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Bwin.Party Digital Entertainment Annual Report & Accounts 2012

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Annual report &accounts 2012 focused innovation Contents 02 Overview 68 Governance 02 Chairman’s statement 72 Audit Committee report 04 A year in transition 74 Ethics Committee report 05 Our business verticals 74 Integration Committee report 06 Investment case 75 Nominations Committee report 10 Our business model 76 Directors’ Remuneration report 12 CEO’s review 90 Other governance and statutory disclosures 20 Strategy 92 2013 Annual General Meeting 28 Focus on our technology 94 Statement of Directors’ responsibilities 30 Focus on social gaming 32 Focus on PartyPoker 95 Financial statements 95 Independent Auditors’ report 34 Review of 2012 96 Consolidated statement of 44 Markets and risks comprehensive income 97 Consolidated statement 46 Sports betting of fi nancial position 48 Casino & games 98 Consolidated statement of changes 50 Poker in equity 52 Bingo 99 Consolidated statement of cashfl ows 54 Social gaming 100 Notes to the consolidated 56 Key risks fi nancial statements 58 Responsibility & relationships 139 Company statement of fi nancial position 58 Focus on responsibility 140 Company statement of changes in equity 60 Customers and responsible gaming 141 Company statement of cashfl ows 62 Environment and community 142 Share information 63 Employees, suppliers and shareholders 146 Notice of 2013 Annual General Meeting 66 Board of Directors 150 Glossary Sahin Gorur Bingo Community Relations See our online report at www.bwinparty.com Overview Strategy Review Markets Responsibility & Board of Governance Financial Share Notice of Annual Glossary 01 of 2012 and risks relationships Directors statements information General Meeting Introduction 02 Chairman’s statement real progress We made signifi cant progress in 2012 and remain Our attentions are now turning to the on course to deliver all of the Merger synergies as next step in our evolution, one centred on innovation that will be triggered by Annual report & accounts 2012 originally planned. Having already migrated millions the delivery of a series of product, of customers and key elements of our technology technical and strategic developments as well as through an increased presence bwin.party to a single platform, a few integration projects in regulated markets. We will enhance remain outstanding and we are working towards our capabilities for mobile and social completing these during 2013. media channels that continue to grow in importance and also overhaul and reposition our fl agship poker brand; PartyPoker. We anticipate that a softer consumer economy in many parts of Europe and further regulatory developments both in the US and in Europe will continue throughout 2013. With more European countries set to open their market for Simon Duffy online gaming, management will Chairman continue to execute the fi ve elements of our business strategy: • Focus on regulated and to-be regulated markets; • Invest in our core assets: people, brands and technology; • Secure strategic partnerships; • Extend into new areas of digital entertainment; and “Despite the challenges presented • Act responsibly. by a shifting regulatory landscape, Board composition and governance the executive team has executed Jim Ryan’s decision to retire as Co-CEO the integration plan as scheduled. in January 2013 brought his successful With a greater focus on key markets, partnership with Norbert Teufelberger we are now entering an intense to a natural close, coinciding with the effective completion of the Merger phase of innovation that will process. On behalf of the Board I would transform our business.” like to thank Jim for his contribution to the Company both before and since the Merger and to wish him well for the future. Following Jim’s departure, Joachim Baca offered to step down as a Director in January 2013, helping to reduce the size of the Board and bringing its composition into compliance with the UK Corporate Governance Code’s recommendation regarding the balance of independent and non-independent Directors. Joachim remains a core member of the senior management team. 03 Overview After an extensive exercise led by the Experience of the Board members outside bwin.party Strategy Review Nominations Committee and utilising a professional search fi rm, Sylvia Coleman joined the Board as an independent Non-Executive Director on 8 March 2013. A lawyer by training, she is a seasoned 2012of executive in the entertainment industry and has signifi cant experience of regulation, digital media and intellectual property issues, as well as extensive risks and Markets general business experience. A further review of the Board’s composition will take place later in the year. Responsibility & As in 2012, all Directors, will be standing relationships for re-election at the 2013 AGM. Dividend The Board is recommending a fi nal dividend of 1.72p per share which, together Directors with the interim dividend of 1.56p, makes of Board a total dividend of 3.44p per share for the year ended 31 December 2012 (2011: 3.12p). Number of Board members with relevant experience 7 4 The fi nal dividend, if approved at the 2013 Banking & Investment Accountancy AGM, will be paid on 24 June 2013. Further 3 Entertainment 2 Publishing & Marketing Governance Financial details are contained in Share information 3 Energy & Utilities 1 Insurance on pages 142 to 145. 2 Law 1 Payment Processing 51Technology & Telecommunications Politics Share buyback 1 Land-based gaming 1 Defence Having renewed the requisite authority statements 1 Medicine to repurchase up to 10% of the Group’s issued share capital at the 2012 AGM, the Group purchased a total of 27,256,981 shares during 2012 at a total purchase Confirmation of our compliance with the Code, together with price of £40.1m. All purchased shares have details about how the Board oversees the interests of the Group information been cancelled. through its operating and management structure, is explored in Share more depth in the Governance Review on pages 66 to 94 of this The Company has not purchased any Annual Report. shares for cancellation since the year-end. General Meeting General Notice of Annual of Notice Outlook Our revenue performance in the early part of 2013 was impacted by the consolidation of the bwin and PartyGaming dotcom platforms, as well as the decision to reduce acquisition marketing in certain dotcom Glossary countries. As a result, while revenue in 2013 is expected to be slightly lower than in 2012, the impact on Clean EBITDA should be mitigated by cost savings and a number of new product initiatives. With our increased focus and a sizeable revenue opportunity in the US, we remain confi dent about the outlook. 04 Overview a year in transition Who we are 2012 highlights bwin.party is a leading online • Continued progress in integrating bwin and PartyGaming Annual report & accounts 2012 gaming company with millions of customers from across the • Launched into Denmark and Spain under new nationally globe who enjoy playing our regulated regimes bwin.party online sports betting, casino, • Awarded licences in Germany (Schleswig-Holstein) for poker and bingo games, for real or virtual currency. sports betting, poker and casino Key facts • Approximately 38% of our net gaming revenue now subject to local 1 • 3,000 employees with offi ces gaming taxes (versus 26% in 2011) in Europe, India, the Ukraine • Migrated 13 million customer accounts from bwin.com to a single fully- and the United States integrated technology platform See page 28 • Headquartered in Gibraltar where we are licensed and • Launched our social gaming strategy and associated acquisition regulated of Orneon See page 30 • Also licensed in Alderney, • Ongame poker network sold Belgium, Denmark, France, Germany (Schleswig- • Delivered of €46.5m of synergies in 2012 Holstein), Spain and Italy • Secured strategic alliances with Zynga (UK), Groupe Partouche • Listed on the London Stock (Belgium) and United Auburn Indian Community (California) Exchange (ticker: BPTY) • bwin became the digital betting and gaming partner of • Core brands include bwin, PartyPoker, PartyCasino, Manchester United Gioco Digitale and Foxy Bingo 2012 total revenue by product (€m) 2012 net gaming revenue by country 1,000 2012 2011 800 600 400 200 0 2012 2011* Change ¤m ¤m % Sports betting 262.9 260.6 1 Germany 23% Spain 4% % % Casino & games 271.2 263.7 3 UK 10 Belgium 2 Italy 9% Denmark 1% Poker 176.5 213.0 (17) Americas 7% Rest of EU 19% Bingo 64.3 64.6 (1) France 6% Rest of World 15% % Unallocated corporate 26.7 14.1 1 Greece 4 Total 801.6 816.0 (2) * Pro forma 1. Based on net gaming revenue in December 2012 05 our business verticals Overview Key brands 2012 Clean EBITDA Strategy Review Sports betting bwin We offer bets on a pre-event betoto ¤42.7m and live basis on all key sports worldwide Gamebookers 2012of Gioco Digitale PartyBets and risks and Markets Casino & games PartyCasino ¤80.1m Responsibility & Blackjack, roulette, slots bwin relationships and jackpot slots are some of our most popular online GD Casino casino games Directors Board of Board Poker PartyPoker Governance Financial One of the largest poker bwin ¤28.5m networks in the world2, we have thousands of players GD Poker each day, covering all levels of stakes statements information Bingo Foxy Bingo Share With leading market positions Cheeky Bingo ¤18.8m in the UK, Italian and Spanish online bingo markets, we Gioco Digitale General Meeting General Notice of Annual of Notice are looking to expand into Binguez new territories Glossary Total Clean EBITDA3 ¤164.9m 2. Pokerscout.com 3. Total Clean EBITDA is after deducting unallocated corporate costs of €5.2m (2011: €7.9m Pro forma) 06 Investment case the opportunity The global online real money gaming market Key growth drivers This is a growing and valuable segment of the 6 Annual report & accounts 2012 digital economy, with an increasing share of the 1. Increasing broadband speeds (Mbps) global gaming market.
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