AND ACCOUNTS ANNUAL REPORT 2008 Woolworths Group plc Group Woolworths Woolworths Group plc 2008 ANNUAL REPORT AND ACCOUNTS www.woolworthsgroupplc.com W1 6JL ddress acsimile 42 Marylebone Road F +44 (0)20 7706 5416 Telephone +44 (0)20 7262 1222 2 London N A > Retail Woolworths Our stores comprise traditional Woolworths outlets located in small towns and city suburbs, targeted at meeting basic everyday shopping requirements, as well as larger stores located on prime shopping streets in major regional shopping centres. The product offer covers Toys, Children’s Clothing, Events, Confectionery, Home and Entertainment; larger stores include a more comprehensive range of Home and Children’s Clothing. Through its website and catalogue, The Big Red Book, Woolworths offers customers a multichannel shopping solution across a broad range of products. Orders can be placed at home or in-store with delivery to either the customer’s home or for collection in-store. www.woolworths.co.uk > Entertainment Wholesale and Publishing 2 | Entertain Contents The Group holds a 40 per cent share in this joint venture, 02 Financial and Operational Highlights combining the former VCI audio and video business with 03 Chairman’s Statement BBC Worldwide’s video publishing arm. Recent video titles include “Clarkson – Supercar Showdown” and “Top Gear – Directors’ Report 2 |Entertain Interactive DVD” and on audio, the “100 Hits” range. Business Review www.2entertain.co.uk 04 Our Resources 10 Chief Executive’s Report 16 Finance Director’s Report 20 Risk Factors Entertainment UK Limited (‘EUK’) 21 Corporate Social Responsibility EUK is the UK’s leading distributor of entertainment products, 22 Board of Directors generating an annual turnover in excess of £1.1 billion. EUK’s product portfolio covers all of the major 24 Corporate Governance entertainment formats – music, DVD, games and books – 28 Other Information as well as mobile phones. In turn, these products are 31 Directors’ Remuneration Report supplied to some of the country’s best known store groups 40 Statement of Directors’ Responsibilities and online retailers. 41 Independent Auditors’ Report 42 Group Income Statement www.entuk.co.uk Group Statement of Recognised Income and Expense 43 Group Balance Sheet 44 Group Cash Flow Statement Bertram Group Limited 45 Notes to the Group Accounts Bertram Group consists of the following three divisions: 82 Five Year Record 83 Independent Auditors’ Report Bertrams | THE, the UK’s leading book wholesaler with a 84 Company Balance Sheet growing number of international customers. 85 Notes to the Company Accounts 91 Shareholder Information Bertram Publisher Services provides distribution services to a wide range of client publishers. Bertram Library Services, an industry leading supplier of TOTAL HOME ENTERTAINMENT books, tapes, CDs, games and many other audio-visual products to public libraries, schools, universities and THE educational institutions in the UK and around the world. www.bertrams.com Woolworths Group plc 01. Annual report and accounts 2008 WOOLWORTHS GROUP PLC is principally a UK retailer and Entertainment distributor focused on the home, family and entertainment. Woolworths offers its customers value-for-money on an extended range of products. It is built around the well known Woolworths brand which is represented in towns and cities throughout the UK. Through Entertainment UK, Bertram Group and 2 entertain, Woolworths Group also has leading positions in UK Entertainment and Books wholesale distribution and publishing. 02. Woolworths Group plc Annual report and accounts 2008 > Group revenue increased by 8.5 per cent Financial to £2,969.6 million Highlights > Adjusted profit* before taxation increased £6.5 million to £28.3 million > Profit before taxation decreased £4.3 million to £11.7 million > Adjusted basic earnings per share** increased to 1.4 pence per share from 1.2 pence per share > Basic earnings per share decreased to 0.5 pence per share from 0.9 pence per share > Net debt at the year-end of £123.7 million 2008 > Entertainment Wholesale business enhanced Operational by supply to new customers including Asda and Zavvi (formerly Virgin Megastores) and the planned Highlights integration of THE and Bertram Group > Bertrams acquisition cleared following investigation by the Competition Commission > Woolworths like-for-like sales down 3.2 per cent > Multichannel revenue increased by 5.2 per cent > Woolworths gross margin increased by 101 basis points > Entry price point range launched with 1,417 items branded Worthit!, generating 11.6 per cent of transactions in peak week * Throughout this document, adjusted profit before taxation is calculated as set out on page 17. ** Throughout this document, adjusted basic earnings per share is as calculated in note 9 to the financial statements. Woolworths Group plc 03. Annual report and accounts 2008 Chairman’s Statement Against a difficult trading For the Entertainment Wholesale The Board has taken the environment, we have managed business, it was a year of major decision to cut the dividend. substantial change across change. Over a period of 18 Taking into account the the Group as a whole. Profit months we have gone from a Group’s plans, the Board is before tax and exceptional business with one dominant recommending a final dividend items increased to £14.9m third party customer, the main of 0.17 pence per share. At this from £7.3m in the prior year. contract with whom terminated lower level the full year dividend Adjusted profit (which is in May 2007, to one with six of 0.6 pence per share is before tax, exceptional items, significant third party customers. covered 2.4 times by adjusted adjustment for fixed rental At the same time we have earnings and provides a base uplifts and amortisation of become far less dependent on from which to grow it as certain intangible assets) the CD market and more performance improves. The increased from £21.8 million exposed to the growing books Board believes that payment to £28.3 million for the 52 and computer games markets. of a dividend at this level weeks to 2 February 2008. Sales increased by 36.6 per represents an appropriate cent to £1,176.6 million and balance between providing a We are pleased to report that adjusted profit was broadly return to shareholders and the retail business returned to unchanged. preserving the financial flexibility profitability this year. Whilst like- necessary to support the plans for-like sales were down 3.2 per 2 entertain, our joint venture and ongoing development of cent, gross margin improved by with BBC Worldwide had an the business over both the short 101 basis points and costs outstanding year. Adjusted and longer term. were contained below the rate attributable profit increased by of retail cost inflation. The £6.7 million due to a number On behalf of the Board I would business did benefit by £10.9 of successful releases, most like to thank our colleagues in million (2007: £5.8 million) from notably “Planet Earth” in the business for their sheer the full year effect of relifing America. enthusiasm, hard work and certain fixed assets; and from dedication. It is evident that they In January 2008 we announced property profits, some are committed to the future that we had completed a £5.0 million higher than last success of the business. refinancing of the Group. The year. Nonetheless, adjusted new £350 million asset based profit improved by £16.3 million lending facility and the £35 to £3.4 million. million 2nd lien loan provide us with long term finance, the level of which flexes with our working capital requirements. Richard North Chairman 2 April 2008 04. Woolworths Group plc Annual report and accounts 2008 Directors’ Report Business Review Our Resources The Directors are pleased to present their report and the consolidated financial statements of the Company and its subsidiaries for the financial year ended 2 February 2008. Woolworths Group plc is principally a UK general retailer and entertainment distributor focused on the home and family. The Group is comprised of two main divisions; Retail, and Entertainment Wholesale and Publishing. The key assets of these divisions are reviewed over pages 04-09. > Retail Stores Since opening its first store in 1909, Woolworths has become a familiar feature on the UK’s high streets. Over four million people shop in our stores each week. There are today 801 Mainchain stores located in small towns and city suburbs, targeted at meeting basic everyday shopping requirements, as well as larger stores located on prime shopping streets in major regional shopping centres. The product offer covers Toys, Children’s Clothing, Events, Confectionery, Home and Entertainment. In Woolworths’ out-of- town stores, a wider selection of Toys, Outdoor goods, kids’ bedroom ranges and Entertainment products can be found. With its rich and well-loved heritage, Woolworths continues to refresh its store formats and the shopping environment to meet its customers’ requirements. Mainchain Out-of-town Total Number of stores: 801 17 818 Average sq ft: 8,359 50,763 9,240 Through its website and catalogue, The Big Red Book, Woolworths offers customers a multichannel shopping solution across a broad range of products. Orders can be placed at home or in-store with delivery to either the customer’s home or for collection in-store. Woolworths Group plc 05. Annual report and accounts 2008 > Since opening its first store in 1909 Woolworths has become a familiar feature on the UK’s high streets. Over 4 million people shop in our stores each week. > Woolworths offers its customers value-for-money on an extended range of products. > The product offer includes Toys, Children’s Clothing, Events, Confectionery, Home and Entertainment. > Ladybird is one of the best selling childrenswear brands in the UK. Focusing on clothing for children age 1-10 years, the brand offers fun, fashionable clothing at affordable prices.