British Sky Broadcasting Group plc AnnuAl RepoRt 2010 CONTENTS Chairman’s statement 3 Business review Financial review Directors’ report – business review Chief Executive Officer’s statement 4 Our performance 6 Review of the business 8 Corporate responsibility 18 People 21 Principal risks and uncertainties 23 Directors’ report – financial review Introduction 27 Financial and operating review 29 Directors’ report – governance Governance Board of Directors 34 Corporate governance report 36 Other governance and statutory disclosures 43 Report on Directors’ remuneration 46 Consolidated financial statements Financial statements Statement of Directors’ responsibility 55 Independent Auditors’ report 56 Consolidated financial statements 57 Group financial record 111 Non-GAAP measures 113 Shareholder information Shareholder Shareholder information 114 Glossary of terms Glossary of terms 116 ANNUAL REPORT 2010 BRITISH SKY BROADCASTING GROUP PLC 1 This constitutes the Annual Report of British Sky Broadcasting Group plc (the “Company”) in accordance with International Financial Reporting Standards (“IFRS”) and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS and is dated 28 July 2010. This Annual Report makes references to various Company websites. The information on our websites shall not be deemed to be part of, or incorporated by reference into, this Annual Report. FORWARD LOOKING STATEMENTS This document contains certain Although the Company believes Information on the significant forward-looking statements that the expectations reflected risks and uncertainties with respect to our financial in such forward-looking associated with our business is condition, results of operations statements are reasonable, described in “Directors’ report – and business, and our strategy, these statements (and all other Review of the business – plans and objectives. These forward-looking statements Principal risks and statements include, without contained in this document) are uncertainties” in this document. limitation, those that express not guarantees of future No part of these results forecasts, expectations and performance and are subject to constitutes, or shall be taken to projections, such as forecasts, risks, uncertainties and other constitute, an invitation or expectations and projections factors, some of which are inducement to invest in the with respect to the potential for beyond our control, are difficult Company or any other entity growth of free-to-air and pay to predict and could cause and must not be relied upon in television, fixed line telephony, actual results to differ any way in connection with any broadband and bandwidth materially from those expressed investment decision. All forward requirements, advertising or implied or forecast in the looking statements in this growth, Direct-to-Home (“DTH”) forward-looking statements. document are based on customer growth, Multiroom, These factors include, but are information known to us on the Sky+, Sky+HD and other not limited to, the fact that we date hereof. Except as required services’ penetration, churn, operate in a highly competitive by law, we undertake no DTH and other revenue, environment, the effects of laws obligation publicly to update or profitability and margin growth, and government regulation revise any forward-looking cash flow generation, upon our activities, our reliance statements, whether as a result programming costs, subscriber on technology, which is subject of new information, future management and supply chain to risk, change and events or otherwise. costs, administration costs and development, failure of key other costs, marketing suppliers, our ability to continue expenditure, capital expenditure to obtain exclusive rights to programmes and proposals for movies, sports events and other returning capital to programming content, risks shareholders. inherent in the implementation of large-scale capital expenditure projects, our ability to continue to communicate and market our services effectively, and the risks associated with our operation of digital television transmission in the United Kingdom (“UK”) and Republic of Ireland (“Ireland”). 2 BRITISH SKY BROADCASTING GROUP PLC ANNUAL REPORT 2010 CHAIRMAN’S STATEMENT Business review Financial review Over the course of the last year, the commercial success and we continue to expand our work in environment for consumer-facing businesses three key areas: helping to has again been characterised by an uncertain create a healthy environment; opening up the arts to more economic outlook and pressures on household people; and encouraging participation in sport. budgets. Against this challenging backdrop, Governance In June 2010, News Corporation Sky has continued to do well with good – where I am an Executive progress operationally and a strong financial Director - approached the Board of Sky with a proposal to acquire performance. the shares in the Company that it does not already own. Further details of this matter are included in the Chief Executive Our business, based largely on additional products such as Officer’s statement. For my part, direct consumer subscription high definition, broadband and I would like to take this opportunity to reiterate that revenues, has proven to be more telephony. Financial statements News Corporation remains a resilient to difficult economic This strong response from conditions than those media committed shareholder in Sky customers, even in more difficult and is fully supportive of its businesses with greater economic times, is a powerful exposure to cyclical advertising talented management team endorsement of Sky’s approach and exceptional people. revenue. That strength, to business: taking risks, combined with the steps taken investing, innovating and In reflection of the Company’s by the management team in competing vigorously and fairly. continued strong performance, pursuit of disciplined growth Our belief is that companies the Board proposes a 10% and operational efficiency, has that embrace change and open increase in the full year dividend put the Company on course to up more choice in this way to 19.40 pence per share. emerge from the downturn in a information Shareholder should have the opportunity to This performance is only better position than before. enjoy the fair rewards of possible as a result of the Customers are choosing Sky in success. We will continue to commitment and effectiveness greater numbers – and for a resist regulatory intervention of all our colleagues at Sky. On greater variety of products – that risks undermining the behalf of the Board, I would like than ever. At the close of the incentives for investment and to express warm thanks to them year, the Company was nearing the positive benefits enjoyed by for their contribution to the its target of 10 million consumers today. Company over the last year, just customers; a target that many Our approach also includes a as we thank all shareholders for observers long believed was not strong sense of responsibility in their continued support. achievable. Furthermore, our the way we do business. Making Glossary of terms relationships with those a broad contribution to the James Murdoch households are becoming society in which we operate is a Chairman increasingly valuable as more key element of durable 28 July 2010 customers choose to take ANNUAL REPORT 2010 BRITISH SKY BROADCASTING GROUP PLC 3 DIRECTORS’ REPORT – BUSINESS REVIEW Chief Executive Officer’s statement viewing experience is provided by the success of high definition (HD), which is now in 30% of our customers’ homes with penetration more than doubling for the second successive year. During 2010, we’ve made HD more accessible to viewers by lowering the upfront cost of the Sky+HD box, while further expanding the range of HD channels, including the launch of Europe’s first HD news channel, Sky News HD. The growth of HD is an attractive area for us to invest, opening up a high-margin revenue stream For several years, Sky has been pursuing a clear continuous improvements to and differentiating our product the value, quality and range of from the competition. In and consistent strategy with the goal of our offering. There are a number October 2010, we’ll move building a larger and more profitable business. of strands to the way in which forward again with the launch of we are creating more reasons 3D television to residential This is designed to take advantage of two for new customers to consider customers via the existing fundamental trends in today’s marketplace, Sky and adding more value for Sky+HD box, following a existing customers. successful launch in commercial which come together to create a significant First, we never forget that the premises last year. We’ll also opportunity for our business. We see that main reason why customers join customers are increasingly willing to pay for a Sky is for a better choice of TV viewing. That is why we have 9.86m better television experience and they have a continued to invest in stand- Total Sky TV customers out content, widening the gap growing appetite to take multiple products between what customers get from a single, trusted provider. In both cases, from free-to-air TV and the Sky is well positioned to benefit. enhanced choice they can enjoy £5,912m with Sky. This year, we have extended our entertainment Adjusted Group revenue Aligning the business with those customer base by almost 1.3 offering on Sky1 with more trends, our strategy is focused million over