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Annual Reports and Financial Statements 2014 Annual Reports and Financial Statements www.relxgroup.com 2014 21654 Reed AR 2014 Cover Outer and Inner.indd 1-3 05/03/2015 18:52 RELX Group is a world-leading provider of information solutions for professional customers Credits across industries. Designed and produced by We help scientists make new discoveries, lawyers mslgroup.com Board photography by win cases, doctors save lives, and executives forge Douglas Fry, Piranha Photography Printed by commercial relationships with their clients. We help Pureprint Group, ISO14001, FSC® certified and CarbonNeutral® The 2014 Annual Reports and Financial Statements is printed insurance groups offer customers lower prices using paper containing a minimum of 75% recycled content, of which 100% is de-inked post-consumer waste. All of the pulp by assessing risk better, and save taxpayers and is bleached using an elemental chlorine free process (ECF). Printed in the UK by Pureprint using their environmental printing technology; vegetable inks were used throughout. Pureprint is a consumers money by enabling governments and CarbonNeutral® company. Both manufacturing mill and printer are ISO14001 registered and are Forest Stewardship Council® financial groups to detect fraud. (FSC) chain-of-custody certified. RELX Group is owned by two parent companies: Reed Elsevier PLC is the London Stock Exchange listed vehicle for holding shares in RELX Group. Shareholders in Reed Elsevier PLC own a 52.9% economic interest in the Group. Reed Elsevier NV is the Amsterdam Stock Exchange listed vehicle for holding shares in RELX Group. External shareholders in Reed Elsevier NV own a 47.1% economic interest in the Group. Forward-looking statements The Reports and Financial Statements 2014 contain forward-looking statements within the meaning of Section 27A of the US Securities Act of 1933, as amended, and Section 21E of the US Securities Exchange Act of 1934, as amended. These statements are subject to a number of risks and uncertainties that could cause actual results or outcomes to differ materially from those currently being anticipated. The terms “estimate”, “project”, “plan”, “intend”, “expect”, “should be”, “will be”, “believe”, “trends” and similar expressions identify forward-looking statements. Factors which may cause future outcomes to differ from those foreseen in forward-looking statements include, but are not limited to competitive factors in the industries in which the Group operates; demand for the Group’s products and services; exchange rate fluctuations; general economic and business conditions; legislative, fiscal, tax and regulatory developments and political risks; the availability of third-party content and data; breaches of our data security systems and interruptions in our information technology systems; changes in law and legal interpretations affecting the Group’s intellectual property rights and other risks referenced from time to time in the filings of the Group with the US Securities and Exchange Commission. 94118_Reed_AR_Cover.indd 4-6 09/03/2015 17:46 RELX Group Annual Reports and Financial Statements 2014 1 Contents Overview* Overview 2 2014 Financial highlights 3 Chairman’s statement 4 Chief Executive Officer’s report Business review* 8 The Group Business review 14 Scientific, Technical & Medical 20 Risk & Business Information 26 Legal 32 Exhibitions 37 Corporate responsibility Financial review* Financial review 50 Chief Financial Officer’s report 58 Principal risks Governance 62 Board Directors 64 The Group Business Leaders 66 Chairman's introduction to Corporate Governance 68 Corporate Governance Governance 74 Report of the Nominations Committee 75 Directors' Remuneration Report 89 Report of the Audit Committees Financial statements and other information 91 Combined financial statements 135 Summary combined financial information in euros Financial statements and other information 147 Reed Elsevier PLC Annual Report and Financial Statements 165 Reed Elsevier NV Annual Report and Financial Statements 187 Summary financial information in US dollars 191 Shareholder information 194 Contacts 195 2015 financial calendar Get more information online 196 Principal operating locations A full pdf of the Annual Report and further information about the Group and our businesses can be found online at our * Comprises the Strategic Report in accordance with The (UK) Companies corporate website: www.relxgroup.com Act 2006 (Strategic Report and Directors Report) Regulations 2013. 94118_Reed_AR_p001-006.indd 1 06/03/2015 08:42 OVERVIEW 2 RELX Group 2014 Financial highlights § Underlying revenue up 3% (excluding exhibition cycling effects) § Underlying adjusted operating profit up 5% § Adjusted EPS 56.3p (54.0p) for Reed Elsevier PLC; €1.07 (€0.99) for Reed Elsevier NV; +10% constant currency § Reported EPS 43.0p (48.8p) for Reed Elsevier PLC; €0.85 (€0.91) for Reed Elsevier NV § Full year dividend up 6% to 26.0p for Reed Elsevier PLC and up 16% to €0.589 for Reed Elsevier NV § Return on invested capital up 0.7pts to 12.8% § Net debt at £3.5bn; 2.3x EBITDA pensions and lease adjusted (1.7x unadjusted) Reed Elsevier combined businesses REVENUE ADJUSTED OPERATING PROFIT £m €m £m €m Underlying Growth +3% Underlying Growth +5% 7,121 7,159 2,064 2,156 6,035 5,773 1,749 1,739 2013 2014 2013 2014 2013 2014 2013 2014 Parent companies REED ELSEVIER PLC REED ELSEVIER NV Adjusted EPS Dividend Adjusted EPS Dividend pence pence € € Growth +4% Growth +6% Growth +8% Growth +16% 56.3 1.07 54.0 0.99 0.589 24.6 26.0 0.506 2013 2014 2013 2014 2013 2014 2013 2014 The Reed Elsevier combined businesses (or “the combined businesses”) in 2014 encompassed the businesses of Reed Elsevier Group plc and Elsevier Reed Finance BV, together with their two parent companies, Reed Elsevier PLC and Reed Elsevier NV (the “Reed Elsevier combined businesses”). Effective 25 February 2015, ownership of Elsevier Reed Finance BV was transferred to Reed Elsevier Group plc and this newly combined single group entity was named REL X Group plc. A full description is set out on pages 66 and 67. Adjusted and underlying figures are additional performance measures used by management. Adjusted figures are reconciled to the reported figures in note 10 to the combined financial statements and note 9 to the respective parent company financial statements. Underlying growth rates are calculated at constant currencies and exclude the results of all acquisitions and disposals made in both the year and prior year and assets held for sale. Underlying revenue growth rates also exclude the effects of exhibition cycling. Constant currency growth rates are based on 2013 full year average and hedge exchange rates. The underlying growth in revenue and in adjusted operating profit are the key performance indicators used by the Group in assessing performance. 94118_Reed_AR_p001-006.indd 2 06/03/2015 08:42 RELX Group Annual Reports and Financial Statements 2014 3 Chairman’s statement Overview Balance sheet Net debt was £3.5bn/€4.6bn on 31 December 2014, compared with £3.1bn/€3.7bn last year. Net debt/EBITDA on a pensions and lease adjusted basis for 2014 was 2.3x, up from 2.1x last year, and on an unadjusted basis, it was 1.7x, up from 1.6x last year. Adjusted cash flow conversion was 96%, down from 97% in 2013, with capital expenditure at 4.7% of revenues. Share buybacks Business review During the year, we continued with our share buyback programme. In 2014, we deployed a total of £600m on share buybacks. In 2015, we intend to deploy a total of £500m on share buybacks. By February, £100m of this year’s total had already been completed, leaving a further £400m to be deployed during the year. The Boards Following the resignation of Duncan Palmer, Nick Luff joined the Group as Chief Financial Officer in September. I would like to take Anthony Habgood this opportunity to thank Duncan for his contributions over two Chairman years, and welcome Nick to our Boards. Corporate structure and corporate entity names Once again underlying revenue We are proposing measures to shareholders at our Annual General Meetings in April which will simplify our corporate structure, Financial review and profits grew across all major clarify the economic interests of parent company shareholders, business units during 2014, as we and increase share price transparency. None of the changes impact the economic interests of any shareholder. continued to streamline our We are also proposing to shareholders to align the two parent company names with REL X Group plc, the name that we adopted operations. We are now proposing for the new single group entity on 25 February. The proposed new names are RELX PLC for the London listed shareholding vehicle measures that will modernise and and REL X NV for the Amsterdam listed shareholding vehicle. We believe it to be in the interests of the shareholders of both simplify our corporate structure, parent companies to make the company into a more understandable group with a more modern name to reflect increasing transparency without where the company is today. impacting the economic interests Corporate responsibility Governance We remain focused on corporate responsibility, which continues to of shareholders. be a source of strength at the company. The Boards are particularly proud of the initiatives we are taking, which build on our unique Growth of underlying revenues, which exclude the effects of contributions to society. Our commitment to the highest standards currency translation, acquisitions, disposals and biennial of ethical management also underpins the vitality of the company. exhibitions cycling, was 3%. Underlying adjusted operating profits Here, the Boards monitor performance to ensure sustained grew 5%, with the improvement in profitability reflecting a progress in areas ranging from governance and diversity to combination of underlying revenue growth, process innovation responsible supply chain management. and portfolio development. Adjusted operating profits fell 1% to £1,739m expressed in sterling, and increased 4% to €2,156m Anthony Habgood expressed in euros.
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