Annual Report and Accounts 2005 Annual Report and Accounts 2005 Contents WH Smith PLC
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WH Smith PLC WH Smith PLC Greenbridge Road WH Smith PLC Swindon Wiltshire SN3 3RX Annual Report Annual Report and Accounts 2005 and Accounts 2005 Contents WH Smith PLC group at a glance 1 Group at a Glance 2 Chairman’s Statement WHSmith Group* WHSmith Retail WHSmith News 4 Group Chief Executive’s Operating Review 10 Board of Directors 11 Corporate Responsibility Review 18 Financial Review Sales: £2,497m Sales: £1,423m Sales: £1,074m 24 Directors’ Report 26 Corporate Governance Employees: 23,120 Employees: 18,790 Employees: 4,275 30 Remuneration Report * Continuing operations, and includes 37 Directors’ Responsibilities Statement group head office employees. Stores: 669 Distribution Centres: 47 38 Independent Auditors’ Report to the Members of WH Smith PLC Selling Space: 3.3 msf* 39 Group Profit and Loss Account * Million square feet 40 Group Balance Sheet 41 Group Cash Flow Statement 42 Group Statement of Total Recognised Gains and Losses Group Note of Historical Cost Profits and Losses Reconciliation of Movements in Group Shareholders’ Funds 43 Accounting Policies 45 Notes to the Accounts 68 Company Balance Sheet 69 Notes to the Company Balance Sheet 72 Analysis of Retail Stores and Selling Space 73 Five Year Financial Summaries 77 Information for Shareholders 78 Notice of Annual General Meeting 85 Company Information WH Smith PLC, one of the UK’s WHSmith Retail has 542 high street stores, WHSmith News is the UK’s market leading retail groups, is made up of and 127 travel stores at airport and station leader in newspaper and magazine two core businesses – WHSmith Retail locations across the UK, and WHSmith distribution and delivers to 22,000 and WHSmith News. WH Smith PLC Direct – www.whsmith.co.uk – serving customers daily. Through its 47 is listed on the London Stock Exchange customers on the internet 24 hours a day. distribution centres across England (SMWH) and is part of the mid 250 and Wales, it serves both independent index. More information is available High Street Retail sells a wide range and multiple retailers. at www.whsmithplc.com. of newspapers, magazines, stationery, books and entertainment products. Travel Retail sells a tailored range Please see the Notice of Annual General Meeting of newspapers, magazines, books and on pages 78 to 84. This Notice and the explanatory confectionery products for people statements which follow it are important. If you are in any doubt about their contents or the action you on the move. should take, you should consult your stockbroker, bank manager, solicitor, accountant or other professional adviser authorised pursuant to the Financial Services and Markets Act 2000. 1 WH Smith PLC Annual Report and Accounts 2005 Chairman’s Statement Robert Walker delivering value to our shareholders We have made strong progress over the past year with all our businesses – The challenge we At the time of writing we await the publication of the OFT’s final written High Street Retail, Travel Retail and News Distribution – delivering good opinion on the newspaper and magazine supply chain. In their draft opinion, profit growth despite the difficult consumer spending climate, particularly face is to continue to published in May, the OFT recognised the unique nature of the newspaper in the second half of the financial year. The Group has clearly benefited reinvigorate the High distribution arrangements but said that magazine contracts must allow for from the increased focus on these businesses, following the disposal of the passive sales. Group’s interests in the United States and Asia Pacific during 2004. During Street business through the year we also returned £205m to shareholders following the disposal of improving customer These provisional findings give continued stability to our newspaper Hodder Headline. distribution contracts, which account for around 50 per cent of revenue. choice, range and value. The implications for the magazine market however, are less clear. The Board is recommending a final dividend of 9.2p (2004: 8.0p), which together with the interim dividend of 4.5p (2004: 4.0p) makes the total We believe that different arrangements for newspapers and magazines dividend for the year 13.7p (2004: 12.0p). This increase reflects the may reduce market efficiency over time, with a potentially negative impact on Board’s confidence in the future prospects for the Group. consumer availability. However, as a leading wholesaler and magazine retailer, we are well placed to compete in a more open market and the investments we In the past year, we have delivered on the first phase of the High Street Retail have made in recent years, in the SAP information system and new warehouses, recovery programme. We have focused on reducing our costs, improving leave us better placed to adapt to any changes that occur in the market. gross margin and the business’s operational procedures. Establishing these retail disciplines is essential if we are to operate successfully in the highly During the course of the year, we made a number of changes to the Board. competitive retail environment. The response from our staff to these Richard Handover, Chairman, retired from the Board after 40 years’ service changes has been outstanding and I would like to take this opportunity We have made strong with the Group. Following the disposal of the international and publishing to thank them all for their hard work, commitment and loyalty. progress over the businesses in 2004, John Warren left the Group at the end of March. Walker Boyd left the Board in accordance with best corporate governance and the The operational base we have established in High Street Retail, with its past year, with all our Combined Code guidelines regarding cross-directorships. Andrew Rolfe also clear accountabilities for ongoing delivery of objectives, has brought greater businesses delivering resigned from the Board following his move to the United States. We thank efficiency in all areas. From here we will rebuild our authority in our core them all for their contribution to the Board and the Group’s businesses. categories and return WHSmith to the position of Britain’s most popular good profit growth despite bookseller, newsagent and stationer. the difficult consumer Alan Stewart replaced John Warren as Group Finance Director. Alan was previously Chief Executive of Thomas Cook UK Limited. Mike Ellis, Travel Retail has had a year of strong sales and profit growth. Enhanced spending climate. previously Group Finance Director of HBOS plc, replaced Walker Boyd customer service and store flexibility, together with the commitment of as Chairman of the Audit Committee and Luke Mayhew, Managing our Travel Retail staff, have all contributed to this performance. This Director of John Lewis until December 2004, replaced Andrew Rolfe commitment was clearly demonstrated by our Travel teams working in as a non-executive director. our London station stores on 7 July, the day of the London bombings. I would like to thank the Travel team for the professional manner in WHSmith benefits from a strong, well-established brand with good customer which they assisted the public in every way possible on that terrible day. loyalty and leading positions in its key markets of news and magazines, books, and stationery. The challenge we face is to continue to reinvigorate the News Distribution delivered good profit growth this year and has made High Street business through improving customer choice, range and value. further progress in improving both service standards and cost control. This is a notable achievement, particularly against the background of Undoubtedly, further challenges lie ahead as we continue to implement industry uncertainty brought about by the OFT review into distribution our turnaround plan; Kate Swann and the management team have taken arrangements for newspapers and magazines. into consideration the current downturn in consumer spending in their plans and I am confident the next 12 months will be a year of further progress for the Group. Robert Walker Chairman 13 October 2005 2 WH Smith PLC 3 WH Smith PLC Annual Report and Accounts 2005 Annual Report and Accounts 2005 Group Chief Executive’s Operating Review Kate Swann returning to proffitability The Group made important progress during the year with all our businesses During the course of this year we identified a further £18m of cost savings delivering strong profit growth. Despite the unhelpful consumer spending that we will deliver as we make additional changes in support areas such climate, Group profit before tax from continuing operations, excluding as shared information systems and logistics. exceptional items and goodwill amortisation, increased by 59 per cent to £73m. The total Group profit before tax was £64m (2004: loss of £135m). Margin growth is an important part of our return to profitability and more than 50 per cent of the margin improvement we have delivered this year has WHSmith News made steady progress with profit growth of 6 per cent driven come from a positive shift in product mix. By switching sales from low margin by good cost control and continued focus on service development. Travel categories like entertainment to higher margin categories like stationery, Retail delivered strong profit* growth of 24 per cent and good sales growth we can deliver overall profit growth without relying on top line sales growth. of 3 per cent. High Street Retail improved its profitability* by 87 per cent Our new basics stationery compared with last year. Our staff have worked hard to manage costs tightly, range offers customers We have also grown margins by improving promotions and buying terms as implement initiatives to increase product availability and choice, and to raise bigger packs at better value. well as improving the retail basics. Two of the key retail basics we have focused The basics range was store standards. Customer response to these changes has been positive.