Annual Financial Report

RNS Number : 2517C

Bloomsbury Publishing PLC

24 June 2016

 

Annual Financial Report

Bloomsbury Publishing Plc ("Company")

Bloomsbury Publishing Plc confirms that the following documents have been sent to shareholders and, pursuant to Listing Rule 9.6.1, have been submitted to the National Storage Mechanism and will be available for inspection at http://www.hemscott.com/nsm.do:

·           Company's Annual Report and Accounts for the year ended 29 February 2016

·           Notice of the 2016 Annual General Meeting

·           Form of Proxy

The Annual Report and Accounts and Notice of the AGM can be found on the Company's website at www.bloomsbury-ir.co.uk .

In accordance with Disclosure and Transparency Rule 6.3.5, a responsibility statement, a description of the principal risks and uncertainties and details of related party transactions are set out below in full unedited text extracted from the Annual Report and Accounts for the period ended 29 February 2016.  The text below should be read in conjunction with the Company's final results for the period ended 29 February 2016 which were announced in unedited full text on 19 May 2016.

Enquiries:

Michael Daykin
Group Company Secretary
Bloomsbury Publishing Plc
Telephone [phone]

DIRECTORS' RESPONSIBILITIES STATEMENT

(From page 47 to 48 of the Directors' Report of the Annual Report and Accounts for the year ended 29 February 2016)

The Directors are responsible for preparing the Annual Report and the Group and parent Company financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare Group and parent Company financial statements for each financial year. Under that law they are required to prepare the Group financial statements in accordance with IFRSs as adopted by the EU and applicable law and have elected to prepare the parent Company financial statements on the same basis.

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 parent Company and of their profit or loss for that period. In preparing each of the Group and parent Company financial statements, the Directors are required to:

a) select suitable accounting policies and then apply them consistently;

b) make judgements and estimates that are reasonable and prudent;

c) state whether they have been prepared in accordance with IFRSs as adopted by the EU; and

d) prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and the parent Company will continue in business.

The directors are responsible for keeping adequate accounting

records that are sufficient to show and explain the parent Company's transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.

Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors' Report, Directors' Remuneration Report and Corporate Governance Statement that complies with that law and those regulations.

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website, www.bloomsbury-ir.co.uk. Legislation in the

UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

The Board confirms that, in the opinion of the Board, the Annual Report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for Shareholders to assess the Group's position and performance, business model and strategy.

The Board confirms that to the best of its knowledge:

a) the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and

b) the Directors' Report includes a fair review of the development and performance of the business and the position of the issuer and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

PRINCIPAL RISKS AND UNCERTAINTIES

From pages 34 to 35 of the Risk Factors of the Company's Annual Report and Accounts for the year ended 29 February 2016)

The table below provides a description of risk factors that management considers relevant to the Group's business. Other factors besides those listed could also affect the Group.

During the financial year ended 29 February 2016 the principal risks have not changed substantially.

Key area	Risk	Description	Mitigation
Market	Volatility of consumer book sales	Sales of books to the consumer market can be seasonal and volatile	Develop special interest, academic and professional publishing where revenues are less volatile Develop other revenue streams, including from rights and services, increasing the scope to enter annually renewing agreements
	Increased dependence on internet retailing	Readers might not discover, and so buy, Bloomsbury's print and e-books sold through internet retailers	Grow expert marketing teams skilled in internet sales Engage with multiple internet retailers Increase focus on developing other marketing opportunities and other revenue streams, e.g. A&P digital products, rights and services Grow e-book sales
Rights and services	Volatility of timing of closing rights and services deals	The timing for completing high margin rights and services deals can depend on the performance by multiple parties including the main customer	Increase the number of rights and services deals to reduce the dependency on individual deals
	Generating new/non-renewal of subscription and services agreements	The pipeline of new products and agreements might be uneven	Senior managers are responsible for ensuring strong performance by Bloomsbury of its obligations and strong customer care
		A customer or partner might not renew larger agreements that generate significant ongoing income	Increase the portfolio of products and agreements to grow income and reduce the dependency on individual agreements
	Entrepreneurial risk	A deal may require upfront staff time and costs but fail to close resulting in lost investment	Similar to ordinary publishing risks: increase the portfolio of deals to leverage economies of scale and absorb volatility
Move to digital	Development of the digital book market	Consumer e-book prices may not hold up in the longer term	Continue to supply books in all formats through multiple digital delivery systems aligned with the demands of readers
		Possible emergence of not yet known reading technology, e.g. involving subscription services for consumer books	Ensure the Group is positioned to take advantage of e-book (or any new format) growth in international markets Use social media and other digital marketing to encourage direct sales to consumers Develop non-consumer offering where revenues are less volatile and there is a direct relationship with the customers
Information and technology systems	Productivity of IT systems and data	Continuing to improve staff efficiency depends on the IT systems and data keeping pace with the needs of the business	Board level representation on steering IT strategy, implementation and IT operations
Financial reporting	Valuation of assets and provisions	Significant assets and provisions in the balance sheet depend on assumptions over the value, e.g. goodwill, advances, intangible rights and inventory, returns provisions	Prudent approach to assumptions. Board approval of key assumptions. Rigorous audit of valuations
Title acquisition	High advances sought by agents. World rights not acquired	Agents seek high advances for some authors	Publish more special interest trade books, e.g. Academic & Professional
		Agents prefer to split territorial rights for English language publishing between US and UK	Focus acquisition on titles where world English rights are available Concentrate on academic publishing where world rights are the norm
IP and copyright	Erosion of copyright	Erosion of copyright through government or other action	Continue policy of support for copyright and intellectual property rights as a fundamental facet of publishing
	Piracy	Piracy of titles in print or digital form	Adopt robust anti-piracy policies Ensure good digital rights management protection of e-books and digital formats Participate in key industry anti-piracy initiatives
Overseas operations	Overseas offices	Growing offices in the US, Australia and India	One Global Bloomsbury structure of global publishing divisions supported by Group functions provides an effective internal control framework and oversight of the overseas offices

RELATED PART TRANSACTIONS

(From the Notes to the Consolidated and Company Financial Statements for the year ended 29 February 2016)

(Extract from Note 26)

27. Related party transactions

The Group has no related party transactions other than key management remuneration as disclosed in note 5.

(Extract from Note 5)

The Group considers key management personnel as defined under IAS 24 'Related Party Disclosures' to be the Executive Directors of the Company and those directors of the global divisions, major geographic regions and departments who are actively involved in strategic decision making.

Full details concerning Directors' remuneration are set out in the Directors' Remuneration Report on pages 58  to 74. The total remuneration of the Directors was £1,508,000 (2015: £1,489,000)

Total emoluments for Executive Directors and other key management personnel were:

	Year ended 29 February 2016 £'000	Year ended 28 February 2015 £'000
Short-term employee benefits	2,887	2,859
Post-employment benefits	266	183
Share-based payment charges	472	490
Total	3,625	3,532

(Extract from Note 44)

47. Related Parties

Trading transactions

During the year the Company entered into the following transactions and had the following balances with its subsidiaries:

	28 February 2016 £'000	28 February 2015 £'000
Sale of goods to subsidiaries	4,200	3,907
Management recharges	7,642	8,974
Commission payable to subsidiaries	1	-
Finance income from subsidiaries	68	51
Amounts owed by subsidiaries at year end	17,952	22,717
Amounts owed to subsidiaries at year end	30,547	34,488

All amounts outstanding are unsecured and will be settled in cash. No provisions have been made for doubtful debts in respect of the amounts owed by subsidiaries.

Key management remuneration is disclosed in note 5.

 

END

 

 

ACSSESFDLFMSELM