these reviews involve the discounting of the 
forecasted cash flows of each cash generating unit using 
appropriate discount rates relative to the company’s cost of capital 
these assumptions are then subjected to sensitivity analysis the 
auditor provided the committee with their review of the impairment 
review process and following discussion the committee was 
satisfied that the assumptions used were appropriate and that there 
was significant headroom on all calculations thus obviating the 
need for any impairment
audit committee report tyman plc 
annual report and accounts 2013
46
audit committee report continued
provisions
the group has provisions of £97 million as at 31 december 2013 as 
outlined in note 19 to the group financial statements which by their 
nature are uncertain and highly judgmental in nature the 
committee considered the nature of the provisions the potential 
outcomes any developments relating to specific claims and the 
prior history of lease obligations provisions and claims in order to 
assess whether the provisions recorded are appropriate and suitably 
conservative the committee discussed with management and with 
the auditor the key elements of judgement to assure themselves as 
to the adequacy and appropriateness of the provisions following 
this discussion the committee was satisfied that the judgements 
exercised were appropriate
carrying value of inventory
as set out in note 13 to the group financial statements as at 31 
december 2013 the group had gross inventories of £470 million 
and provisions for slow moving and obsolete inventories of £63 
million inventories are stated at the lower of cost and net realisable 
value with due allowance for excess obsolete or slowmoving items 
group management exercises judgement in assessing net realisable 
value and provisions for slowmoving and obsolete inventory which 
is based on current assessments of future demand market 
conditions and new product development initiatives the auditor 
provided the committee with their review of inventories and 
following discussion the committee was satisfied that the inventory 
valuation was consistent with our accounting policy and previous 
practice and that the resultant valuation was reasonable
carrying value of trade receivables
as set out in note 14 to the group financial statements as at 
31 december 2013 the group had gross trade receivables of 
£320 million and provisions for bad debts of £21 million 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 write
down is determined as the difference between the carrying amount 
and present value of estimated future cash flows group 
management exercises judgement in assessing the amount of any 
writedowns required which is based on current assessments of the 
creditworthiness of current customers the auditor provided the 
committee with their review of trade receivables and following 
discussion the committee was satisfied that the book value of 
trade receivables was consistent with our accounting policy and 
previous practice and that the resultant valuation was reasonable
following discussions with the auditor and the deliberations set out 
above we were satisfied that the financial statements dealt 
appropriately with each of the areas of significant judgement the 
auditor also reported to the committee on any misstatements that 
they had found in the course of their work and confirmed that no 
material amounts remained unadjusted
in accordance with the code we also reviewed the annual report 
and were able to confirm to the board that in our view the annual 
report and accounts taken as a whole was fair balanced and 
understandable and provided the information necessary for 
shareholders to assess the group’s performance business model 
and strategy
2 review the group’s internal and external audit activity
pwc were appointed for the first time as the group’s auditors in 
2012 following a competitive tender process the 2013 year end 
audit is the second full audit that pwc have conducted the 
committee is satisfied with pwc’s performance independence and 
effectiveness and their fees are regularly compared with peer 
companies by the committee accordingly the committee has 
recommended to the board that pwc should be reappointed as the 
group’s auditors at the agm there are no contractual restrictions 
on the group with regard to pwc’s appointment
the effectiveness of the external audit process is dependent on 
appropriate audit risk identification at the start of the audit cycle 
the committee reviews a detailed audit plan from pwc llp 
identifying their assessment of these key risks for the 2013 
financial year the primary risks identified were in relation to 
acquisition accounting the carrying value of goodwill and 
intangibles the committee reviews the work performed by the 
auditors to test management’s assumptions and estimates around 
these areas and assesses the effectiveness of the audit process in 
addressing these matters when reviewing the audit plan prepared 
by pwc for the 2013 financial year the committee was satisfied 
that there had been appropriate focus and challenge on the 
primary areas of audit risk and assessed the quality of the audit 
process to be good 
the chairman of the committee also meets with the external lead 
audit partner outside the formal committee process during the year 
to provide additional opportunity for open dialogue and feedback 
from the auditor without management being present matters 
typically discussed include the auditor’s assessment of business risks 
and management activity thereon the transparency and openness 
of interactions with management confirmation that there has been 
no restriction in scope placed on them by management 
independence of their audit and how they have exercised 
professional scepticism
pwc as auditor report to the committee on their compliance with 
the fundamental principles of objectivity integrity and professional 
behaviour including independence pwc use a global independence 
system which provides real time identification of independence 
issues they have confirmed to the committee that they have not 
identified any threats to independence that would impact on their 
ability to perform their audit work the committee reviews the 
policy on auditor independence and nonaudit services and the 
consideration of the nature scope and appropriateness of non
audit services supplied by the external auditor tyman plc 
annual report and accounts 2013
47
strategic report
directors’ report
financial statements
during 2013 the committee considered it appropriate to augment 
internal resources with external resources to establish an internal 
audit programme a specialist team from bdo provided internal 
audit services to the group to complete an internal audit 
programme visiting 10 operating units in the group the 
committee have reviewed reports from bdo detailing their audit 
findings together with divisional management responses and action 
plans progress completing these action plans will be reviewed 
regularly by the committee future internal audit programmes will 
be reviewed and approved by the committee and will be structured 
to ensure 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 
3 review the effectiveness of the risk management and 
internal control systems in the group
the board as a whole is responsible for the group’s system of 
internal control however the committee assists the board in 
meeting its obligations in this regard the committee’s review of 
risk is driven primarily by the group’s assessment of its principal risks 
and uncertainties as set out on pages 28 and 29 the tyman risk 
committee assesses the group’s significant business risks identified 
at both operating entity and group levels and how these are 
managed the chief executive officer in turn reports back to the 
audit committee who discuss and review the work of the tyman 
risk committee the tyman risk committee whose members 
comprise the tyman management committee discuss and review 
the various risk registers compiled by each reporting segment within 
the group
in order to ensure that the committee fulfils its role relating to the 
adequacy and effectiveness of the group’s internal control system 
the committee receives reports from the internal auditors a major 
element of the current internal audit programme is the assessment 
of the group’s internal control system throughout the group the 
recommendations for improving internal controls are reviewed and 
the followon action plans to implement improvements are 
monitored on an ongoing basis by the committee
committee effectiveness
the effectiveness of the committee is reviewed on an annual basis 
by both the board and the committee itself and the committee is 
considered to continue to operate effectively and efficiently
on behalf of the audit committee 
martin towers
chairman audit committee
11 march 2014  tyman plc 
annual report and accounts 2013
48
remuneration report letter
dear shareholder
it is my pleasure to present the directors’ remuneration report for 
the year ended 31 december 2013
background to the group’s remuneration policy
our remuneration policy seeks to achieve a balance between the 
interests of our employees and those of our shareholders the 
group operates a simple remuneration structure for executive 
directors comprising base salary and benefits a bonus plan 
incorporating deferral of half of any bonus award for three years 
and a single longterm incentive plan which provide a clear link 
between pay and our key strategic priorities 
in addition our executive directors are also required to hold tyman 
shares to the value of at least one year’s salary and a significant 
proportion of their remuneration is paid to them in the form of 
tyman shares though our executive share plans
our senior management teams around the world have 
remuneration structures derived from those of the executive 
directors to ensure a clear line of sight between local performance 
and group objectives
activities of the remuneration committee
the main activities of the committee since the last report were as 
follows
  assessed performance of executive directors and determined 
annual bonuses for 2013
  established the executive directors’ bonus arrangements and set 
bonus targets for 2014
  consulted with shareholders and shareholder bodies on the 
structure and targets for 2013 ltip awards and made the awards 
to directors and key senior management 
  consulted with shareholders and shareholder bodies on 
amendments to historic ltip awards following the acquisition of 
truth and the associated placing and open offer
  reviewed and revised the directors’ service contracts to reflect 
best practice for a main list company
  reviewed remuneration benchmarking and set 2014 base 
salaries and benefit packages for executive directors
  codified the treatment of share awards for senior managers who 
leave the group and who are viewed as good leavers 
  considered remuneration market trends and corporate 
governance developments and
  reviewed the revised remuneration reporting regulations and 
prepared the directors’ remuneration report
in addition the committee participated in the march 2013 frc 
reporting lab on the reporting of pay and performance – the only 
aim company to participate
remuneration for 2013
details of the remuneration decisions for 2013 are set out in the 
directors’ annual remuneration report 
as highlighted in the chairman’s letter tyman demonstrated solid 
financial performance in 2013 with good growth in the us and the 
uk and our key strategic initiatives progressing well group pbta 
performance during the year was robust with achievement of £179 
million for 2013 this was ahead of the target range resulting in 
851 per cent of the bonus relating to pbta becoming payable
the group’s cash collection in the period was very strong and was 
significantly ahead of the group’s expectations at the time of the 
announcement of the truth transaction accordingly 100 per cent 
of the bonus relating to cash flow became payable overall this 
resulted in the executive directors receiving a bonus equal to 896 
per cent of 2013 salary for the year of which 50 per cent will be 
deferred until march 2017 under the rules of the deferred share 
bonus plan 
the announcement of the group’s results for the year ended 
31 december 2013 was the trigger event for the vesting of the 
2010 and 2011 ltip awards cumulative eps over the period for 
both the 2010 and the 2011 awards was 3415 pence against 
targets of 3240 pence and 3420 pence respectively therefore 
100 per cent of the 2010 awards and 9944 per cent of the 2011 
awards will vest
key remuneration decisions for 2014
the committee consulted major shareholders holding c50 per cent 
of share capital on proposed increases to executive director base 
salaries and the cfo’s cash allowance in lieu of pension some 
common themes emerged from these discussions there was 
widespread acknowledgement that the company had made 
considerable progress under the leadership of the current executive 
directors that the company had grown significantly in size and 
complexity since their appointment in early 2010 and that as there 
had been no substantive adjustment to executive director pay to 
date a substantial gap had developed between tyman base pay 
and market median levels 
following consultation with major shareholders the committee has 
decided to phasein salary increases to closer to median over two 
years subject to an annual review of each executive’s performance 
and company performance in line with these discussions the 
committee set the ceo’s base salary at £334000 per annum c25 
per cent increase and the cfo’s base salary at £226000 per 
annum c 11 per cent increase from 1 january 2014 the 
committee also increased the pension allowance for the cfo from 
c 5 per cent of salary to 15 per cent of salary the ceo’s cash 
allowance remains 20 per cent of salary 
the second phase will be considered at the next salary review date 
which is in january 2015 and will take into account both individual 
and company performance this will include an assessment of the 
successful integration of and delivery of the anticipated benefits 
from the truth acquisition which completed in 2013
to further strengthen alignment with shareholders the committee 
intends to extend the time horizon of future ltip awards to 
executive directors through the introduction of a twoyear holding 
period on vested ltip shares net of tax tyman plc 
annual report and accounts 2013
49
strategic report
directors’ report
financial statements
remuneration disclosure
this report complies with the requirements of the large and 
mediumsized companies and groups regulations 2008 as 
amended in 2013 the provisions of the uk corporate governance 
code september 2012 and the listing rules
the report contains two sections
1 the directors’ remuneration policy report pages 50 to 56
 this section contains details of the remuneration policy that we 
propose will apply from the 2014 agm subject to obtaining 
shareholder approval at the agm
2 the directors’ annual remuneration report
 this section sets out details of how our remuneration policy was 
implemented for the year ended 31 december 2013 and how we 
intend for the policy to apply for the year ended 31 december 
2014
at the agm in may 2014 the directors’ remuneration policy report 
will be put to a binding shareholder vote and the directors’ annual 
remuneration report will be put to an advisory shareholder vote
it is my hope that you find this a clear and comprehensive report 
and i look forward to hearing the views of our investors on the 
information presented here over the coming months 
les tench
chairman remuneration committee tyman plc 
annual report and accounts 2013
50
remuneration policy report
introduction
the group’s policy is to provide remuneration that reflects the contribution of senior executives to the business the performance of the 
group the size and complexity of the group’s operations and the need to attract retain and incentivise executives of the highest quality 
the committee seeks to provide remuneration packages which are straightforward and easily comprehensible and which align the 
interests of the directors with those of the shareholders the general principles underpinning the group’s remuneration policy are that the 
policy should support and incentivise the delivery of the group’s strategy while providing an appropriate balance between fixed and 
variable rewards
the key components of the remuneration policy and associated arrangements for board members are shown below this policy statement 
will be submitted for approval by shareholders at the annual general meeting scheduled to be held on 16 may 2014 if approved the 
policy will take effect from the conclusion of the 2014 agm and remain in effect until the 2017 annual general meeting or earlier if 
amended by the shareholders
remuneration at a glance
current salary ceo – £334000 and cfo – £226000
pension allowance maximum contribution of 20 per cent of base salary
benefits typically life assurance cover critical illness cover private medical and dental cover car allowance and 
professional tax and financial advice
annual bonus 100 per cent of base salary with 50 per cent in cash and 50 per cent in shares deferred for three years targets 
are usually 100 per cent financial but can have up to 20 per cent targeted on individual personal objectives
ltip normally nil cost options up to 100 per cent of base salary but exceptionally 150 per cent performance metrics 
based on cumulative underlying eps measured over a threeyear period with a discretionary underpin typically 
25 per cent vests for threshold performance zero per cent below threshold increasing pro rata to 100 per cent 
vesting for stretch performance from 2014 new ltip awards to be retained for two years after vesting thereby 
making a fiveyear holding period for an ltip award from date of grant to permitted disposal
executive directors’ remuneration policy
purpose and link to strategy operation and opportunity
base salary
to pay executive directors at a level commensurate 
with their contribution to the company and 
appropriately based on skill experience and 
performance achieved
the level of salary paid is considered appropriate for 
motivation and retention of the calibre of executive 
required to ensure the successful formation and 
delivery of the group’s strategy and management 
of its business in the international environment in 
which it operates
base salary is paid monthly in cash in the currency specified in the employment 
contract
the executive directors’ salaries are reviewed annually by the committee which 
takes into account 
  prevailing market and economic conditions
  scope of the role
  pay levels at companies of a similar size internationality and complexity and 
  company and individual performance
in normal circumstances annual increases in salary will be limited to the general 
annual salary increase received by group employees in the relevant director’s 
country of residence
the committee may consider it appropriate and necessary to award larger 
increases for example in circumstances where the nature or complexity of the 
group has increased materially or if an individual assumes significantly more 
responsibility if there were a material change in business size or complexity up or 
down then this would be reflected in the market comparability tyman plc 
annual report and accounts 2013
51
strategic report
directors’ report
financial statements
purpose and link to strategy operation and opportunity
benefits
to provide a range of market competitive benefits to 
encourage retention and which enable an executive 
director to perform his or her duties
executive directors are eligible for a range of benefits that may include
  life assurance cover
  critical illness cover
  private medical and dental cover for executive directors and their dependants
  car allowances
  professional tax and financial advice
additional benefits may also be provided in certain circumstances which may 
include relocation and associated expenses
other benefits may be offered if considered appropriate reasonable and necessary 
by the committee
pension
to provide a marketcompetitive benefit for 
retirement which rewards sustained contribution 
and encourages retention
eligible to participate in the relevant pension arrangements offered by the group or 
to receive a cash salary supplement in lieu of pension entitlement
the maximum opportunity either by way of a contribution to a group pension 
arrangement or payment of a cash salary supplement is 20 per cent of base salary
the committee may amend the form of any executive director’s pension 
arrangements in response to changes in legislation or similar developments 
provided that the amendment does not materially increase the cost to the 
company of the pension provision
annual bonus
to reward achievement of annual financial goals 
consistent with the strategic direction of the 
business
the maximum annual bonus opportunity for the executive directors is 100 per cent 
of salary
performance targets are set annually and relate to the achievement of financial 
and strategic objectives
in normal circumstances the committee would expect to set annual bonus targets 
100 per cent dependent on the achievement of defined financial performance 
targets however there may be circumstances where the committee feels it is 
appropriate and necessary to have not more than 20 per cent of maximum bonus 
weighted towards the achievement of individual personal objectives
annual financial performance targets to date have been focused on profit and cash 
metrics however the committee may elect to use different financial performance 
measures in future years
the committee retains the discretion to revise any formulaic bonus award 
downwards or upwards in the event that an exceptional negative or positive event 
occurs during the bonus year in question however in practice would not expect to 
revise any formulaic bonus upwards
any bonus payable to executive directors under the annual bonus scheme is paid 
50 per cent in cash and 50 per cent in shares deferred for three years under the 
deferred share bonus plan “dsbp” and is not pensionable tyman plc 
annual report and accounts 2013
52
purpose and link to strategy operation and opportunity
long term incentive plans
to align interests of senior executives and those of 
shareholders in developing the longterm growth 
of the business and execution and delivery of the 
group’s strategy 
to facilitate share ownership by executive directors 
and other senior management to provide further 
alignment with shareholders
executive directors are eligible to participate subject to selection by the 
committee in long term incentive plans approved by shareholders
awards made under long term incentive plans are not pensionable
the tyman long term incentive plan the “ltip”
the ltip was approved by shareholders on 30 november 2010 and has a 
maximum life of 10 years
awards are determined by the committee at its discretion with a maximum annual 
performance share award under the current plan of 100 per cent of salary or 
150 per cent of salary in exceptional circumstances such circumstances typically 
include recruitment or the retention of critical talent on a targeted basis
awards are subject to the company meeting defined financial targets over three 
financial years starting with the financial year in which the grant takes place
a percentage of the award typically 25 per cent vests for threshold performance 
0 per cent below threshold increasing pro rata to 100 per cent vesting for stretch 
performance
ltip vesting depends on the aggregate underlying eps of the group over the three 
year life of an award more recent ltip awards have incorporated a discretionary 
tsr underpin and the committee considered and has extended the number of 
performance parameters it considers when assessing the underpin these are set 
out in the annual report on remuneration
the committee reviews the ltip performance measures in advance of each ltip 
grant to ensure their ongoing appropriateness and consults with shareholders over 
both the measures and their associated targets
the committee retains the discretion to adjust the financial targets in the event of 
any material acquisitions disposals or other corporate events in order to maintain 
an equivalent level of difficulty
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 a maximum annual award of 200 per cent of 
salary if awards are a mix of performance shares and market value options then 
the aggregate fair value would be no higher than the fair value of an award of 
100 per cent of salary in performance shares awards under the ltip to date have 
been made in the form of nilcost options however the 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 usa in which the company competes for senior 
executive management
from 2014 awards made under the ltip will normally require executive directors 
to retain any awards that vest net of tax whether held as shares or options 
for a minimum of two further years from the date of vesting this will make the 
aggregate holding period for an ltip award five years from date of grant to 
permitted disposal
remuneration policy report continued tyman plc 
annual report and accounts 2013
53
strategic report
directors’ report
financial statements
purpose and link to strategy operation and opportunity
minimum shareholding requirement
to require executive directors to retain a minimum 
shareholding in the company to ensure alignment 
with shareholders’ interests as a whole
executive directors are expected to retain a minimum shareholding equivalent to 
100 per cent of basic salary 
executive directors are required to retain 50 per cent of shares vesting after any 
disposals necessary to pay associated tax charges under both the deferred share 
plan and the ltip until the minimum shareholding is reached
remuneration outcomes in different performance scenarios
the charts below set out an illustration of the remuneration policy for 2014 in line with the remuneration policy the charts provide an 
illustration of the proportion of total remuneration made up of each component of the remuneration policy and the value of each 
component
three scenarios have been illustrated for each executive director
below threshold 
performance
  fixed remuneration
  no annual bonus payout
  no vesting of ltip awards
at target 
performance
  fixed remuneration
  50 per cent annual bonus payout
  25 per cent of ltip awards vest
stretch performance  fixed remuneration
  100 per cent annual bonus payout
  100 per cent of ltip awards vest
the fixed pay element is based on the following elements
  base salary is the base salary effective for the year ended 31 december 2014 as set out on page 50
  benefits are the value of benefits paid in the year ended 31 december 2013 as set out on the table of directors’ remuneration on 
page 57
  cash contribution in lieu of pension and benefits effective for the year ended 31 december 2014 which is 20 per cent of base salary for 
the ceo and 15 per cent of base salary for the cfo
the scenarios below do not take into account share price appreciation or dividends
ceo  
stretch performance
at target performance
below threshold
performance
£’000
£1070000
£653000
£402000
0 200 400 600 800 1000 1200
38
62
100
25 13
31 31
 fixed 
 shortterm incentives annual bonus
 longterm incentives ltip tyman plc 
annual report and accounts 2013
54
0 100 200 300 400 500 600 700 800
cfo  
£’000
£712000
£430000
£260000
37
60
100
27 13
32 31
n fixed 
n shortterm incentives annual bonus
n longterm incentives ltip
stretch performance
at target performance
below threshold
performance
nonexecutive directors’ remuneration policy
purpose and link to strategy operation and opportunity
fees
attract and retain high calibre nonexecutive 
directors
fees are reviewed annually taking into account time commitment responsibilities 
and fees paid by companies of a similar size and complexity 
fee increases if applicable for nonexecutive directors will take effect from 1 july
additional fees may be paid to chairmen of board committees and to the senior 
independent director
aggregate annual fees to directors are limited to £500000 under the articles of 
association
no eligibility to receive bonuses retirement benefits or to participate in the group’s 
long term incentive plans or employee share plans
nonexecutive directors’ letters of appointment
the chairman and nonexecutive directors do not have service agreements but the terms of their appointment including the time 
commitment expected are recorded in letters of appointment
nonexecutive directors are employed for terms of three years’ duration terminable on a month’s notice by the company or the director 
all nonexecutive directors are required to undertake that they will submit themselves for reelection at each annual general meeting 
occurring during their term of office and no nonexecutive director will serve more than three terms of three years without prior 
shareholder approval
nonexecutive directors’ shareholding guidelines
nonexecutive directors do not have a minimum shareholding requirement however are expected to acquire and retain a shareholding in 
the group for the duration of their appointment
other policies
recruitment of nonexecutive directors
nonexecutive directors who are recruited to the board will be employed on a letter of appointment of three years’ duration terminable on 
a month’s notice by the company or the director
the remuneration for nonexecutive directors consists of annual fees for their services as members of the board and where relevant for 
their work on selected committees new nonexecutive directors recruited to the board will be paid the same rates and be subject to the 
same provisions concerning annual reelection and shareholdings as the then current nonexecutive directors 
remuneration policy report continued tyman plc 
annual report and accounts 2013
55
strategic report
directors’ report
financial statements
recruitment of executive directors
the committee’s general policy on recruitment remuneration is that new executive directors should be offered a contract on similar terms 
to the existing executive directors 
in exceptional and unforeseen circumstances it may prove necessary for the committee to exercise discretion and offer a variable pay 
opportunity excluding buyouts in the first year of employment to a new executive director that contains elements of variable 
remuneration which are in excess of the normal maxima stated in the policy table however the overall total variable pay opportunity on 
recruitment excluding buyouts would remain within the overall limit on variable pay of 250 per cent of base salary
for a new ceo or cfo their annual bonus framework and ltip awards will normally be no more than those available to the current ceo or 
cfo as applicable at the date of recruitment the committee may agree that the company will meet certain relocation and associated 
expenses of a new executive director subject to circumstances
in circumstances where individuals are promoted to the board from within the group the terms and conditions of their existing share 
grants or awards will not normally be amended however any new grants or awards would be subject to the same framework as the other 
executive directors
in certain circumstances and in order to secure the services of an outstanding candidate it may be necessary to make an award to a new 
executive director to “buyout” unvested performance plan share or cash awards forfeited on leaving their previous employment any such 
reimbursement would be subject to independent confirmation of the existence forfeiture on departure and probability of these historic 
awards vesting had the new executive director remained in post in doing so the committee will seek to do no more than match the fair 
value of the awards forfeited taking account of performance conditions attached to these awards the likelihood of those conditions being 
met and the proportion of the vesting period remaining 
any such reimbursement would be made in cash or in shares in tyman plc and may be subject to performance conditions attached to 
tyman 
no incentives were paid in connection with the recruitment of mr eperjesi or for the promotion of mr brotherton to their respective roles 
both of which occurred in 2010
exit payment policy for executive directors
the service agreements of the executive directors entitle them on termination of their contract by tyman to payment equal to salary and 
the value of benefits pension benefits including life cover health cover dental cover and car allowance but not annual bonus or grants 
under long term incentive plans until the earlier of 12 months from notice of termination or the director obtaining fulltime employment 
with an obligation on the part of the director to mitigate 
payments will normally be made monthly although the committee retains discretion to agree settlement terms which may include a 
bonus in respect of the period worked by the executive director up until the date of termination
executive directors who are categorised as “good leavers” by the committee will generally be eligible to receive historic awards under the 
ltip and dsbp the “executive share plans” as they vest in future years awards that vest under the ltip postemployment may be 
prorated to reflect the fact that the executive director was not employed for the entire period under measurement for ltip awards made 
after the 2014 agm the committee retains discretion to waive the extended holding period requirement for good leavers depending on 
circumstances
in the event that an executive director is dismissed for reasons constituting gross misconduct no unvested awards under executive share 
plans may vest and the committee retains no discretion in this regard 
policy on external appointments
executive directors are allowed to accept external appointments as a nonexecutive director of one other company subject to board 
approval provided that these are not with competing companies and are not likely to lead to conflicts of interest executive directors would 
normally be allowed to retain the fees paid from these appointments executive directors may not serve as the nonexecutive chairman of 
another quoted company
as at 11 march 2014 neither louis eperjesi nor james brotherton held any external directorships
other share plans
the executive directors may participate in any all employee share plans on the same basis as other employees in their country of 
residence tyman plc 
annual report and accounts 2013
56
consultation with employees
although the committee does not consult directly with employees on the directors’ remuneration policy the committee does consider the 
general basic salary increase remuneration arrangements and employment conditions for the broader employee population when 
determining remuneration policy for the executive directors
consultation with shareholders and shareholder bodies
the committee is committed to regular engagement with shareholders and shareholder bodies and enters into extensive consultations in 
advance of implementing any material changes to the executive directors’ remuneration as well as on the measures duration and targets 
for each of the annual grants under the ltip 
all committee members attend the annual general meeting and may also be contacted through the group’s registered office to answer 
any questions shareholders or shareholder bodies may have in relation to the group’s remuneration policy
dilution
the general principle that the group operates is that the vesting of share awards under executive and employee share plans should be 
satisfied either by the issue of shares out of treasury or subject to trustee consent through the issue of shares acquired on the market by 
the tyman employee benefit trust 
certain jurisdictions require that new shares are issued to employees to settle vesting under share arrangements where new shares are 
issued in these circumstances it is the group’s intention to match the new shares issued with an equal purchase of shares on the market 
either into treasury or into the tyman employee benefit trust
remuneration policy report continued tyman plc 
annual report and accounts 2013
57
strategic report
directors’ report
financial statements
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 2013 the 
committee was chaired by mr tench and met four times
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 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
the committee continues to receive advice from kepler associates an independent firm of remuneration consultants appointed by the 
committee after consultation with the board
during the year kepler advised the committee on developments in market practice corporate governance and institutional investor views 
and in the development of the company’s incentive arrangements total fees for advice provided to the committee during the year were 
£30510 kepler are members of the remuneration consultants group and as such voluntarily operate under the code of conduct which 
sets out guidelines to ensure that its advice is independent and free of undue influence
the committee also took advice from the group’s legal advisers pinsent masons llp as well as advice from a number of law firms around 
the world relating to local laws and regulations surrounding the granting vesting and exercise of awards made to senior divisional 
management total fees for legal advice provided to the committee during the year were £56316
the committee is satisfied that the advice they have received has been objective and independent
executive directors’ remuneration 2013
the key components of the remuneration of executive directors are set out below
single figure remuneration table audited
the table below sets out a single figure of remuneration for each director for 2013
salaryfees annual cash bonus
annual bonus settled 
with deferred shares
cash payments in lieu of 
pension and benefits noncash benefits ltip awards vested total remuneration
directors’ 
remuneration for 
the year ended 31 
december 2013
2013 
£’000
2012 
£’000
2013 
£’000
2012 
£’000
2013 
£’000
2012 
£’000
2013 
£’000
2012 
£’000
2013 
£’000
2012 
£’000
2013 
£’000
2012 
£’000
2013 
£’000
2012 
£’000
executive directors
james brotherton
1
203 199 91 68 91 68 10 10 1 – 825 – 1221 345
louis eperjesi
1
266 261 120 89 120 89 54 53 1 1 1100 – 1661 493
nonexecutive 
directors
jamie pike 100 100 – – – – – – – – – – 100 100
les tench
2
40 40 – – – – – – – – – – 40 40
martin towers
3
40 40 – – – – – – – – – – 40 40
angelika westerwelle 35 3 – – – – – – – – – – 35 3
total 684 643 211 157 211 157 64 63 2 1 1925 – 3097 1021
1 the 2013 single figure remuneration for the executive directors is above the maximum shown in the performance scenarios due to two ltip cycles the 2010 transitional ltip and the 
2011 ltip vesting on performance to 31 december 2013 and the impact of share price appreciation between grant and vesting
2 these fees include £5000 in respect of chairmanship of the remuneration committee
3 these fees include £5000 in respect of chairmanship of the audit committee
additional disclosures for single figure for total remuneration table
base salary
base salaries for the executive directors were increased by 20 per cent from 1 january 2013 which was the same level of increase as was 
awarded for 2012 and reflected the general level of salary increases in the group’s uk businesses
annual bonus
the annual bonus for executive directors increased by 34 per cent and reflected the improvement in underlying earnings of the group 
during 2013 the annual bonus for the group’s uk businesses increased by 1760 per cent reflecting the improvement in the underlying 
earnings of the group’s uk businesses in 2013 this increase in bonus payments for uk employees does not reflect any change in the level 
of bonuses as a result of recruitment or promotion
remuneration 
implementation report tyman plc 
annual report and accounts 2013
58
noncash benefits
the benefits provided to the executive directors included private medical insurance permanent health insurance and life assurance the 
executive directors are not members of any of the group pension schemes there were no changes to the benefits policies or levels during 
the year
cash payments in lieu of pension and other benefits
in 2013 louis eperjesi was paid £54000 2012 £53000 and james brotherton was paid £10000 2012 £10000 as a salary supplement 
in lieu of pension and other benefits these amounts were nonbonusable
performance related remuneration
annual bonus
for 2012 and 2013 the annual bonus scheme for executive directors was based 70 per cent on profitability “pbta” targets and 30 per 
cent on free cash flow the actual target ranges for the two bonus components have not been disclosed as this is considered by the board 
to be commercially sensitive information however the 2013 targets for both of the bonus components were increased by some 26 per cent 
and 50 per cent respectively during the year to take account of the acquisition of truth
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 and are not subject to any performance conditions other senior employees are also 
required to defer a proportion of their bonuses pursuant to the deferred share bonus plan
2013 bonus outcome
as highlighted in the chairman’s letter tyman demonstrated solid financial performance in 2013 with good growth in the us and the uk 
and our key strategic initiatives progressing well group pbta performance during the year was robust with achievement of £179 million for 
2013 this was ahead of the target range resulting in 851 per cent of the bonus relating to pbta becoming payable
the group’s cash collection in the period was very strong and was significantly ahead of the group’s expectations at the time of the 
announcement of the truth transaction accordingly 100 per cent of the bonus relating to cash flow became payable
while none of the 2013 bonus was subject to the achievement of strategic or personal objectives in approving the 2013 bonus amounts 
the committee took into account the strategic achievements of the group during the year and the individual contributions of the executive 
directors in securing those achievements
overall this resulted in the executive directors receiving a bonus equal to 896 per cent of 2013 salary for the year of which 50 per cent will 
be deferred until march 2017 under the rules of the deferred share bonus plan
ltip awards vesting
the announcement of the group’s results for the year ended 31 december 2013 was the trigger event for the vesting of the 2010 and 
2011 ltip awards
the 2010 awards were made in december 2010 and the 2011 awards were made in july 2011 both awards covered the performance 
period from 1 january 2011 to 31 december 2013 awards were dependent on the cumulative underlying basic eps from continuing 
operations for the three years measured against a defined target range 
following consultations with institutional shareholders the target ranges for both awards were restated following the disposal of gall 
thomson in 2012 however due to the proximity to the end of the measurement period the target ranges were not restated following the 
acquisition of truth hardware instead the 2013 performance year was ringfenced for the effects of the truth acquisition and its 
associated financing the underlying basic eps achieved is set out below
performance year
earnings per 
share
2011
1
964p
2012
2
1149p
2013 ringfenced
3
1302p
underlying cumulative eps 3415p
notes
1 restated in 2012
2   restated in 2013
3   see calculation of ringfenced eps for 2013 on page 59
remuneration implementation report continued tyman plc 
annual report and accounts 2013
59
strategic report
directors’ report
financial statements
a reconciliation of the ringfenced eps for 2013 is set out below
source £’000
tyman plc reported underlying profit after taxation n ote 9 on p age 89                       20948
less truth operating profit note 3 on page 83 7688
add interest charge on financing note 7 on page 87 892
add tax effect on truth operating profit and interest charge see note below 2609
ringfenced profit after taxation 16761
weighted average number of shares in issue 128770 million
ringfenced 2013 eps 1302 pence
notes
the tax effect is calculated using an effective tax rate of 38 per cent which is a combination of a us tax rate on the truth earnings and a uk tax rate on the interest charge
the percentage of awards vesting for the 2010 and 2011 awards are set out below
award range achievement
 of  
award to  
vest
2010 awards 257 – 324p 3415 10000
2011 awards 275 – 342p 3415 9944
the remuneration committee has satisfied itself that the recorded underlying cumulative eps is a genuine reflection of the underlying 
business performance of the group over the performance period and accordingly has approved the vesting of the 2010 and 2011 awards 
at their respective calculated percentages awards were adjusted for the impact of the bonus element of the open offer as a result of which 
a total of 1836954 awards excluding dividend shares vested in march 2014
the number of awards that have vested for the executive directors and the senior managers including dividend shares where eligible is as 
follows 
award
executive  
directors
senior  
managers total
2010 awards 357000 865781 1222781
2011 awards 355002 259171 614173
total 712002 1124952 1836954 
in addition dividend shares to the following values were also awarded
award
executive  
directors 
£’000
senior  
managers 
£’000
total 
£’000
2010 awards 40 96 136
2011 awards 33 24 57
total 73 120 193
awards will be satisfied in accordance with group policy through the issuance of shares from the tyman employee benefit trust shares out 
of group treasury and new shares
ltip awards granted in 2013
on 14 november 2013 the remuneration committee granted nil or nominal cost options over 925217 ordinary shares in the company to 
around 32 senior managers executives and executive directors “2013 awards” vesting of the 2013 awards is based on the company’s 
three year cumulative underlying for the financial years 2013 to 2015
if over the three financial years 2013 to 2015 cumulative underlying eps is less than 45 pence no 2013 awards will vest 25 per cent of 
2013 awards will vest for cumulative underlying eps of 45 pence rising on a straightline basis to full vesting for cumulative underlying eps 
of 515 pence or higher
in addition if and to the extent that it considers the recorded eps is not a genuine reflection of the underlying business performance of the 
company over the eps performance period the committee may reduce the number of vested award shares accordingly the “financial 
underpin” tyman plc 
annual report and accounts 2013
60
in applying this financial underpin the committee shall without limitation have regard to
  tyman’s tsr relative to the ftse allshare index and the tsr of the median company in a list of comparator companies in order of 
their tsr performance over the three calendar years 2013 2014 and 2015 using such methodology for tsr calculations as the 
committee shall consider appropriate and
  the eps achieved in financial year 2015 and the extent to which this exceeds the eps achieved in financial year 2012 and
  whether in the committee’s opinion any inappropriate risk taking has occurred and
  whether in the committee’s opinion the three year cumulative eps target has been achieved simply through increased and 
inappropriate gearing of the balance sheet
the 2013 awards are expected to vest in march 2016 following the announcement of the company’s results for the year ended  
31 december 2015
ltip awards granted in 2012
as the acquisition of truth completed at an early point in the 2012 ltip cycle c 15 years into the threeyear performance period ending in 
december 2014 the committee felt it was important for the incentive to capture the group’s overall performance over the remainder of 
the performance period rather than ringfence the effects of the acquisition in light of this the committee decided to
  make no adjustment to the existing eps targets 25 per cent vesting at 33 pence up to 100 per cent vesting at 456 pence for the truth 
acquisition but
  restate the existing eps targets for the capital raising completed as part of the truth acquisition as this was at a discount to the 
prevailing market price based on the standard theoretical exoffer price adjustment factor c 098
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 sharebased 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 sharebased 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 1103390 of 
the 3815232 shares subject to all the awards outstanding approximately 29 per cent will be satisfied through new issue shares to ensure 
that local trusts tax and securities laws are complied with in certain overseas jurisdiction 
as at 31 december 2013 shares equivalent to 225 per cent of the group’s issued share capital excluding treasury shares would be 
required to settle all outstanding awards under employee and executive share plans assuming maximum vesting 
tyman employee benefit trust “ebt”
the ebt held 2179282 tyman ordinary shares at 31 december 2013 the outstanding ltip awards at 31 december 2013 are as follows
ltip awards granted in vesting date
1
number of shares
2010 march 14 1198806
2011 march 14 605514
2012 march 15 1140180
2013 march 16 870732
3815232
1 vesting is conditional upon financial performance targets over a threeyear period being met 
summary of directors’ service contracts
the following table shows details of the service contracts for executive directors who were in office at 31 december 2013
commencement  
date
notice  
period
james brotherton 070314 12 months
louis eperjesi 070314 12 months
remuneration implementation report continued tyman plc 
annual report and accounts 2013
61
strategic report
directors’ report
financial statements
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 
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’ shareholdings and interests audited
shares
the interests of each person who was a director of the company as at 31 december 2013 together with interests held by his or her 
connected persons were
 
ordinary  
shares at 
31 dec 
2013
ordinary 
shares at 
31 dec 
2012
james brotherton 186898 149191
louis eperjesi 181648 145000
jamie pike 507362 405000
les tench 117445 93750
martin towers 62984 50277
angelika westerwelle 131318 –
executive directors’ minimum shareholding requirement
the table below sets out the minimum shareholding required by the remuneration policy and the level of shareholding achieved for each 
executive director at 31 december 2013
directors’ minimum shareholding
salary
1
 
£’000
value of 
shareholding
2
 
£’000
minimum 
shareholding 
as  of salary
actual 
shareholding 
as  of salary
james brotherton 203 427 100 210
louis eperjesi 266 415 100 156
notes to directors’ minimum shareholding table above
1 base salary as at 31 december 2013
2 based on the closing price of a tyman plc ordinary share of £2285 on 31 december 2013
executive directors’ interests in deferred share bonus plan audited
the interests of each person who was a director of the company as at 31 december 2013 in awards made under the deferred share bonus 
plan are set out below
deferred share bonus plan award date
market value
1
 
at award date
shares over which 
deferred bonus awards 
granted after the year 
end
1
normal  
vesting date expiry date
james brotherton 230311 £133 68819 march 2014
2
230321
160312 £123 17580 march 2015
2
160322
080513 £205 32986 march 2016
2
080523
110314 £267 34001 march 2017
2
110324
louis eperjesi 230311 £133 86880 march 2014
2
230321
160312 £123 23132 march 2015
2
160322
080513 £205 43402 march 2016
2
080523
110314 £267 44736 march 2017
2
110324
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
2 the exact day in march will be determined by the day the group’s results for the year ended on the previous 31 december are announced tyman plc 
annual report and accounts 2013
62
remuneration implementation report continued
executive directors’ interests in long term incentive plans audited
executive 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 2013
shares over 
which ltip awards 
granted during  
the year
shares over  
which ltip 
 awards held at  
31 dec 2013
face 
value
2
normal 
vesting  
date
expiry  
date
james brotherton 101210 £10375 150000 – 150000 £155625 110314 101220
060711 £12300 150000 – 150000 £184500 230314 060721
030712 £12950 153193 – 153193 £198385 march 2015
1
030722
141113 £22800 – 86302 86302 £196769 march 2016
1
141123
louis eperjesi 101210 £10375 200000 – 200000 £207500 110314 101220
060711 £12300 200000 – 200000 £246000 230314 060721
030712 £12950 201570 – 201570 £261033 march 2015
1
030722
141113 £22800 – 113555 113555 £258905 march 2016
1
141123
1 the exact day in march will be determined by the day the group’s results for the year ended on the previous 31 december are announced
2 face value is the number of shares awarded multiplied by the market value at the award date
awards are in the form of nilcost options and are granted for nil consideration
nonexecutive directors’ fees and chairman fees
during 2013 there were no increases to the levels of chairman fees nonexecutive director fees or committee fees the fees payable to 
the chairman nonexecutive directors and committee chairmen during 2013 were as follows
positionrole
fees payable 
in year ended 
31 december 
2013
£
chairman 100000
nonexecutive director 35000
chairman of the audit committee 5000
chairman of the remuneration committee 5000
tsr performance
the graph below shows the total shareholder return “tsr” of the group and the ftse allshare index over the last five years this index is 
in the opinion of the directors the most appropriate index against which the tsr of the group should be measured 
n t yman plc
n ftse allshare
2000
1600
1200
800
400
0
02 jan 09 02 jan 10 02 jan 11 02 jan 12 02 jan 13
five year historical tsr performance growth in value of hypothetical £100 holding
£ tyman plc 
annual report and accounts 2013
63
strategic report
directors’ report
financial statements
historical chief executive remuneration outcomes
the table below summarises the chief executive single figure for total remuneration annual bonus payout and ltip or equivalent for plans 
in place before the approval of the group ltip scheme by shareholders in december 2010 vesting as a percentage of maximum 
opportunity for the current year and previous four years
2009
£’000
2010
£’000
2011
£’000
2012
£’000
2013
£’000
louis eperjesi single figure of remuneration na 394 338 493 1661
annual bonus payout as  maximum opportunity na 100 22 68 90
ltip or equivalent na nil nil nil 1100
denis mulhall single figure of remuneration na 438 na na na
annual bonus payout as  maximum opportunity na 0 na na na
ltip or equivalent na nil na na na
keith taylor single figure of remuneration 572 73 na na na
annual bonus payout as  maximum opportunity 100 ne na na na
ltip or equivalent ne ne na na na
greg hutchings single figure of remuneration 713 na na na na
annual bonus payout as  maximum opportunity 0 na na na na
ltip or equivalent nil na na na na
notes
“na”  not applicable – individual was not employed as ceo of the group in the year in question
“ne” not eligible – individual was employed during the year but was not eligible to participate in the bonus or ltip scheme as appropriate that year
louis eperjesi
appointed as chief executive officer on 22 february 2010 eligible to participate in annual bonus plans and long term incentive plans from 
the date of his employment
keith taylor
appointed as interim chief executive officer on 1 july 2009 and resigned from the board on 22 january 2010 keith taylor did not 
participate in any of the group’s long term incentive plans however was eligible for a cash bonus for 2009 tied to certain objectives keith 
taylor’s remuneration was paid to crispins partnership limited
denis mulhall
appointed as acting chief executive officer for the group for the period between keith taylor’s resignation and louis eperjesi’s 
appointment denis mulhall was not paid any incremental salary or benefits for the period of time that he was acting ceo and did not 
receive any bonus or long term incentive plan or equivalent in respect of that appointment denis mulhall’s single figure of remuneration 
includes payments made for loss of office
greg hutchings
employed as executive chairman of the group until 1 july 2009 greg hutchings’ single figure of remuneration for 2009 includes payments 
made for loss of office  tyman plc 
annual report and accounts 2013
64
relative spend on pay
the chart below shows both the total cost of employee remuneration in the group as shown on page 85 as well as dividends paid
7039
5832
60791
83058
£’000
total employee remuneration 
for the group excluding sbp
dividends paid in the ﬁnancial year
relative spend on pay
n 2013
n 2012
0
20000
40000
60000
80000
100000
statement of implementation of remuneration policy for the year ended 31 december 2014
basic salary
as explained in the chairman’s remuneration report letter following consultation with major shareholders the committee has decided to 
phasein salary increases to closer to median over two years subject to an annual review of each executive’s performance and company 
performance in line with these discussions the committee set the ceo’s base salary at £334000 per annum and the cfo’s base salary at 
£226000 per annum from 1 january 2014
the second phase will be considered at the next salary review date which is in january 2015 and will take into account both individual and 
company performance this will include an assessment of the successful integration of and delivery of the anticipated benefits from the 
truth acquisition which completed in 2013
the review of executive director base salaries took into account the executives’ performance experience and responsibilities the overall 
impact of any salary adjustment on total remuneration and changes to pay across the group in addition to market competitive 
positioning comparators included international building products comparators and companies of similar size and complexity the 
committee wishes to emphasise that if there were a material change in business size or complexity up or down then this would be 
reflected in the market comparability
pension and benefits
as explained in the chairman’s remuneration report letter the committee also increased the pension allowance for the cfo from c 5 per 
cent of salary to 15 per cent of salary the ceo’s cash allowance remains 20 per cent of salary 
annual bonus
the maximum opportunity for the two executive directors under the annual bonus plan is 100 per cent of basic salary the performance 
measures for 2014 remain 70 per cent profitability pbta and 30 per cent free cash flow targets for the annual bonus plans are not 
disclosed because they are considered by the board to be commercially sensitive
ltip awards
the maximum opportunity for the two executive directors under the ltip is 100 per cent or 150 per cent in exceptional circumstances  
and further awards are expected to be made in 2014 the measurement period for the 2014 awards will be from 1 january 2014 to 
31 december 2016 
2014 awards are expected to vest to the extent that the performance conditions have been satisfied in march 2017 however in line with 
the group’s amended policy on vesting of ltips executive directors will ordinarily be required to hold all vested awards under the 2014 
awards for a further two years until march 2019
remuneration implementation report continued tyman plc 
annual report and accounts 2013
65
strategic report
directors’ report
financial statements
proposed 2014 awards performance measures 
as in previous years the committee intends to discuss the awards the proposed performance measures and targets with institutional 
shareholders and shareholder bodies prior to finalising awards the committee will report back on the final position for the 2014 awards in 
its 2014 implementation report
shareholder votes
at the time of the 2013 agm tyman’s shares were traded on the aim market of the london stock exchange accordingly the committee 
was not required to put its remuneration report to the vote however elected to do so voluntarily a summary of the voting is set out below
votes for votes against votes cast votes withheld
127154111 999 18478 00 127268369 1000 6437
share price
the market price of ordinary shares in tyman plc at 31 december 2013 was £2285 and the range during the year was £1510 to £2410
by order of the board
les tench
chairman remuneration committee
11 march 2014 tyman plc 
annual report and accounts 2013
66
independent auditors’ report to the members of t yman plc
report on the group financial statements
our opinion  
in our opinion the group financial statements defined below
  give a true and fair view of the state of the group’s affairs as at 31 december 2013 and of the group’s profit and cash flows for the year 
then ended
  have been properly prepared in accordance with international financial reporting standards “ifrss” as adopted by the european 
union and
  have been prepared in accordance with the requirements of the companies act 2006 and article 4 of the ias regulation
this opinion is to be read in the context of what we say in the remainder of this report
what we have audited
the group financial statements which are prepared by tyman plc comprise
  the group statement of financial position as at 31 december 2013
  the group income statement and statement of comprehensive income for the year then ended
  the group statement of changes in equity and statement of cash flows for the year then ended and
  the notes to the group financial statements which include a summary of significant accounting policies and other explanatory 
information
the financial reporting framework that has been applied in their preparation comprises applicable law and ifrss as adopted by the 
european union
what an audit of financial statements involves 
we conducted our audit in accordance with international standards on auditing uk and ireland “isas uk  ireland” 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 the “annual report” to identify 
material inconsistencies with the audited group financial statements and to identify any information that is apparently materially incorrect 
based on or materially inconsistent with the knowledge acquired by us in the course of performing the audit if we become aware of any 
apparent material misstatements or inconsistencies we consider the implications for our report
overview of our audit approach
materiality
we set certain thresholds for materiality these helped us to determine the nature timing and extent of our audit procedures and to 
evaluate the effect of misstatements both individually and on the financial statements as a whole 
based on our professional judgement we determined materiality for the group financial statements as a whole to be £15 million this 
represents approximately 05 per cent of revenue in our view revenue is the most appropriate benchmark of underlying performance
we agreed with the audit committee that we would report to them misstatements identified during our audit above £75000 as well as 
misstatements below that amount that in our view warranted reporting for qualitative reasons
overview of the scope of our audit
the group is structured along four business lines being amesbury schlegel international grouphomesafe and truth hardware the group 
financial statements are a consolidation of 49 reporting units comprising the group’s operating businesses which map into the four 
business lines and centralised functions 
in establishing the overall approach to the group audit we determined the type of work that needed to be performed at the reporting 
units by us as the group engagement team or component auditors from other pwc network firms operating under our instruction where 
the work was performed by component auditors we determined the level of involvement we needed to have in the audit work at those 
reporting units to be able to conclude whether sufficient appropriate audit evidence had been obtained as a basis for our opinion on the 
group financial statements as a whole 
accordingly of the group’s 49 reporting units we identified 13 which in our view required an audit of their complete financial information 
either due to their size or their risk characteristics specific audit procedures on certain balances and transactions were performed at a 
further three reporting units and rotational visits to two additional small reporting units were made  tyman plc 
annual report and accounts 2013
67
strategic report
directors’ report
financial statements
this provided coverage of 71 per cent of group revenue we have considered the quantitative and qualitative characteristics of the 
remaining reporting units which comprise a large number of small units in which we considered the risk of material misstatement to the 
group to be low and performed analytical procedures on their financial information together with additional procedures performed at the 
group level on balances such as goodwill and intangible assets this gave us the evidence we needed for our opinion on the group financial 
statements as a whole 
areas of particular audit focus
in preparing the financial statements the directors made a number of subjective judgements for example in respect of significant 
accounting estimates that involved making assumptions and considering future events that are inherently uncertain we primarily focused 
our work in these areas by assessing the directors’ judgements against available evidence forming our own judgements and evaluating 
the disclosures in the financial statements
in our audit we tested and examined information using sampling and other auditing techniques to the extent we considered necessary to 
provide a reasonable basis for us to draw conclusions we obtained audit evidence through testing the effectiveness of controls 
substantive procedures or a combination of both 
we considered the following areas to be those that required particular focus in the current year this is not a complete list of all risks or 
areas of focus identified by our audit we discussed these areas of focus with the audit committee their report on those matters that they 
considered to be significant issues in relation to the financial statements is set out on pages 45 and 46
area of focus how the scope of our audit addressed the area of focus
impairment assessment  
we focused on this area because the determination of whether or 
not an impairment charge for goodwill or intangible assets was 
necessary involved significant judgements about the future results 
of the business
refer to note 10 to the financial statements
we evaluated the directors’ future cash flow forecasts and the 
process by which they were drawn up including comparing them to 
the latest board approved budgets and testing the underlying 
calculations we challenged
  the directors’ key assumptions for long term growth rates in the 
forecasts by comparing them to historical results economic and 
industry forecasts and
  the discount rate by assessing the cost of capital for the 
company and comparable organisations 
we also performed sensitivity analysis around the key drivers of the 
cash flow forecasts being revenue growth rates and ebitda 
margins having ascertained the extent of change in those 
assumptions that either individually or collectively would be 
required for the goodwill to be impaired we considered the 
likelihood of such a movement in those key assumptions arising
accounting for business combinations 
the group acquired truth hardware inc during the year this 
acquisition was significant to the financial statements of the 
group and accounting standards require that all assets and 
liabilities are recorded at their fair value on acquisition the 
identification and valuation of intangible assets and valuation of 
inventory property and provisions in particular required significant 
judgement
refer to note 24 to the financial statements
we evaluated the nature of intangible assets identified considering 
the rationale for the acquisition and the methodology and 
assumptions used by the directors in valuing these assets in 
respect of the customer relationship and brand intangible assets 
we evaluated the cash flow forecasts used by the directors and 
challenged key assumptions which included customer attrition 
rates sales growth and implied royalty rates
in respect of inventory valuation we assessed the margin uplift 
against historic actual margins earned and tested the calculation of 
obsolescence provisions based on inventory ageing in respect of 
the property management obtained an independent third party 
valuation and we have evaluated the work performed by the 
valuers and in respect of provisions we evaluated the judgements 
made around potential future liabilities and challenged the 
assumptions made by management in calculating the provisions tyman plc 
annual report and accounts 2013
68
independent auditors’ report to the members of t yman plc
continued
fraud in revenue recognition   
isas uk  ireland presume there is a risk of fraud in revenue 
recognition because of the pressure management may feel to 
achieve the planned results 
refer to note 3 to the financial statements
we evaluated the design of controls over revenue and receivables 
and used a combination of automated data analysis to check that 
either a receivable was created or cash received upon recognising a 
revenue transaction and manual testing of product delivery and 
cash collection to check that revenue transactions were 
appropriately recorded 
we tested accounts receivable through a combination of third party 
confirmations and testing of cash received after the year end date
we also tested journal entries posted to revenue accounts to 
identify unusual or irregular items 
risk of management override of internal controls   
isas uk  ireland require that we consider this  
we assessed the overall control environment of the group including 
the arrangements for staff to “whistleblow” inappropriate actions 
and interviewed senior management we examined the significant 
accounting estimates and judgements relevant to the financial 
statements for evidence of bias by the directors that may represent 
a risk of material misstatement due to fraud we also tested journal 
entries
going concern
under the listing rules we are required to review the directors’ statement set out on page 43 in relation to going concern we have 
nothing to report having performed our review
as noted in the directors’ statement the directors have concluded that it is appropriate to prepare the group’s financial statements using 
the going concern basis of accounting the going concern basis presumes that the group has adequate resources to remain in operation 
and that the directors intend it to do so for at least one year from the date the financial statements were signed
as part of our audit we have concluded that the directors’ use of the going concern basis is appropriate
however because not all future events or conditions can be predicted these statements are not a guarantee as to the group’s ability to 
continue as a going concern
opinions on matters prescribed by the companies act 2006
in our opinion the information given in the strategic report and the directors’ report for the financial year for which the group financial 
statements are prepared is consistent with the group financial statements
other matters on which we are required to report by exception
adequacy of information and explanations received
under the companies act 2006 we are required to report to you if in our opinion we have not received all the information and 
explanations we require for our audit we have no exceptions to report arising from this responsibility
directors’ remuneration
under the companies act 2006 we are required to report to you if in our opinion certain disclosures of directors’ remuneration specified by 
law have not been made we have no exceptions to report arising from this responsibility 
corporate governance statement
under the listing rules we are required to review the part of the corporate governance statement relating to the parent company’s 
compliance with nine provisions of the uk corporate governance code “the code” we have nothing to report having performed 
our review tyman plc 
annual report and accounts 2013
69
strategic report
directors’ report
financial statements
on page 43 of the annual report as required by the code provision c11 the directors state that they consider the annual report taken as 
a whole to be fair balanced and understandable and provides the information necessary for members to assess the group’s performance 
business model and strategy on page 45 as required by c38 of the code the audit committee has set out the significant issues that it 
considered in relation to the financial statements and how they were addressed under isas uk  ireland we are required to report to 
you if in our opinion
  the statement given by the directors is materially inconsistent with our knowledge of the group acquired in the course of performing 
our audit or
  the section of the annual report describing the work of the audit committee does not appropriately address matters communicated by 
us to the audit committee
we have no exceptions to report arising from this responsibility
other information in the annual report
under isas uk  ireland we are required to report to you if in our opinion information in the annual report is
  materially inconsistent with the information in the audited group financial statements or
  apparently materially incorrect based on or materially inconsistent with our knowledge of the group acquired in the course of 
performing our audit or
  is otherwise misleading
we have no exceptions to report arising from this responsibility
responsibilities for the financial statements and the audit
our responsibilities and those of the directors
as explained more fully in the directors’ responsibilities statement set out on page 43 the directors are responsible for the preparation of 
the group 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 group financial statements in accordance with applicable law and isas uk  
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
other matter 
we have reported separately on the parent company financial statements of tyman plc for the year ended 31 december 2013 and on the 
information in the directors’ remuneration report that is described as having been audited
simon o’brien senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
london
11 march 2014 tyman plc 
annual report and accounts 2013
70
note
2013 
£’000
2012 
£’000 
restated
continuing operations
revenue 3 298054 228753
cost of sales 3 198758 154023
gross profit 99296 74730
administrative expenses 94985 95945
operating profitloss 4311 21215
analysed as
underlying
1
 operating profit 3 32348 22958
property provision release 3 – 2021
exceptional items 6 10903 2574
amortisation of intangible assets 11 16605 10754
accelerated amortisation of intangible assets and impairment of intangible assets and goodwill 1011 529 32866
operating profitloss 4311 21215
finance income 7 137 356
finance costs 7 4925 4974
exceptional foreign exchange gain 7 1271 –
net finance costs 7 3517 4618
profitloss before taxation 794 25833
income tax credit 8 162 3700
profitloss for the year from continuing operations 956 22133
discontinued operations
profit for the year from discontinued operations – 37374
profit for the year 956 15241
basic earningsloss per share
from continuing operations 9 063p 1707p
from discontinued operations 9 – 2883p
from profit for the year 9 063p 1176p
diluted earningsloss per share
from continuing operations 9 062p 1707p
from discontinued operations 9 – 2837p
from profit for the year 9 062p 1130p
nongaap measure
basic earnings per share
underlying
1
 basic eps from continuing operations 9 1371p 1149p
underlying
1
 basic eps from discontinued operations 9 – 2895p
total underlying basic eps 9 1371p 4044p
underlying
1
 profit before taxation from continuing operations 9 28586 21313
underlying
1
 profit before taxation from discontinued operations 9 – 37225
total underlying profit before taxation 28586 58538
1 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
the notes on pages 74 to 111 are an integral part of these consolidated financial statements
consolidated income statement
for the year ended 31 december 2013 tyman plc 
annual report and accounts 2013
71
strategic report
directors’ report
financial statements
consolidated statement of comprehensive income
for the year ended 31 december 2013
note
2013 
£’000
2012 
£’000 
restated
profit for the year 956 15241
other comprehensive incomeloss
items that will not be reclassified to profit or loss
remeasurements of postemployment benefit obligations 2021 2300 1402
total items that will not be reclassified to profit or loss 2300 1402
items that may be reclassified subsequently to profit or loss
exchange differences on retranslation of foreign operations 10566 8763
effective portion of changes in value of cash flow hedges 18 163 92
total items that may be reclassified subsequently to profit or loss 10729 8671
other comprehensive loss for the year net of tax 8429 10073
total comprehensive lossincome for the year 7473 5168
items in the statement above are disclosed net of tax the income tax relating to each component of other comprehensive income is 
disclosed in note 8
the notes on pages 74 to 111 are an integral part of these consolidated financial statements
share 
capital 
£’000
share  
premium  
£’000
other
reserves
1
£’000
treasury  
reserve
 £’000
hedging 
reserve 
£’000
translation 
reserve 
£’000
retained 
earnings 
£’000
total 
equity
 £’000
at 1 january 2012 6864 101 10389 7014 697 33084 206491 249218
total comprehensive lossincome – – 1469 – 92 8763 15308 5168
profit for the year – – – – – – 15241 15241
disposal of subsidiary – – 1469 – – – 1469 –
other comprehensive incomeloss – – – – 92 8763 1402 10073
transactions with owners – – – 1147 – – 5350 6497
sharebased payments
2
– – – – – – 482 482
dividends paid – – – – – – 5832 5832
purchase of treasury shares – – – 1147 – – – 1147
at 31 december 2012 restated 6864 101 8920 8161 605 24321 216449 247889
total comprehensive lossincome – – – – 163 10566 3256 7473
profit for the year – – – – – – 956 956
other comprehensive lossincome – – – – 163 10566 2300 8429
transactions with owners 1641 63155 – 3314 – – 5586 62524
issue of shares 1641 69390 – – – – – 71031
sharebased payments
2
– – – – – – 1453 1453
dividends paid – – – – – – 7039 7039
sale of treasury shares – 6235 – 6235 – – – –
purchase of treasury shares – – – 2921 – – – 2921
at 31 december 2013 8505 63256 8920 4847 768 13755 214119 302940
1 other reserves are nondistributable capital reserves which arose on previous acquisitions
2 sharebased payments includes a deferred tax credit of £772000 2012 £nil
the notes on pages 74 to 111 are an integral part of these consolidated financial statements
consolidated statement of changes in equity
for the year ended 31 december 2013 tyman plc 
annual report and accounts 2013
72
consolidated balance sheet
as at 31 december 2013
note
2013 
£’000
2012 
£’000 
restated
assets
noncurrent assets
goodwill 10 244845 184896
intangible assets 11 109595 73834
property plant and equipment 12 39942 29785
deferred tax assets 20 12102 9774
406484 298289
current assets
inventories 13 40668 27558
trade and other receivables 14 34473 27269
cash and cash equivalents 15 43607 35857
current tax asset 199 –
118947 90684
total assets 525431 388973
liabilities
current liabilities
trade and other payables 16 51348 32375
current tax payable – 1868
interestbearing loans and borrowings 17 6834 7521
provisions 19 2641 2456
60823 44220
noncurrent liabilities
interestbearing loans and borrowings 17 115464 63575
derivative financial instruments 18 767 605
deferred tax liabilities 20 29292 11766
retirement benefit obligations 21 7478 11230
provisions 19 7100 7513
other payables 16 1567 2175
161668 96864
total liabilities 222491 141084
net assets 302940 247889
equity
capital and reserves attributable to owners of the company
share capital 22 8505 6864
share premium 22 63256 101
other reserves 8920 8920
treasury reserve 4847 8161
hedging reserve 768 605
translation reserve 13755 24321
retained earnings 214119 216449
total equity 302940 247889
the notes on pages 74 to 111 are an integral part of these consolidated financial statements
the financial statements on pages 70 to 73 were approved by the board on 11 march 2014 and signed on its behalf by
louis eperjesi
chief executive officer
james brotherton  tyman plc
chief financial officer  company number 02806007 tyman plc 
annual report and accounts 2013
73
strategic report
directors’ report
financial statements
note
2013 
£’000
2012 
£’000 
restated
cash flows from operating activities
profitloss before tax – continuing operations 794 25833
loss before tax – discontinued operations – 379
adjustments 27 28802 50516
changes in working capital excluding the effects of acquisition and exchange differences on 
consolidation
inventories 759 79
trade and other receivables 1275 2768
trade and other payables 10363 593
provisions utilised 19 2232 1911
pension contributions 21 909 1010
income tax paid 6209 4862
net cash generated from operating activities 32643 18775
cash flows from investing activities
purchases of property plant and equipment 12 7359 5462
purchases of intangible assets 11 1286 1355
proceeds on disposal of property plant and equipment 559 –
acquisition of subsidiary undertakings net of cash acquired 24 131244 16726
proceeds on disposal of subsidiary undertakings – 67905
interest received 150 309
net cash used ingenerated from investing activities 139180 44671
cash flows from financing activities
interest paid 2740 4540
dividends paid 7039 5832
purchase of treasury shares 2921 1147
proceeds from issuance of ordinary shares 22 71031 –
proceeds from borrowings 65738 –
repayments of borrowings 8059 39815
refinancing costs paid 1510 –
proceeds from drawdown of working capital facility 2642 –
repayment of working capital facility 2552 –
net cash generated fromused in financing activities 114590 51334
net increase in cash and cash equivalents 8053 12112
exchange losses on cash and cash equivalents 303 641
cash and cash equivalents at the beginning of the year 15 35857 24386
cash and cash equivalents at the end of the year 15 43607 35857
the notes on pages 74 to 111 are an integral part of these consolidated financial statements
consolidated cash flow statement
for the year ended 31 december 2013 tyman plc 
annual report and accounts 2013
74
1 general information
tyman plc “the company” and its subsidiaries together “the group” is a leading international supplier of components to the door and 
window industry the group operates facilities in 13 countries worldwide
the company is a public limited company which is listed on the london stock exchange and incorporated and domiciled in england and 
wales at the address shown on page 118
2 summary of significant accounting policies
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
21 basis of preparation
the consolidated financial statements of tyman plc have been prepared in accordance with international financial reporting standards 
“ifrs” and ifrs interpretations committee “ifrs ic” as adopted by the european union and the companies act 2006 applicable to 
companies reporting under ifrs on a going concern basis the consolidated financial statements have been prepared under the historical 
cost convention as modified by financial assets and liabilities including derivative financial instruments at fair value through profit or loss
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 the areas involving a higher degree of 
judgement or complexity or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed 
in note 222
211 changes in accounting policy and disclosures
new and amended standards adopted by the group
the following standards have been adopted by the group for the first time for the financial year beginning on or after 1 january 2013 and 
have a material impact on the group
amendment to ias 1 ‘financial statement presentation’ regarding other comprehensive income the main change resulting from these 
amendments is a requirement for entities to group items presented in ‘other comprehensive income’ on the basis of whether they are 
potentially reclassifiable to profit or loss subsequently reclassification adjustments
ias 19 ‘employee benefits’ was revised in june 2011 the main change for the group’s accounting policies is to replace the 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 implication of this is that the expected return on assets credited to the income statement previously calculated based on the 
expected longterm return on plan assets is now based on a lower corporate bond rate being the same rate used to discount the pension 
liability the impact of the amended ias 19 is as follows
  profitloss before tax was approximately £04 million and £02 million lower for the full year 2013 and 2012 respectively with a 
corresponding pretax increase in other comprehensive income the results for 2012 have been restated
  basic and diluted earningsloss per share for 2013 decreased by approximately 025 pence 2012 a decrease of 014 pence
  no impact on cash flows or the balance sheet at 31 december 2013 31 december 2012 or 1 january 2012 as such the impact of the 
ias 19 amendments have not been presented at 1 january 2012
ifrs 13 ‘fair value measurement’ 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 which are largely aligned 
between ifrss 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
new standards and interpretations not yet adopted
a number of new standards and amendments to standards and interpretations are effective for annual periods beginning after 1 january 
2013 and have not been applied in preparing these consolidated financial statements none of these are expected to have material 
impact on the consolidated financial statements of the group except the following set out below
ifrs 9 ‘financial instruments’ addresses the classification measurement and recognition of financial assets and financial liabilities ifrs 9 
was issued in november 2009 and october 2010 it replaces the parts of ias 39 that relate to the classification and measurement of 
financial instruments ifrs 9 requires financial assets to be classified into two measurement categories those measured as at fair value 
and those measured at amortised cost the determination is made at initial recognition the classification depends on the entity’s business 
model for managing its financial instruments and the contractual cash flow characteristics of the instrument for financial liabilities the 
standard retains most of the ias 39 requirements the main change is that in cases where the fair value option is taken for financial 
liabilities the part of a fair value change due to an entity’s own credit risk is recorded in other comprehensive income rather than the 
income statement unless this creates an accounting mismatch the group is yet to assess ifrs 9’s full impact the group will also consider 
the impact of the remaining phases of ifrs 9 when completed by the board 
there are no other ifrss and ifric interpretations that are not yet effective that would be expected to have material impact on the group
notes to the financial statements tyman plc 
annual report and accounts 2013
75
strategic report
directors’ report
financial statements
22 consolidation
221 subsidiaries
subsidiaries are all entities including structured entities over which the group has control the group controls an entity when the group is 
exposed to or has rights to variable returns from its involvement with the entity and has the ability to affect those returns through its 
power over the entity subsidiaries are fully consolidated from the date on which control is transferred to the group they are 
deconsolidated from the date that control ceases
the group applies the acquisition method to account for business combinations the consideration transferred for the acquisition of a 
subsidiary is the fair values of the assets transferred the liabilities incurred to the former owners of the acquiree and the equity interest 
issued by the group the consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration 
arrangement identifiable assets acquired liabilities assumed and contingent liabilities assumed in a business combination are measured 
initially at their fair values at the acquisition date
acquisitionrelated costs are expensed as incurred
any contingent consideration to be transferred is recognised at fair value at the acquisition date subsequent changes to the fair value of 
the contingent consideration that is deemed to be an asset or liability is recognised in accordance with ias 39 either in profit or loss or as a 
change to other comprehensive income contingent consideration that is classified as equity is not remeasured and its subsequent 
settlement is accounted for within equity
the excess of the consideration transferred and the acquisitiondate fair value of any previous equity interest in the acquiree over the fair 
value of the identifiable net assets acquired is recorded as goodwill if the total of consideration transferred is less than the fair value of the 
net assets of the subsidiary acquired in the case of a bargain purchase the difference is recognised directly in the income statement 
note 23
intercompany transactions balances and unrealised gains on transactions between group companies are eliminated unrealised losses 
are also eliminated where necessary amounts reported by subsidiaries have been adjusted to conform to the group’s accounting policies
222 disposal of subsidiaries
when the group ceases to have control any retained interest in the entity is remeasured to its fair value at the date when control is 
lost with the change in carrying amount recognised in profit or loss the fair value is the initial carrying amount for the purposes of 
subsequently accounting for the retained interest in the financial asset in addition any amounts previously recognised in other 
comprehensive income in respect of that entity are accounted for as if the group had directly disposed of the related assets or liabilities 
this may result in amounts previously recognised in other comprehensive income being reclassified to profit or loss

23 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 of disposal any impairment is recognised immediately as an expense and is not subsequently reversed
24 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 tyman plc 
annual report and accounts 2013
76
development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the 
group are recognised as intangible assets when the following criteria are met
  it is technically feasible to complete the software product so that it will be available for use
  management intends to complete the software product and use it or sell it
  there is an ability to use or sell the software product
  it can be demonstrated how the software product will generate probable future economic benefits
  adequate technical financial and other resources to complete the development and to use or sell the software product are available 
and
  the expenditure attributable to the software product during its development can be reliably measured
directly attributable costs capitalised as part of the software product include the software development employee costs and an 
appropriate portion of relevant overheads other development expenditures that do not meet these criteria are recognised as an expense 
as incurred development costs previously recognised as an expense are not recognised as an asset in a subsequent period computer 
software development costs recognised as assets are amortised when the intangible assets are in the location and condition necessary for 
it to be capable of operating in the manner intended by management computer software development costs recognised as assets are 
amortised over their estimated useful lives which does not exceed five 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
25 impairment of nonfinancial assets
intangible assets including goodwill that have an indefinite useful life or intangible assets not ready to use are not subject to amortisation 
and are tested annually for impairment assets that are subject to amortisation are reviewed for impairment whenever events or 
circumstances indicate that the carrying amount may not be recoverable an impairment loss is recognised for the amount by which the 
asset’s carrying amount exceeds its recoverable amount the recoverable amount is the higher of the asset’s fair value less costs of 
disposal and value in use for the purposes of assessing impairment assets are grouped at the lowest levels for which there are largely 
independent cash inflows cash generating units prior impairments of nonfinancial assets other than goodwill are reviewed for possible 
reversal at each reporting date goodwill previously impaired cannot be reversed at a later date
26 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 amount 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 of the item can be measured reliably the carrying amount of the replaced part is derecognised all other repairs and maintenance 
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
the carrying amounts of property plant and equipment are reviewed for impairment periodically if events or changes in circumstances 
indicate that the carrying amount 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 reporting period
gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the income statement
27 inventories
inventories are valued at the lower of cost and net realisable value cost is determined in accordance with the firstin firstout method cost 
includes the cost of materials determined on a purchase cost basis direct labour and an appropriate proportion of manufacturing 
overheads based on normal levels of activity it excludes borrowing costs net realisable value is the estimated selling price in the ordinary 
course of business less the estimated costs of completion and the estimated costs necessary to make the sale
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
notes to the financial statements continued
2 summary of significant accounting policies continued tyman plc 
annual report and accounts 2013
77
strategic report
directors’ report
financial statements
28 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 non
current 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 provision for impairment
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 and other payables and interestbearing 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
trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
interestbearing loans and borrowings
interestbearing loans and borrowings are recognised initially at fair value net of transaction costs incurred interestbearing loans and 
borrowings are subsequently carried at amortised cost using the effective interest method
29 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 as well as its risk management objectives and strategy for undertaking various hedging transactions the 
group also documents its assessment both at hedge inception and on an ongoing basis of whether the derivatives that are used in 
hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items
the fair values of various derivative instruments used for hedging purposes are disclosed in note 18 the full fair value of a hedging 
derivative is classified as a noncurrent asset or liability when the remaining hedged item is more than 12 months and as a current asset or 
liability when the remaining maturity of the hedged item is less than 12 months
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 tyman plc 
annual report and accounts 2013
78
cash flow hedges
the effective portion of changes in the fair value of the derivatives that are designated and qualify as cash flow hedges are recognised in 
other comprehensive income the gain or loss relating to 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 
when a hedging instrument expires or is sold or when a hedge no longer meets the criteria for hedge accounting any cumulative gain or 
loss existing in equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised in the income 
statement when a forecast transaction is no longer expected to occur the cumulative gain or loss that was reported in equity is 
immediately transferred to the income statement
net investment hedge
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
210 employee benefits
the group operates both defined contribution and defined benefit pension plans and postemployment medical plans
pension obligations
a defined contribution plan is a pension plan under which the group pays fixed contributions into publicly or privately administered pension 
insurance plans on a mandatory contractual or voluntary basis the group recognises contributions as an employee benefit expense when 
they are due and has no further payment obligations once the contributions have been paid the group has no legal or constructive 
obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits relating to employee 
service in the current or prior periods prepaid contributions are recognised as an asset to the extent that a cash refund in the future is 
available
a defined benefit plan is a pension plan that is not a defined contribution plan typically defined benefit plans define an amount of pension 
benefit an employee will receive on retirement this amount is usually dependent on one or more factors such as age years of service 
and compensation
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 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
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
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 at the earlier of the following dates
  when the group can no longer withdraw the offer of those benefits and
  when the entity recognises costs for a restructuring that is within the scope of ias 37 and involves the payment of termination benefits
notes to the financial statements continued
2 summary of significant accounting policies continued tyman plc 
annual report and accounts 2013
79
strategic report
directors’ report
financial statements
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
211 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 provisions are not recognised for future operating losses
212 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 
finance leases are capitalised at the commencement of the lease at the lower of the fair value of the leased property or 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 rentals payable under operating leases are charged to the income statement on a 
straightline basis over the lease term
213 sharebased payments
the group operates an equitysettled sharebased compensation plan 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
214 share capital
ordinary shares are classified as equity incremental costs directly attributable to the issue of new ordinary shares or options are shown in 
equity as a deduction net of tax from the proceeds
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 owners until the shares are 
cancelled or reissued where such shares are subsequently 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 owners
215 segment reporting
operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decisionmakers the 
chief operating decisionmakers defined as the board of directors are responsible for allocating resources and assessing performance of 
the operating segments tyman plc 
annual report and accounts 2013
80
216 revenue recognition
revenue is measured at the fair value of the consideration received or receivable and represents the amounts receivable for goods 
supplied stated net of discounts returns and value added taxes
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 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
217 current and deferred taxation
income tax credit comprises current tax and deferred tax tax is recognised in the income statement except to the extent that it relates to 
items recognised in other comprehensive income or directly in equity in which case it is recognised in other comprehensive income or 
directly in equity
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 recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying 
amounts in the consolidated financial statements no deferred tax liabilities are recognised if it arises from the initial recognition of
  goodwill
  an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting 
nor taxable profit or loss
deferred income tax is determined using tax rates that have been enacted or substantively enacted by the balance sheet date and are 
expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled
deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the 
temporary differences can be utilised
deferred income tax liabilities are provided on taxable temporary differences arising on investments in subsidiaries except for deferred 
income tax liability where the timing of the reversal of the temporary difference is controlled by the group and it is probable that the 
temporary difference will not reverse in the foreseeable future
deferred income tax assets are recognised on deductible temporary differences arising from investments in subsidiaries only to the extent 
that it is probable the temporary difference will reverse in the future and there is sufficient taxable profit against which the temporary 
difference can be utilised
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 the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the 
same tax entity or different taxable entities where there is an intention to settle the balances on a net basis
218 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 6 include oneoff redundancy and restructuring costs and transactions costs associated with 
merger and acquisition activity
219 foreign exchange
2191 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
2192 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
notes to the financial statements continued
2 summary of significant accounting policies continued tyman plc 
annual report and accounts 2013
81
strategic report
directors’ report
financial statements
2193 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
220 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
221 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 items – these are largely oneoff in nature and therefore create volatility in reported earnings
  amortisation of borrowing costs amortisation and accelerated amortisation of intangible assets impairment of intangible assets and 
goodwill and unwinding of discount on provisions – these are noncash in nature and the events giving rise to them are expected to be 
infrequent
222 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
2221 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
acquisition accounting
ifrs 3 requires assets and liabilities acquired to be recorded at fair value and to separately identify intangible assets from goodwill initially 
measuring each group of intangible assets at fair value groups of intangible assets include purchased brands and customer relationships 
there is judgement involved in estimating fair value particularly in relation to identifiable intangible assets which 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 24 
carrying value of goodwill and intangibles
as set out in notes 10 and 11 to the group financial statements as at 31 december 2013 the group had goodwill of £2448 million with 
intangible assets amounting in total to £1096 million an impairment review using a value in use calculation has been performed for each 
cash generating unit there is significant judgement involved in determining appropriate assumptions to use in the calculations including 
the forecasted cash flows of each cash generating unit and appropriate discount rates relative to the company’s cost of capital these 
assumptions have been subjected to sensitivity analyses details of estimates used and sensitivities in the impairment reviews are set out in 
note 10
provisions
the group has provisions of £97 million as at 31 december 2013 as outlined in note 19 to the group financial statements which by their 
nature are uncertain and highly judgemental provisions are measured at the directors’ best estimate of the expenditure required to settle 
the obligation at the balance sheet date based on the nature of the provisions the potential outcomes any developments relating to 
specific claims and previous experience tyman plc 
annual report and accounts 2013
82
carrying value of inventory
as set out in note 13 to the group financial statements as at 31 december 2013 the group had gross inventories of £470 million and 
provisions for slowmoving and obsolete inventories of £63 million inventories are stated at the lower of cost and net realisable value with 
due allowance for excess obsolete or slowmoving items group management exercises judgement in assessing net realisable value and 
provisions for slowmoving and obsolete inventory which is based on current assessments of future demand market conditions and new 
product development initiatives 
carrying value of trade receivables
as set out in note 14 to the group financial statements as at 31 december 2013 the group had gross trade receivables of £320 million 
and provisions for bad debts of £21 million 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 write down is determined as the difference between the 
carrying amount and present value of estimated future cash flows group management exercises judgement in assessing the amount of 
any write downs required which is based on current assessments of the creditworthiness of current customers 
2222 other 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
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 21
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 20
3 segment information
the reporting segments reflect the manner in which performance is evaluated and resources allocated during 2013 the board in its 
capacity as the group’s chief operating decision maker reviewed the continuing appropriateness of the group’s operating segment 
disclosures the group operates through three clearly defined divisions – amesbury grouphomesafe and schlegel international – each 
headed by a divisional ceo and each reporting to the board via the group ceo and cfo on a regular basis accordingly the board has 
concluded 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
for 2013 the board considers it appropriate that truth hardware “truth” be disclosed as an additional segment given its size and the fact 
that throughout the year it was managed as a stand alone entity with its own ceo and management team from january 2014 our north 
american businesses have been managed as a single entity with an integrated management team accordingly truth has been incorporated 
into the amesbury operating segment from the start of 2014 the 2014 results will therefore not include truth as a distinct operating 
segment
each operating segment broadly represents the group’s geographical focus being the north american amesbury and truth united 
kingdom grouphomesafe and international schlegel international operations the schlegel international segment includes schlegel 
building products formerly linear the group’s ukbased manufacturer of pile weatherstrip and extrusions
notes to the financial statements continued
2 summary of significant accounting policies continued tyman plc 
annual report and accounts 2013
83
strategic report
directors’ report
financial statements
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
revenue
2013 
£’000
2012 
£’000
amesbury 132352 118600
truth hardware 42900 –
total north america 175252 118600
grouphomesafe 86047 73345
schlegel international 36755 36808
total from continuing operations 298054 228753
included within schlegel international segment are revenues attributable to the united kingdom of £6401000 2012 £5483000
no revenue from any single customer exceeds 10 of total revenue from continuing operations
result
note
2013 
£’000
2012 
£’000
restated
amesbury 14562 11506
truth hardware 7688 –
total north america 22250 11506
grouphomesafe 10496 8972
schlegel international 398 2480
underlying operating profit 32348 22958
property provision release – 2021
exceptional items 6 10903 2574
amortisation of intangible assets 11 16605 10754
accelerated amortisation of intangible assets and impairment of intangible assets and goodwill 1011 529 32866
operating profitloss 4311 21215
net finance costs 7 3517 4618
profitloss before tax and discontinued operations 794 25833
other profit and loss disclosures
depreciation cost of goods sold
2013 
£’000
2012 
£’000
2013 
£’000
2012 
£’000
amesbury 3169 2779 91560 83555
truth hardware 974 – 27772 –
total north america 4143 2779 119332 83555
grouphomesafe 1374 1274 55966 48961
schlegel international 820 838 23460 21507
total from continuing operations 6337 4891 198758 154023 tyman plc 
annual report and accounts 2013
84
segment assets and liabilities
at 31 december 2013
amesbury 
£’000
truth 
hardware 
£’000
total 
north america 
£’000
grouphomesafe 
£’000
schlegel 
international 
£’000
total 
£’000
segment assets
total segment assets 212360 145302 357662 117310 37479 512451
unallocated assets 12980
consolidated total assets 525431
segment liabilities
total segment liabilities 32471 28726 61197 28068 7422 96687
unallocated liabilities
2
125804
consolidated total liabilities 222491
noncurrent assets
1
165038 122773 287811 83197 23374 394382
other segment information
employee benefit liability 7478 – 7478 – – 7478
goodwill 104397 63505 167902 61910 15033 244845
intangible assets 41255 49209 90464 16708 2423 109595
capital expenditure
 –  property plant and equipment 4518 952 5470 1271 618 7359
 –  intangible assets 969 – 969 233 84 1286
at 31 december 2012
amesbury 
£’000
truth 
hardware 
£’000
total 
north america 
£’000
grouphomesafe 
£’000
schlegel 
international 
£’000
total 
£’000
segment assets
total segment assets 213676 – 213676 119113 37515 370304
unallocated assets 18669
consolidated total assets 388973
segment liabilities
total segment liabilities 30127 – 30127 25702 8818 64647
unallocated liabilities
2
76437
consolidated total liabilities 141084
noncurrent assets
1
176639 – 176639 87397 24479 288515
other segment information
employee benefit liability 11230 – 11230 – – 11230
goodwill 107375 – 107375 61910 15611 184896
intangible assets 50542 – 50542 20794 2498 73834
capital expenditure
–  property plant and equipment 3681 – 3681 859 777 5317
–  intangible assets 1118 – 1118 122 115 1355
1 noncurrent assets exclude amounts relating to deferred tax assets
2 included within unallocated segment liabilities are borrowings of £122253000 2012 £71032000 provisions of £1200000 2012 £2269000 and other liabilities of £2351000 
2012 £3136000
noncurrent assets of the schlegel international segment include £3650000 2012 £3460000 attributable to the united kingdom
notes to the financial statements continued
3 segment information continued tyman plc 
annual report and accounts 2013
85
strategic report
directors’ report
financial statements
4 operating profitloss from continuing operations
operating profitloss from continuing operations is stated after chargingcrediting the following
note
2013 
£’000
2012 
£’000
depreciation of property plant and equipment 6337 4891
amortisation of intangible assets 11 16605 10754
amortisation of intangible assets – accelerated basis 11 – 12566
impairment of intangible assets 11 529 9570
impairment of goodwill 10 – 10730
operating lease rentals 4632 4598
foreign exchange gainloss 120 318
the analysis of auditors’ remuneration is as follows
2013 
£’000
2012 
£’000
audit of the parent company and consolidated financial statements 97 99
audit of subsidiaries 403 344
total audit 500 443
auditrelated assurance services 27 –
other assurance services 700 –
total assurance services 1227 443
tax compliance services 24 –
corporate finance services 873 –
other nonaudit services 22 104
total nonaudit services 1646 104
total fees 2146 547
5 employees
number of employees
the average monthly number of employees including directors of the group during the financial year was
2013 2012
administration 252 219
operations 1866 1486
sales 199 166
2317 1871
the number of employees including directors of the group as at 31 december was
2013 2012
administration 276 236
operations 2226 1477
sales 221 175
2723 1888
employment costs
employment costs of these employees during the year were as follows
note
2013 
£’000
2012 
£’000 
restated
wages and salaries 74049 53202
social security costs 7052 5389
sharebased payments 23 681 482
pension costs – defined contribution schemes 1153 1450
pension costs – defined benefit schemes 21 583 571
other postretirement benefits 21 221 179
83739 61273 tyman plc 
annual report and accounts 2013
86
directors’ remuneration
the remuneration payable to directors considered to be the group’s key management personnel was as follows
2013 
£’000
2012 
£’000
shortterm employee benefits
1
961 864
sharebased payments 243 180
1204 1044
1 shortterm employee benefits exclude directors’ remuneration for deferred share bonus plan and ltip awards
full details of individual directors’ remuneration are given in the remuneration report on pages 48 to 65
6 exceptional items
exceptional items from continuing operations
2013 
£’000
2012 
£’000
redundancy restructuring inventory obsolescence alignment and warranty costs 2650 1608
transaction costs associated with ma activity 4515 966
truth integration costs 1434 –
writeoff of truth inventory fair value adjustment 2304 –
10903 2574
redundancy restructuring inventory obsolescence alignment and warranty costs
included within this category is a charge of £887000 relating to changes made to the group’s provision estimate for slowmoving 
inventory held for greater than one year and followed a review of the group’s overall inventory provisioning methodology undertaken on 
acquisition of truth hardware note 24 the group believes that aligning tyman’s inventory obsolescence calculation with that of truth 
hardware is appropriate given the enlarged group’s experience of slowmoving and obsolete inventory the remainder of this category 
relates to exceptional costs incurred as a result of the restructuring of the european footprint and the changes made to the north 
american management team 
transaction costs associated with ma activity
these costs principally relate to the transaction costs including antitrust fees which are directly attributable to the acquisition truth 
hardware note 24
truth integration costs
these costs are nonrecurring costs incurred as a result of integrating truth hardware of the £1434000 integration costs £850000 
comprise noncash writedowns of discontinued products and product lines
writeoff of truth inventory fair value adjustment
this charge relates to the ifrs requirement that finished goods held in inventory must be revalued to their market value on acquisition as 
the inventory acquired at the date of acquisition has been substantially sold in the subsequent six months this uplift in the book value has 
been written off as exceptional as the cost is considered to be of a oneoff nature and is of a magnitude that would distort the underlying 
trading result of truth hardware in the period
notes to the financial statements continued
5 employees continued tyman plc 
annual report and accounts 2013
87
strategic report
directors’ report
financial statements
7 finance income and costs
finance income and costs from continuing operations
note
2013 
£’000
2012
 £’000 
restated
finance income
interest income from shortterm bank deposits 137 276
ineffective portion of changes in value of cash flow hedges – 80
137 356
finance costs
interest payable on bank loans and overdraft 3494 3620
amortisation of borrowing costs 997 681
unwinding of discount on provisions 19 29 271
pension scheme and other finance costs 405 402
4925 4974
exceptional foreign exchange gain 1271 –
net finance costs 3517 4618
included within interest income from shortterm deposits is £2000 relating to truth hardware 
included within interest payable on bank loans and overdraft is £894000 associated with the us100 million loan drawn down for the 
truth hardware acquisition see note 24 
8 income tax credit
81 tax on profit on ordinary activities from continuing operations
2013 
£’000
2012 
£’000
current tax
current tax on profitloss for the year 4162 4059
adjustments in respect of prior periods 373 401
total current tax 3789 4460
deferred tax
origination and reversal of temporary differences 2273 6522
adjustment due to deferred tax rate change 1455 1200
adjustments in respect of prior periods 223 –
exceptional adjustments in respect of prior periods – 438
total deferred tax 3951 8160
income tax credit in the income statement 162 3700
tax chargecredit relating to components of other comprehensive income is as follows
deferred tax chargecredit on actuarial gains and losses 1313 820
deferred tax credit on sharebased payments 772 –
income tax chargecredit in the statement of comprehensive income 541 820
total current taxation 3789 4460
total deferred taxation 3410 8980
total taxation 379 4520
the standard rate of corporation tax in the uk changed from 24 to 23 with effect from 1 april 2013 accordingly the group’s uk 
profits for this accounting period are taxed at an effective rate of 2325 2012 2450 a tax rate of 21  from 1 april 2014 and a tax 
rate of 20 from 1 april 2015 were substantively enacted in july 2013 the group’s uk deferred tax assets and liabilities have been 
remeasured at a rate of 20 being the rate applicable during the period the deferred tax assets and liabilities are expected to be utilised
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 tyman plc 
annual report and accounts 2013
88
82 reconciliation of the total tax credit from continuing operations
the tax assessed for the year differs from the standard rate of tax in the uk of 2325 2012 245 the differences are explained below
2013 
£’000
2012 
£’000
profitloss before taxation 794 25833
rate of corporation tax in the uk of 2325 2012 245 185 6329
effects of
income not taxable for tax purposes 43 3214
overseas tax rate differences 1661 652
adjustment due to deferred tax rate change 1455 1200
adjustment in respect of prior periods 596 37
income tax credit 162 3700
9 earnings per share
2013 
£’000
2012 
£’000
profitloss for the year – continuing operations 956 22133
profit for the year – discontinued operations – 37374
956 15241
basic earningsloss per share
from continuing operations 063p 1707p
from discontinued operations – 2883p
063p 1176p
diluted earningsloss per share
from continuing operations 062p 1707p
from discontinued operations – 2837p
062p 1130p
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
2013 
‘000
2012
 ‘000
weighted average number of shares including treasury shares 157337 137287
treasury and employee benefit trust shares 4492 7643
weighted average number of shares – basic 152845 129644
effect of dilutive potential ordinary shares – ltip awards and options 2229 2108
weighted average number of shares – diluted 155074 131752
nongaap measure
underlying earnings per share
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
notes to the financial statements continued
8 income tax credit continued tyman plc 
annual report and accounts 2013
89
strategic report
directors’ report
financial statements
underlying profit after taxation from continuing operations is derived as follows
note
2013 
£’000
2012 
£’000
profitloss before taxation from continuing operations 794 25833
exceptional items 6 10903 2574
exceptional foreign exchange gain 7 1271 –
amortisation of borrowing costs 7 997 681
amortisation of intangible assets 11 16605 10754
amortisation of intangible assets – accelerated basis 11 – 12566
impairment of goodwill 10 – 10730
impairment of intangible assets 11 529 9570
unwinding of discount on provisions 7 29 271
underlying profit before taxation from continuing operations 28586 21313
income tax credit 8 162 3700
add back adjustment due to tax rate change 8 1455 1200
add back exceptional prior period tax adjustments 8 – 438
add back tax effect of exceptional items exceptional foreign exchange gain amortisation of 
borrowing costs amortisation and accelerated amortisation of intangible assets impairment of 
intangible assets and unwinding of discount on provisions 6345 8477
underlying profit after taxation from continuing operations 20948 14898
property provision release – 2021
tax effect of property provision release – 495
underlying profit after taxation from continuing operations before property provision 
release 20948 13372
underlying profit after taxation from discontinued operations is derived as follows
2013 
£’000
2012 
£’000
profit before taxation from discontinued operations – 37010
exceptional items – 215
underlying profit before taxation from continuing operations – 37225
income tax credit – 364
add back adjustment due to tax rate change – 2
add back tax effect of exceptional costs – 53
underlying profit after taxation from discontinued operations – 37534
underlying earnings per share is summarised as follows
2013 2012
basic earnings per share
from continuing operations 1371p 1149p
from discontinued operations – 2895p
1371p 4044p
diluted earnings per share
from continuing operations 1351p 1131p
from discontinued operations – 2849p
1351p 3980p
underlying earnings per share before property provision release is summarised as follows
2013 2012
basic earnings per share 1371p 1031p
diluted earnings per share 1351p 1015p tyman plc 
annual report and accounts 2013
90
10 goodwill
note £’000
cost and net carrying value
at 1 january 2012 213678
recognised on acquisition of subsidiaries 3237
derecognised on disposal of subsidiaries 14307
impairment 10730
exchange difference 6982
at 31 december 2012 184896
recognised on acquisition of subsidiaries 24 68978
exchange difference 9029
at 31 december 2013 244845
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 2013 as follows
2013 
£’000
2012 
£’000
amesbury 104397 107375
truth hardware 63505 –
total north america 167902 107375
grouphomesafe 61910 61910
schlegel international 15033 15611
244845 184896
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 150 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 2013 are as follows
average pretax  
discount rate
average revenue growth  
for years one to five
2013 2012 2013 2012
amesbury 141 124 125 81
grouphomesafe 102 117 60 36
schlegel international 126 145 100 98
truth hardware 137 na 45 na
impairment review results 2013
a review of the carrying values of goodwill and intangible assets across the group has been carried out in the light of current trading and 
prospects as a result of the annual impairment reviews no impairment losses have been recognised in the year
whilst economic conditions in the european markets remain challenging the goodwill and intangible asset balances are considered 
sustainable based on current projections if markets continue to deteriorate this could give rise to a further impairment charge at a future 
date
impairment review results 2012
the results of the impairment review process in 2012 indicated that the carrying value of goodwill in the schlegel international cgu was 
unsupportable and that impairment was necessary an impairment charge of £107 million was recognised in administrative expenses in 
the income statement
notes to the financial statements continued tyman plc 
annual report and accounts 2013
91
strategic report
directors’ report
financial statements
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 57 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 given the strengthened management structure and improving economic prospects in the 
markets in which this cgu operates it is considered unlikely that such a sustained deterioration in revenue will occur
11 intangible assets
note
computer 
software 
£’000
acquired 
brands 
£’000
customer 
relations 
£’000
total 
£’000
cost
at 1 january 2012 716 33719 122087 156522
additions 1279 76 – 1355
disposals 8 8984 – 8992
recognised on acquisition of subsidiaries – 5534 4667 10201
derecognised on disposal of subsidiaries – – 1238 1238
exchange difference 77 831 4303 5211
at 31 december 2012 1910 29514 121213 152637
additions 1178 108 – 1286
recognised on acquisition of subsidiaries 24 56 15108 41419 56583
exchange difference 217 1649 5200 7066
at 31 december 2013 2927 43081 157432 203440
accumulated amortisation
at 1 january 2012 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 – – 660 660
exchange difference 46 446 1420 1912
at 31 december 2012 347 17055 61401 78803
amortisation for the year
1
262 3293 13050 16605
impairment – – 529 529
exchange difference 117 460 1515 2092
at 31 december 2013 492 19888 73465 93845
net book value
at 1 january 2012 428 17981 80638 99047
at 31 december 2012 1563 12459 59812 73834
at 31 december 2013 2435 23193 83967 109595
1 amortisation for the year is included in administrative expenses in the income statement
impairment
2013 impairment charge
the impairment charge on customer relations of £529000 relates to intangibles acquired as part of the unique acquisition in 2012 the 
impairment was necessitated by the transfer and integration of the unique business and assets to the group’s statesville facility part of 
the amesbury division
2012 impairment charge
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 £1837000 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 net book value giving rise to an 
impairment loss in 2012 impairment losses were recognised in administrative expenses in the income statement tyman plc 
annual report and accounts 2013
92
12 property plant and equipment
note
freehold land 
and buildings 
£’000
plant and 
machinery 
£’000
total 
£’000
cost
at 1 january 2012 15182 62635 77817
additions 773 4689 5462
disposals – 3110 3110
transfers between fixed asset type 92 92 –
acquisition of subsidiaries – 935 935
disposal of subsidiaries – 3793 3793
exchange difference 444 1938 2382
at 31 december 2012 15603 59326 74929
additions 144 7215 7359
disposals 593 3257 3850
transfers between fixed asset type 66 66 –
acquisition of subsidiaries 24 4404 6612 11016
exchange difference 459 6059 6518
at 31 december 2013 19165 63771 82936
accumulated amortisation
at 1 january 2012 3671 43685 47356
charge for the year 482 4603 5085
disposals – 3040 3040
disposal of subsidiaries – 2845 2845
exchange difference 109 1303 1412
at 31 december 2012 4044 41100 45144
charge for the year 617 5720 6337
disposals 264 2985 3249
exchange difference 42 5196 5238
at 31 december 2013 4355 38639 42994
net book value
at 1 january 2012 11511 18950 30461
at 31 december 2012 11559 18226 29785
at 31 december 2013 14810 25132 39942
depreciation relating to continuing operations in the year of £6337000 2012 £4891000 is included in administrative expenses in the 
income statement depreciation relating to discontinued operations of £nil 2012 £194000 is included in profit for the year from 
discontinued operations
13 inventories
2013 
£’000
2012 
£’000
raw materials and consumables 14921 11417
work in progress 2987 1148
finished goods 22760 14993
40668 27558
the cost of materials charged to the income statement during the year ended 31 december 2013 was £134958000 2012 £106110000
as at 31 december 2013 inventories are stated net of an allowance for excess obsolete or slowmoving items of £6294000 2012 
£5110000
an impairment charge of £1077000 2012 £744000 was recognised in respect of inventories during the year no inventories 2012 
£34000 were written down to net realisable value
there were no borrowings secured on the inventories of the group 2012 £nil
notes to the financial statements continued tyman plc 
annual report and accounts 2013
93
strategic report
directors’ report
financial statements
14 trade and other receivables
2013 
£’000
2012 
£’000
trade receivables 32012 25547
less provision for impairment of trade receivables 2139 1855
trade receivables – net 29873 23692
other receivables – net 1625 547
prepayments and accrued income 2975 3030
34473 27269
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 2013 trade receivables of £24546000 2012 £20462000 were considered to be fully performing
net trade receivables of £5327000 2012 £3230000 were past due but not impaired as at 31 december 2013 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 2013
trade receivables 24546 – 5282 45 –
at 31 december 2012
trade receivables 20462 – 3109 96 25
all of the group’s trade and other receivables have been reviewed for impairment at 31 december 2013 trade receivables of £2139000 
2012 £1855000 were determined to be specifically impaired and provided for the individually impaired receivables mainly relate to 
customers affected by difficult economic circumstances
movements on the provisions for impairment of trade receivables are as follows
 
note
2013 
£’000
2012 
£’000
at 1 january 1855 2558
provision for receivables impairment 555 824
receivables written off during the year as uncollectible 208 666
unused amounts reversed 175 629
acquisition of subsidiaries 24 142 156
disposal of subsidiaries – 350
exchange difference 30 38
at 31 december 2139 1855
the creation of provisions for impaired trade receivables is included in administrative expenses in the income statement
ageing of impaired trade receivables
 
2013 
£’000
2012 
£’000
trade receivables within normal terms not fully performing 1493 1001
trade receivables past due date and aged up to three months from invoice date 453 757
trade receivables past due date and aged between three and twelve months after invoice date 193 97
2139 1855 tyman plc 
annual report and accounts 2013
94
the carrying amounts of the group’s trade and other receivables are denominated in the following currencies
2013 
£’000
2012 
£’000
british pounds 12618 11685
us dollars 16548 10523
euros 3391 2804
other currencies 1916 2257
34473 27269
15 cash and cash equivalents
2013 
£’000
2012 
£’000
cash at bank and in hand 58430 49472
shortterm bank deposits 2369 903
bank overdrafts 17192 14518
43607 35857
the carrying amounts of the group’s cash and cash equivalents are denominated in the following currencies
2013 
£’000
2012 
£’000
british pounds 13989 22960
us dollars 23648 8660
euros 3026 2570
other currencies 2944 1667
43607 35857
16 trade and other payables
2013 
£’000
2012 
£’000
trade payables 31235 19015
other taxes and social security costs 1146 1762
accruals and deferred income 20534 13773
52915 34550
analysed as
current liabilities 51348 32375
noncurrent liabilities 1567 2175
52915 34550
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
2013 
£’000
2012 
£’000
british pounds 18068 14723
us dollars 28488 13101
euros 4117 4511
other currencies 2242 2215
52915 34550
notes to the financial statements continued
14 trade and other receivables continued tyman plc 
annual report and accounts 2013
95
strategic report
directors’ report
financial statements
17 interestbearing loans and borrowings
2013 
£’000
2012 
£’000
unsecured borrowing at amortised cost
bank loans 124509 72775
capitalised borrowing costs 2256 1743
122253 71032
secured borrowing at amortised cost
bank loans 45 64
122298 71096
analysed as
current liabilities 6834 7521
noncurrent liabilities 115464 63575
122298 71096
on 1 july 2013 the group drew down us100 million under the new multicurrency loan facility for the purposes of funding the truth 
acquisition note 24 the facility extends to and is repayable in full on 30 june 2015 is unsecured and guaranteed by tyman plc and its 
principal subsidiary undertakings
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
2013 
£’000
2012 
£’000
floating rate
expiring beyond 12 months 29674 29594
the carrying amounts of the group’s interestbearing loans and borrowings are denominated in the following currencies
2013 
£’000
2012 
£’000
british pounds 21247 25807
us dollars 101051 45289
122298 71096
18 derivative financial instruments
2013 
£’000
2012 
£’000
interest rate swaps – cash flow hedges
current liabilities – –
noncurrent liabilities 767 605
767 605
cash flow hedges
the full fair values 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 2013 were £511 million 2012 
£583 million tyman plc 
annual report and accounts 2013
96
during the year a loss of £163000 2012 a gain of £92000 was recognised in the statement of comprehensive income and £nil 2012 a 
credit of £80000 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 2013
british pound swaps £18800 11682 06266 £277
us dollar swaps 53200 10950 04573 809
at 31 december 2012
british pound swaps £21200 11670 06675 £204
us dollar swaps 59900 10940 05130 649
the maximum exposure to credit risk at the reporting date is the fair value of the derivative assets in the balance sheet
refer note 253 for the fair value measurement methodology
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 £101007000 at 31 december 2013 2012 £46334000 this 
hedge is considered highly effective and no ineffective portion has been recognised in profit or loss
19 provisions
note
property 
related 
£’000
restructuring 
£’000
warranty 
£’000
other 
£’000
total 
£’000
at 1 january 2012 9923 199 2253 3622 15997
chargedcredited to the income statement
–  additional provision in the 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
acquisition of subsidiaries 24 10 – 1292 561 1863
chargedcredited to the income statement
 –  additional provision in the year 69 613 718 200 1600
 –  unused amounts reversed 322 – 127 650 1099
utilised in the year 649 262 1321 – 2232
unwinding of discount 29 – – – 29
reclassification to other payables – – 256 – 256
exchange differences 1 20 68 46 133
at 31 december 2013 5606 345 2074 1716 9741
analysed as
2013 
£’000
2012 
£’000
current liabilities 2641 2456
noncurrent liabilities 7100 7513
9741 9969
current liabilities are those aspects of provisions that are expected to be utilised within the next year
notes to the financial statements continued
18 derivative financial instruments continued tyman plc 
annual report and accounts 2013
97
strategic report
directors’ report
financial statements
property related
property provisions include provisions for onerous leases of £4210000 2012 £5125000 and leasehold dilapidations of £1396000 
2012 £1343000 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 292
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 292
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 restructured business units and are expected to be utilised by the 
end of 2014
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
20 deferred tax
the analysis of deferred tax assets and deferred tax liabilities is as follows
2013 
£’000
2012 
£’000
deferred tax assets 12102 9774
deferred tax liabilities 29292 11766
deferred tax liabilities net 17190 1992
the net movement in deferred tax is as follows
note
2013 
£’000
2012 
£’000
at 1 january 1992 9323
acquisition of subsidiaries 24 20074 2229
disposals of subsidiaries – 144
income statement credit 8 3951 8249
tax chargecredit relating to components of other comprehensive income 8 541 820
exchange difference 1466 347
at 31 december 17190 1992
an income statement credit relating to discontinued operations of £nil 2012 £89000 is included in profit for the year from discontinued 
operations
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 tyman plc 
annual report and accounts 2013
98
deferred tax assets
accelerated tax 
depreciation 
£’000
postretirement 
benefit 
provisions 
£’000
purchased 
goodwill  
£’000
other timing 
differences 
£’000
total 
£’000
at 1 january 2012 135 3304 5439 740 9618
acquisition of subsidiaries – – 122 – 122
income statement chargecredit 54 136 735 376 549
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
reclassification to deferred tax liabilities – – 3822 638 4460
income statement chargecredit 70 42 2299 872 1455
tax chargecredit relating to components of other comprehensive income – 1313 – 772 541
exchange difference 17 11 23 119 136
at 31 december 2013 48 2548 6221 3285 12102
deferred tax liabilities
accelerated tax 
depreciation 
£’000
intangible 
assets on 
acquisition 
£’000
other timing 
differences 
£’000
total
 £’000
at 1 january 2012 2112 16508 321 18941
acquisition of subsidiaries – 2351 – 2351
disposals of subsidiaries – 144 – 144
income statement credit 11 8461 326 8798
exchange difference 94 513 23 584
at 31 december 2012 2007 9741 18 11766
transfer between categories – 656 656 –
reclassification from deferred tax assets – 3822 638 4460
acquisition of subsidiaries – 19897 177 20074
income statement chargecredit 821 6227 – 5406
exchange difference 82 1507 13 1602
at 31 december 2013 2746 26382 164 29292
factors that may affect future tax charges
there are estimated tax losses of £16124000 2012 £14403000 within the group comprising capital losses of £4581000 2012 
£4581000 and trading losses of £11543000 2012 £9822000 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 24 to 23 with effect from 1 april 2013 accordingly the group’s uk 
profits for this accounting year are taxed at an effective rate of 2325 2012 2450
reductions in the uk corporation tax rate from 23 to 21  effective from 1 april 2014 and a further reduction to 20 effective from 1 
april 2015 were substantively enacted on 2 july 2013
these reductions in the uk corporation tax rate are likely to lead to a further reduction in the future uk current tax charge the deferred tax 
assets and liabilities at 31 december 2013 have been calculated based on the rate of 20 substantively enacted at 31 december 2013
the amounts of deferred tax not recognised are as follows
 
2013 
£’000
2012 
£’000
trading losses 1542 915
capital losses 916 1054
2458 1969
notes to the financial statements continued
20 deferred tax continued tyman plc 
annual report and accounts 2013
99
strategic report
directors’ report
financial statements
no deferred tax liability is recognised on temporary differences of £49300000 2012 £40500000 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
21 pensions and other postemployment benefit plans
211 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 2012 £nil included within employee benefit liabilities
212 defined benefit pension and postemployment medical benefit schemes
the table below outlines where the group’s postemployment amounts and activity are included in the financial statements
2013 
£’000
2012 
£’000 
restated
balance sheet obligations for
 –  defined pension benefits 3564 6993
 –  postretirement medical benefits 3914 4237
liability on the balance sheet 7478 11230
income statement charge for
1

 –  defined pension benefits 583 571
 –  postretirement medical benefits 221 179
804 750
remeasurements for
 –  defined pension benefits 3252 969
 –  postretirement medical benefits 361 1253
3613 2222
1 the income statement charge included within profitloss before taxation includes current service cost interest cost and past service costs
the 2012 comparatives have been restated to take account of the ias 19 revision which increased the comparative’s net pension charge in 
the income statement and reduced the charge to other comprehensive income by £02 million refer note 211
the group’s principal defined benefit pension scheme and postemployment medical benefit scheme are operated in the united states 
the defined benefit schemes provide benefits to members in the form of guaranteed level of pension payable for life the level of benefits 
provided depends on members’ length of service and their salary in the final years leading up to retirement for us plans pensions in 
payment do not receive inflationary increases the benefit payments are from trusteeadministered funds plan assets held in trusts are 
governed by local regulations and practice in the us as is the nature of the relationship between the group and the trustees and their 
composition responsibility for governance of the plans including investment and contribution schedules lies jointly with the group and 
the board of trustees the board of trustees must be composed of representatives of the company and plan participants in accordance 
with the plan’s regulations
the current service cost past service costs and expenses relating to the administration of the defined benefit schemes are included in the 
income statement within administrative expenses net expense is included within net finance income and costs actuarial gains and losses 
from participant experience changes in demographic assumptions changes in financial assumptions and net return on plan assets are 
recognised net of the related deferred tax in the consolidated statement of comprehensive income
other defined benefit pension schemes had net liabilities of £nil 2012 £nil
amounts recognised in the balance sheet are determined as follows
2013 
£’000
2012 
£’000 
restated
present value of funded obligations 21090 24159
fair value of plan assets 13612 12929
liability on the balance sheet 7478 11230 tyman plc 
annual report and accounts 2013
100
the movement in the defined benefit obligation over the year is as follows
present value 
of obligations 
£’000
fair value of 
plan assets 
£’000
total 
£’000
at 1 january 2012 21831 12099 9732
current service cost 276 – 276
interest expenseincome 937 535 402
administrative expenses – 72 72
1213 463 750
remeasurements
 –  return on plan assets excluding amounts included in interest income – 745 745
 –  loss from change in demographic assumptions 23 – 23
 –  loss from change in financial assumptions 3887 – 3887
 –  experience gain 943 – 943
2967 745 2222
exchange differences 1020 556 464
contributions
 –  employers – 1010 1010
 –  plan participants 49 49 –
payments from plans
 –  benefit payments 881 881 –
at 31 december 2012 24159 12929 11230
current service cost 298 – 298
interest expenseincome 910 505 405
administrative expenses – 101 101
1208 404 804
remeasurements
 –  return on plan assets excluding amounts included in interest income – 521 521
 –  loss from change in demographic assumptions 57 – 57
 –  gain from change in financial assumptions 2780 – 2780
 –  experience gain 369 – 369
3092 521 3613
exchange differences 342 308 34
contributions
 –  employers – 909 909
 –  plan participants 57 57 –
payments from plans
 –  benefit payments 900 900 –
at 31 december 2013 21090 13612 7478
the amounts recognised in the income statement are as follows
2013 
£’000
2012 
£’000
current service cost 298 276
expected administrative expense 101 72
net interest expense 405 402
804 750
of the total charge £399000 2012 £348000 and £405000 2012 £402000 were included in administrative expenses and finance 
income and costs respectively
notes to the financial statements continued
21 pensions and other postemployment benefit plans continued tyman plc 
annual report and accounts 2013
101
strategic report
directors’ report
financial statements
amounts recognised in the consolidated statement of comprehensive income in respect of the defined benefit pension and postretirement 
benefit schemes
2013 
£’000
2012 
£’000
net return on plan assets 521 745
loss from change in demographic assumptions 57 23
gainloss from change in financial assumptions 2780 3887
experience gain 369 943
3613 2222
plan assets comprise the following asset classes
2013 
£’000 
2012 
£’000 
equity instruments 3318 244 3415 264
large us equity 1996 2012
smallmid us equity 483 491
international equity 839 912
balancedasset allocation 682 50 672 52
fixed income 9612 706 8842 684
total 13612 1000 12929 1000
through its defined benefit pension plans and postemployment medical plans the group is exposed to a number of risks the most 
significant of which are detailed below
asset volatility the plan liabilities are calculated using a discount rate set with reference to corporate bond yields if plan assets 
underperform this yield this will create a deficit the us plans hold a significant proportion of fixed income 
investments comprising a mixture of government and corporate bonds and provides an acceptable level of 
investment risk to better match liabilities
the group believes that given the longterm nature of plan liabilities and the strength of the supporting group a 
level of continuing equity investment is an appropriate element of the group’s longterm strategy to manage the 
plans efficiently equities are expected to outperform corporate bonds in the longterm while providing volatility 
and risk in the shortterm as the plans mature the group intends to reduce the level of investment risk by 
investing more in assets that better match the liabilities
changes in  
bond yields
a decrease in corporate bond yields will increase plan liabilities although this will be partially offset by an increase 
in the value of the plans’ bond holdings
inflation risk some of the group’s pension obligations are linked to inflation and higher inflation will lead to higher liabilities 
although in most cases caps on the level of inflationary increases are in place to protect the plan against 
extreme inflation
the majority of the plans’ assets are either unaffected by fixed interest bonds or loosely correlated with equities 
inflation meaning that an increase in inflation will also increase the deficit in the us plans the pensions in 
payment are not linked to inflation so this is a less material risk
life expectancies the majority of the plans’ obligations are to provide benefits for the life of the member so increases in life 
expectancy will result in an increase in the plans’ liabilities
the significant actuarial assumptions were as follows
2013 
£’000
2012 
£’000
discount rate 45 37
inflation 23 23
salary growth rate na na
pension growth rate 00 00
health care cost trend
1
70 – 45 80 – 45
1  the level of healthcare contributions are capped and adopting a higher trend rate does not materially affect the liability tyman plc 
annual report and accounts 2013
102
assumptions regarding future mortality are set based on actuarial advice in accordance with published statistics and experience in each 
jurisdiction these assumptions translate into an average life expectancy in years for a pensioner retiring at age 65
2013 2012 
retiring at the end of the reporting year
 –  male 196 199
 –  female 215 217
retiring 20 years after the end of the reporting year
 –  male 196 213
 –  female 215 226
the sensitivity of the defined benefit obligation to changes in the weighted principal assumption is
impact on defined benefit obligation
change in assumption increase in assumption decrease in assumption
discount rate 025 decrease by 29 increase by 30
the above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant in practice this is 
unlikely to occur and changes in some of the assumptions may be correlated when calculating the sensitivity of the defined benefit 
obligation to significant actuarial assumptions the same methodology has been applied as when calculating the pension liability 
recognised within the statement of financial position
the methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous year
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 pension scheme and postemployment medical benefits in the year to december 2014 is £1277000
the weighted average duration of the defined benefit obligation is 109 years
the expected maturity analysis of undiscounted pension and postemployment medical benefits are as follows
at 31 december 2013
no later than 
one year 
£’000
between one 
to two years 
£’000
between two 
to five years 
£’000
later than 
five years
£’000
total 
£’000
pension benefits 800 831 2741 5373 9745
postemployment medical benefits 267 297 934 1510 3008
total 1067 1128 3675 6883 12753
22 share capital and share premium
number 
of shares
 ‘000
ordinary 
shares 
£’000
share 
premium 
£’000
at 1 january 2012 and 31 december 2012 137287 6864 101
proceeds from shares issued 32817 1641 69390
sale of treasury shares – – 6235
as at 31 december 2013 170104 8505 63256
on 23 may 2013 the group completed the fully underwritten firm placing and open offer of ordinary shares as part of the funding for the 
acquisition of truth hardware see note 24 gross proceeds of £734 million were raised through the sale of 6864000 treasury shares and 
the issue of 32816904 new ordinary shares at the issue price of 185 pence per share the sale of treasury shares resulted in a transfer of 
£62 million from the treasury reserve against share premium share issue costs of £24 million have been incurred to 31 december 2013 
netted against share premium
the total authorised number of ordinary shares is 180000000 2012 180000000 with a par value of 5 pence per share 2012 5 pence 
per share all issued shares are fully paid
notes to the financial statements continued
21 pensions and other postemployment benefit plans continued tyman plc 
annual report and accounts 2013
103
strategic report
directors’ report
financial statements
23 sharebased payments
in 2013 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 2013 was £681000 2012 £482000
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 the remuneration committee also has the 
discretion to adjust the number of shares vesting depending on the tyman performance during the vesting period 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 sharebased payment charge are as 
follows
ltip
valuation model probability model to predict eps levels
date of grant 14 november 2013
number granted 925217
share price at date of award 228 pence
fair value pence 106 pence
exercise price pence nil pence
expected life of award three years
vesting conditions continuous service and cumulative underlying eps  
over three years 2013 to 2015 in range of 450 to 515 pence
movements in the number of outstanding conditional awards of shares currently exercisable are as follows
2013 
number of 
shares 
‘000
2012
 number of 
shares
 ‘000
at 1 january 2994 2022
granted 925 1177
lapsed 104 205
at 31 december 3815 2994
details of treasury shares purchased
2013 
’000
2012 
’000
number of ordinary shares 1279 728
cost to company £2921 £1147 tyman plc 
annual report and accounts 2013
104
24 acquisition of subsidiaries
on 3 july 2013 the group completed the acquisition of truth hardware “truth” for a net cash consideration of us2047 million from 
melrose industries plc truth hardware is a manufacturer of operating hardware for residential and light commercial windows and doors in 
north america and comprises the usbased truth corporation located in owatonna minnesota where the business is headquartered 
and the canadianbased atlas located in brampton ontario this acquisition strategically enhances the group’s position in the north 
american door and window components market where the group sees significant opportunity for continued growth
recognised amounts of identifiable assets acquired and liabilities assumed
£’000
intangible assets 56583
property plant and equipment 11016
inventories 15539
trade and other receivables 9564
cash and cash equivalents 3289
trade and other payables 8708
current tax payable 209
deferred tax liabilities 20074
provisions 1863
total identifiable net assets 65555
goodwill arising on acquisition 68978
total consideration 134533
satisfied by
£’000
cash 134533
net cash flow arising on acquisition
£’000
cash consideration 134533
less cash and cash equivalents acquired 3289
131244
the fair value of financial assets includes trade receivables with a fair value of £8790000 and a gross contractual value of £8932000 the 
best estimate at the acquisition date of the contractual cash flows not recoverable is £142000
the group incurred acquisitionrelated costs of £4340000 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
revenue included in the consolidated income statement since 3 july 2013 contributed by truth was £429 million truth also contributed 
£22 million to the profit before taxation from continuing operations over the same period
had the acquisition of truth been completed on the first day of the financial year an additional £403 million of revenue and £69 million 
of profit 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 2014 any adjustment to the carrying 
value is unlikely to be significant to the individual acquisition
goodwill arising on acquisition is attributable to the expected profitability of the acquired business and the synergies expected to arise 
after the group’s acquisition of truth hardware
the estimated value of intangibles including goodwill deductible for tax purposes is £nil
notes to the financial statements continued tyman plc 
annual report and accounts 2013
105
strategic report
directors’ report
financial statements
25 financial instruments
251 financial instruments by category
assets as per balance sheet
2013 
£’000
2012 
£’000
loans and receivables
trade and other receivables
1
29873 23692
cash and cash equivalents 43607 35857
total 73480 59549
 
31 december 2013 31 december 2012
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
– 124554 124554 – 72839 72839
derivative financial instruments 767 – 767 605 – 605
trade and other payables
3
– 52915 52915 – 34550 34550
total 767 177469 178236 605 107389 107994
1  excludes nonfinancial assets
2 excludes capitalised borrowing costs of £2256000 2012 £1743000
3 excludes nonfinancial liabilities
252 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 interestbearing 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 2013 the group operated within its borrowing facilities tyman plc 
annual report and accounts 2013
106
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
not later than 
one year 
£’000
later than 
one year but 
not later than 
two years 
£’000
later than 
two years 
but no later 
than five years 
£’000
over 
five years 
£’000
total 
£’000
borrowings
1
8134 68777 47643 – 124554
derivative financial instruments – – 402 365 767
trade and other payables
2
51348 1567 – – 52915
at 31 december 2013 59482 70344 48045 365 178236
borrowings
1
8136 8136 56567 – 72839
derivative financial instruments – – 287 318 605
trade and other payables
2
32375 2175 – – 34550
at 31 december 2012 40511 10311 56854 318 107994
1 excludes capitalised borrowing costs of £2256000 2012 £1743000
2 excludes nonfinancial liabilities
interest rate risk
the interest rate profile of the group’s borrowings as at 31 december 2013 was as follows
floating rate 
borrowings
1
 
£’000
fixed rate 
borrowings 
£’000
total 
£’000
at 31 december 2013
british pounds 23503 – 23503
us dollars 101051 – 101051
124554 – 124554
at 31 december 2012
british pounds 27550 – 27550
us dollars 45289 – 45289
72839 – 72839
1 excludes capitalised borrowing costs of £2256000 2012 £1743000
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 
swaps 
£’000
swap
fixed rate 

at 31 december 2013
british pounds 23503 18800 11682
us dollars 101051 32262 10950
124554 51062
at 31 december 2012
british pounds 27550 21200 11670
us dollars 45289 37065 10940
72839 58265
1 excludes capitalised borrowing costs of £2256000 2012 £1743000
notes to the financial statements continued
25 financial instruments continued tyman plc 
annual report and accounts 2013
107
strategic report
directors’ report
financial statements
interest rate sensitivity
the impact of a 50 basis point movement in floating interest rates on borrowings would have a c £500000 2012 £400000 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 03 per cent during the year 2012 124 per cent
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 2013 2012
us dollars 16490 16161
euros 11978 12227
average rates
us dollars 15646 15848
euros 11780 12329
foreign currency exchange rate sensitivity
foreign currency financial assets and liabilities translated into british pounds at the closing rate are as follows
british 
pounds 
£’000
us dollars 
£’000
euros 
£’000
other 
£’000
total 
£’000
at 31 december 2013
financial assets
trade and other receivables
1
11097 14632 2739 1405 29873
cash and cash equivalents 13989 23648 3026 2944 43607
25086 38280 5765 4349 73480
financial liabilities
borrowings
2
23503 101051 – – 124554
derivative financial instruments 277 490 – – 767
trade and other payables
3
18068 28488 4117 2242 52915
41848 130029 4117 2242 178236
potential impact on profit or loss – lossgain
10 increase in functional currency 911 212 117 816
10 decrease in functional currency 1114 259 143 998
potential impact on other comprehensive income – lossgain
10 increase in functional currency 537 144 214 895
10 decrease in functional currency 656 176 261 1093 tyman plc 
annual report and accounts 2013
108
british 
pounds 
£’000
us dollars 
£’000
euros 
£’000
other 
£’000
total 
£’000
at 31 december 2012
financial assets
trade and other receivables
1
10513 8922 2423 1834 23692
cash and cash equivalents 22960 8660 2570 1667 35857
33473 17582 4993 3501 59549
financial liabilities
borrowings
2
26441 46398 – – 72839
derivative financial instruments 204 401 – – 605
trade and other payables
3
14723 13101 4511 2215 34550
41368 59900 4511 2215 107994
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
1  excludes nonfinancial assets
2 excludes capitalised borrowing costs of £2256000 2012 £1743000
3 excludes nonfinancial liabilities
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 leverage 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
2013 
£’000
2012  
£’000
total borrowings
1
124554 72839
less cash and cash equivalents 15 43607 35857
80947 36982
total equity 302940 247889
total capital 383887 284871
1 excludes capitalised borrowing costs of £2256000 2012 £1743000
notes to the financial statements continued
25 financial instruments continued tyman plc 
annual report and accounts 2013
109
strategic report
directors’ report
financial statements
253 fair value estimation
the group’s derivative financial instrument used for hedging is measured at fair value the group uses the following hierarchy for 
measuring fair value
  level 1 quoted prices unadjusted in active markets for identical assets or liabilities
  level 2 inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly or indirectly
  level 3 inputs for the asset or liability that are not based on observable market data
derivatives shown at fair value in the balance sheet have been valued by reference to level 2 techniques described above
there were no transfers between levels during the year
valuation techniques used to derive level 2 fair values
level 2 hedging derivatives comprise interest rate swaps fair valued using forward interest rates extracted from observable yield curves 
the effects of discounting are generally insignificant for level 2 derivatives the fair value of the derivative financial instrument at 31 
december 2013 is a liability of £767000 2012 liability of £605000
there were no changes in valuation techniques during the year
group’s valuation process
the group has a team that performs the valuations of financial assets required for financial reporting purposes this team reports to the 
chief financial officer and the audit committee
fair value of financial assets and liabilities measured at amortised cost
the fair value of borrowings are as follows
2013 
£’000
2012 
£’000
noncurrent 116421 64703
current 7300 8013
123721 72716
the fair value of the following financial assets and liabilities approximate their carrying amounts
  trade and other receivables
  cash and cash equivalents
  trade and other payables
26 dividends
2013 
£’000
2012 
£’000
amounts recognised as distributions to owners in the year
final dividend for the year ended 31 december 2012 of 350p per share 2011 350p 4511 4535
interim dividend for the year ended 31 december 2013 of 150p per share 2012 100p 2528 1297
total amounts recognised as distributions to owners in the year 7039 5832
amounts not recognised in the financial statements
final dividend proposed for the year ended 31 december 2013 of 450p per share 2012 350p 7546 4538
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 tyman plc 
annual report and accounts 2013
110
27 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
2013 
£’000
2012 
£’000 
restated
net finance costs – continuing operations 7 3517 4618
net finance costs – discontinued operations – 33
depreciation 12 6337 5085
amortisation and accelerated amortisation 11 16605 23320
impairment of goodwill and intangible assets 1011 529 20300
disposal of intangible assets and property plant and equipment 1112 42 72
noncash adjustments 1091 3328
sharebased payments 23 681 482
28802 50516
28 contingent liabilities
there are no contingent liabilities
29 financial commitments
291 capital commitments
capital expenditure contracted for at the end of the reporting year but not yet incurred is as follows
2013 
£’000
2012 
£’000
property plant and equipment 3551 904
included within the capital commitments is capital expenditure committed but not incurred relating to truth hardware of £19 million
292 operating lease 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 other 
2013 
£’000
2012
 £’000
2013 
£’000
2012
£’000
no later than one year 4265 3766 655 275
later than one year but no later than five years 12539 12191 927 425
later than five years 2298 3949 – –
19102 19906 1582 700
30 events after the reporting year
acquisition
on 26 february 2014 the group completed the acquisition of vedasil brasil “vedasil” the market leader in the manufacture and supply of 
pile weatherseals in brazil
vedasil manufactures and supplies polypropylene extruded seals under the ecopdm brand and other seal and screen components to the 
brazilian door and window market in 2013 vedasil reported revenues of approximately br193 million £57 million in 2013 schlegel 
américa do sul “schlegel brazil” tyman’s existing brazilian business reported revenues of approximately br66 million £20 million
given the short time period elapsed between acquisition and approval of the financial statements the acquisition accounting has not yet 
been completed
notes to the financial statements continued tyman plc 
annual report and accounts 2013
111
strategic report
directors’ report
financial statements
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 finance sà rl luxembourg 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 building products
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 and fixing supplies limited
1
united kingdom building products
us operations
amesbury acquisition holdings no2 inc
1
united states holding company
amesbury canada inc
1
canada holding company
amesbury door hardware inc sd
1
united states building products
amesbury finance 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 holding company
atlas holdings company limited
1
canada 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
schlegel systems inc
1
united states building products
truth hardware corporation
1
united states building products
tyman investments
1
united kingdom holding company
other international operations
schlegel américa do sul vedações para construção civil ltda
12
brazil building products
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
2  effective interest of 9655 2012 9655 fair value of minority holding immaterial
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 5
full details of individual directors’ remuneration are given in the remuneration report on pages 48 to 65 tyman plc 
annual report and accounts 2013
112
our opinion  
in our opinion the parent company financial statements defined below
  give a true and fair view of the state of the parent company’s affairs as at 31 december 2013 and of its cash flows for the year then 
ended
  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
this opinion is to be read in the context of what we say in the remainder of this report
what we have audited
the parent company financial statements which are prepared by tyman plc comprise
  the parent company balance sheet as at 31 december 2013
  the parent company statement of changes in equity and statement of cash flows for the year then ended and
  the notes to the parent company financial statements which include a summary of significant accounting policies and other 
explanatory information
the financial reporting framework that has been applied in their preparation comprises applicable law and united kingdom accounting 
standards united kingdom generally accepted accounting practice
in applying the financial reporting framework the directors have made a number of subjective judgements for example in respect of 
significant accounting estimates in making such estimates they have made assumptions and considered future events
certain disclosures required by the financial reporting framework have been presented elsewhere in the annual report and accounts the 
‘annual report’ rather than in the notes to the financial statements these are crossreferenced from the financial statements and are 
identified as audited
what an audit of financial statements involves 
we conducted our audit in accordance with international standards on auditing uk  ireland “isas uk  ireland” 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 to identify material inconsistencies with the 
audited parent company financial statements and to identify any information that is apparently materially incorrect based on or 
materially inconsistent with the knowledge acquired by us in the course of performing the audit if we become aware of any apparent 
material misstatements or inconsistencies we consider the implications for our report
opinions on other matters prescribed by the companies act 2006
in our opinion
  the information given in the strategic report and the directors’ report for the financial year for which the parent company financial 
statements are prepared is consistent with the parent company financial statements
  the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the companies act 2006
other matters on which we are required to report by exception
adequacy of accounting records and information and explanations received
under the companies act 2006 we are required to report to you if in our opinion
  we have not received all the information and explanations we require for our audit or
  adequate accounting records have not been kept by the parent company or returns adequate for our audit have not been received from 
branches not visited by us or
  the parent company financial statements and the part of the directors’ remuneration report to be audited are not in agreement with 
the accounting records and returns
we have no exceptions to report arising from this responsibility
directors’ remuneration
under the companies act 2006 we are required to report to you if in our opinion certain disclosures of directors’ remuneration specified by 
law have not been made we have no exceptions to report arising from this responsibility
independent auditors’ report to the members of t yman plc tyman plc 
annual report and accounts 2013
113
strategic report
directors’ report
financial statements
other information in the annual report
under isas uk  ireland we are required to report to you if in our opinion information in the annual report is
  materially inconsistent with the information in the audited parent company financial statements or
  apparently materially incorrect based on or materially inconsistent with our knowledge of the parent company acquired in the course 
of performing our audit or
  is otherwise misleading
we have no exceptions to report arising from this responsibility
responsibilities for the financial statements and the audit
our responsibilities and those of the directors 
as explained more fully in the directors’ responsibilities statement set out on page 43 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 
isas uk  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
other matter
we have reported separately on the group financial statements of tyman plc for the year ended 31 december 2013  
simon o’brien senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
london
11 march 2014 tyman plc 
annual report and accounts 2013
114
note
2013 
£’000
2012 
£’000
fixed assets
investments 4 284849 217447
284849 217447
current assets
debtors 5 21607 20731
cash at bank and in hand 17284 28829
38891 49560
creditors amounts falling due within one year 6 6297 7846
net current assets 32594 41714
total assets less current liabilities 317443 259161
creditors amounts falling due after more than one year 6 7876 7876
net assets 309567 251285
capital and reserves
called up share capital 9 8505 6864
share premium account 9 63256 101
other reserves 9 8920 8920
treasury reserve 9 4847 8161
profit and loss account 9 233733 243561
total shareholders’ funds 309567 251285
the notes on pages 115 to 117 are an integral part of these financial statements
the financial statement on page 114 was approved by the board on 11 march 2014 and signed on its behalf by
louis eperjesi
chief executive officer
james brotherton
chief financial officer
company balance sheet
as at 31 december 2013 tyman plc 
annual report and accounts 2013
115
strategic report
directors’ report
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
interestbearing 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 sharebased payments
the company has applied the requirements of frs 20 “sharebased payments” the company issues equitysettled sharebased payments 
to certain employees equitysettled sharebased 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 auditors’ 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 a loss for the financial year ended 31 december 2013 of £4242000 2012 a profit of £52870000 included 
in the company’s reported profits for the year ended 31 december 2012 is a profit on disposal of subsidiary of £55700000
3 employees
other than the directors there were no employees of the company during the year 2012 nil directors’ emoluments are set out in the 
directors’ remuneration report in the group’s financial statements
notes to the company financial statements tyman plc 
annual report and accounts 2013
116
4 investments
£’000
cost
at 31 december 2012 220968
subscription of shares 68796
capital contribution relating to sharebased payments 681
at 31 december 2013 290445
impairment
at 31 december 2012 3521
charge for the year 2075
at 31 december 2013 5596
net book value
at 31 december 2012 217447
at 31 december 2013 284849
the 2013 subscription of shares relates to subscriptions of shares in jasper acquisition holdings limited of £55648000 2012 
£29200000 and in schlegel acquisition holdings limited of £13148000 2012 £nil
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
the directors believe that the carrying value of the investments is supported by their underlying net assets
5 debtors
note
2013
 £’000
2012 
£’000
amounts receivable after one year
amounts owed by group undertakings 20514 20513
deferred tax asset 7 1093 218
at 31 december 2013 21607 20731
the amounts owed by subsidiary undertakings are unsecured interest free and recoverable on demand but are unlikely to be repaid within 
one year
6 creditors
2013
 £’000
2012 
£’000
amounts falling due within one year
amounts owed to group undertakings 5276 7190
other creditors 451 –
corporation tax 570 656
6297 7846
amounts falling due after more than one year
loan notes to group undertakings 7876 7876
7876 7876
the amounts owed to group undertakings are repayable on demand and unsecured
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
notes to the company financial statements continued tyman plc 
annual report and accounts 2013
117
strategic report
directors’ report
financial statements
the maturity of creditors falling due after more than one year is as follows
2013
 £’000
2012 
£’000
after five years 7876 7876
7 deferred tax asset
2013
 £’000
2012 
£’000
at 1 january 218 –
deferred tax credited to profit and loss account 103 218
deferred tax credited to the statement of total recognised gains and losses 772 –
at 31 december 1093 218
deferred tax comprises
timing differences 1093 218
8 called up share capital
the share capital of the company is as set out in note 22 of the group financial statements
9 reconciliation of movements in shareholders’ funds
called up 
share capital 
£’000
share 
premium 
account 
£’000
other
 reserves 
£’000
treasury 
reserve 
£’000
profit and 
loss account 
£’000
total
 £’000
at 1 january 2012 6864 101 8920 7014 196041 204912
profit for the year – – – – 52870 52870
purchase of treasury shares – – – 1147 – 1147
dividends paid – – – – 5832 5832
sharebased payments – – – – 482 482
at 31 december 2012 6864 101 8920 8161 243561 251285
profit for the year – – – – 4242 4242
issue of shares 1641 69390 – – – 71031
purchase of treasury shares – – – 2921 – 2921
sale of treasury shares – 6235 – 6235 – –
dividends paid – – – – 7039 7039
sharebased payments – – – – 1453 1453
at 31 december 2013 8505 63256 8920 4847 233733 309567
details of sharebased payments are provided in note 23 of the group financial statements
10 financial commitments
at 31 december 2013 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
2013
 £’000
2012 
£’000
no later than one year 212 197
later than one year but no later than five years – 197
212 394
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 tyman plc 
annual report and accounts 2013
118
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
corporate broker
canaccord genuity limited
88 wood street
london ec1v 7qr tyman plc 
annual report and accounts 2013
119
strategic report
directors’ report
financial statements
definitions
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 and accelerated amortisation of intangible assets and impairment of intangible assets and goodwill
“underlying net debt” is defined as interestbearing 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 and 
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
“operational cash flow” is defined as net cash inflow from operating activities before income tax paid pension contributions proceeds on 
disposal of property plant and equipment and exceptional transaction costs associated with ma activity and after 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
“return on acquisition investment” is defined as annualised underlying operating profit attributable to the acquired business divided by the 
acquisition enterprise value less the fair value of controllable capital employed as at the date of acquisition plus the value of controllable 
capital employed at the date of measurement the denominator is also adjusted for seasonality where appropriate
“acquisition enterprise value” is defined as the gross consideration paid to the seller less any cash left in the acquired business plus any debt 
acquired with the acquired business plus the expenses of the acquisition excluding financing expenses plus any integration expenses 
booked as exceptional items
“return on average capital employed” is defined as underlying operating profit as a percentage of the 12 month average capital employed
“leverage” is defined as underlying net debt divided by adjusted ebitda underlying net debt is translated at the average rate for the year 
adjusted ebitda is underlying operating profit with depreciation and sharebased payments expenses added back plus the preacquisition 
ebitda of businesses acquired during the year covering the relevant preacquisition period less the ebitda of businesses disposed of 
during the year
“like for like” is defined as the comparison of revenues or operating profit as appropriate excluding the impact of any acquisitions made 
during the current year and for acquisitions made in the comparative year excluding from the current year result the impact of the 
equivalent current year preacquisition period
roundings
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 tyman plc 
annual report and accounts 2013
120
exchange rates
closing rates 2013 2012
us dollars 16490 16161
euros 11978 12227
australian dollars 18583 15581
average rates
us dollars 15646 15848
euros 11780 12329
australian dollars 16224 15307  65 buckingham gate
london sw1e 6as
44 020 7976 8000
wwwtymanplccom
tyman plc annual report and accounts 2013


Summary:
 tyman plc 
annual report and accounts 2013
04
jamie pike
nonexecutive chairman
operating proﬁt at constant 
exchange rates
£m
0
5
10
15
20
25
30
35
2012 2011 2013
323
252
236
0
50
100
150
200
250
300
revenue at constant 
exchange rates
2012 2011 2013
2981
2308
2177
£m
£ 1 1 84m
2013 operating proﬁt by sector
    
 
 
 1 
44
32
23
 amesbury 
 grouphomesafe 
 schlegel international
 truth hardware
£ 1 1 84m
    
 
 amesbury  
 
 grouphomesafe  
 schlegel international  
 truth hardware  
2013 revenue by sector
12 
29
45
14
we are delighted to report that 2013 has been another year of 
significant progress for tyman plc 
during 2013 the group has made further strides towards our 
strategic aim of becoming the leading supplier of components to 
the door and window industry and following the acquisition of 
truth we are now the leading player in the north american 
residential window and door components market 
this progress has been achieved through a combination of organic 
growth in our core us and uk businesses of amesbury and 
grouphomesafe together with the acquisition of truth – which has 
increased the size of our north american business by approximately 
40 per cent as expected schlegel international had a more 
challenging year reflecting difficult markets and the necessary 
investment made in consolidating its manufacturing footprint and 
management structures however we are confident that we now 
have the right platform for growth
truth has made a strong contribution to the group in the first six 
months of our ownership despite canadian market activity levels 
that were much lower than in recent years giving us confidence for 
further improvements over the course of 2014 
tyman has gone through a great deal of change over the course of 
the last four years and particularly in the last 12 months the change 
of name in february of 2013 heralded the start of a significant 
period of corporate activity for the group involving the raising of 
new debt and equity to finance the acquisition of truth the move 
from aim to the main list of the london stock exchange and the 
integration of truth into our north american business since the year 
end we have also completed the acquisition of vedasil brasil 
managing that change has been a fundamental part of the good 
governance of tyman and the board has been closely involved in 
ensuring that the group’s decisionmaking processes take into 
account the relevant interests of each of our stakeholders – 
shareholders providers of finance employees customers as well as 
the wider environment
corporate developments and strategy 
four years ago we set out a clear strategy outlining the actions that 
we would seek to take to reshape the group and rebuild confidence 
with each of our stakeholders 
a key element of that strategy was to develop our portfolio of 
products in our principal markets in line with that strategy we 
announced our intention to acquire truth the leading north 
american manufacturer of casement hardware in may 2013 this 
transaction greatly extended our product offering enabling us to 
offer a full range of components to our customer base as well as 
allowing us an operating facility in canada for the first time
chairman’s statement
our core businesses have continued to deliver a 
solid performance and we have grown our market 
shares in both the us and the uk tyman plc 
annual report and accounts 2013
05
strategic report
directors’ report
financial statements
the acquisition completed on 3 july 2013 and we have been 
pleased with the progress made towards the integration of the two 
businesses as a result of the commitment of teams from both 
amesbury and truth substantial progress has been made with 
regard to the delivery of synergies identified at the time of the 
acquisition such that we now have significantly upgraded these 
synergy targets by some 60 per cent we now have a single 
leadership team for our north american business comprising 
individuals drawn from both truth and amesbury and a combined 
sales and marketing organisation under the leadership of an 
external hire
over the past 12 months we have strengthened the organisational 
and management structures in each of our divisions to reflect the 
increased size of the group and to accord with the greater scope 
and potential of the enlarged businesses the extent to which we 
have deepened and strengthened our management team across 
the group is best illustrated by the fact that nearly half of the 
individuals who were awarded ltip grants in 2013 joined tyman 
whether through acquisition or through recruitment since the date 
of the last grant in july 2012
trading performance
throughout this transformational period our core businesses have 
continued to deliver a solid performance and we have grown our 
market shares in both the usa and the uk 
for 2013 we have reported a 303 per cent increase in revenue and 
a 409 per cent increase in underlying operating profit underlying 
earnings per share have increased by 330 per cent to 1371 pence 
and the truth acquisition was earnings enhancing in the first six 
months of ownership
the group as a whole has delivered a material improvement in its 
return on average capital employed of 180 basis points to 90 per 
cent with truth making a positive contribution in the first six 
months of ownership much earlier than we expected at the time of 
its acquisition
our cash flow performance in the year was excellent with the group’s 
leverage of 181x at the year end being significantly below the 
expected leverage of 200x we announced at the time of the 
acquisition and well within our core target range of 150x to 200x 
operating cash conversion of 1119 per cent 2012 restated 836 per 
cent reflects the tight management of the working capital cycle by 
the divisions despite the increased investments in capital expenditure 
made during 2013
dividend
the board considers the dividend to be an important component of 
shareholder returns and accordingly is recommending a final 
dividend for 2013 of 450 pence per share 2012 350 pence per 
share which together with the interim dividend of 150 pence per 
share gives a total dividend for the year of 600 pence per share 
2012 450 pence per share 
this represents an increase of 333 per cent over the prior year and 
a cover of approximately 229x in relation to our 2013 underlying 
earnings per share – in line with our policy of cover of between 
200x and 250x through the cycle 
looking forward
in conclusion i would like to thank all tyman’s employees 
especially those who have joined the group in the past year for the 
substantial efforts they have made to deliver these results in what 
has been a very exciting and challenging year 
in 2014 we look forward to delivering further significant progress 
jamie pike
nonexecutive chairman
11 march 2014