British Sky Broadcasting Group plc Annual Report 2011 British Sky Broadcasting Group plc British Sky Broadcasting Group plc Grant Way, Isleworth Middlesex TW7 5QD Telephone 0333 100 0333 Facsimile 0333 100 0444 www.sky.com Registered in England No. 2247735 ANNU A L REPORT 2011 Business review Annual REport 2011 We want to be first choice for entertainment and Financial review communications. Governance Sky is a valued part of everyday life in more than 10 million homes. Chairman’s statement 3 We entertain, excite and inspire customers with a great choice of Directors’ report – Business review high-quality television in high definition. We make technology Chief Executive simple and put viewers in control. We connect people to each Officer’s statement 4 other and to the world with our broadband and phone services. Our performance 6 Review of the business 8 Because we never forget that Sky is a choice, we put customers Corporate responsibility 18 Financial statements first and work hard to earn their trust. We make our products People 22 affordable so millions can join in. And we back it all up with a Principal risks and uncertainties 24 commitment to exceptional customer service. Directors’ report – Financial and Seeing the bigger picture is part and parcel of the way we do operating review 29 business. That’s why we’re committed to doing the right thing and Directors’ report – Governance Board of Directors 36 playing our part in the communities where we live and work. Corporate governance report 38 We strive to be the best for our customers and our people, and to Other governance and make a positive contribution to life in the UK and Ireland. We statutory disclosures 46 Report on Directors’ believe that focusing on long-term sustainability is the best way to information Shareholder remuneration 49 achieve lasting success and create value for shareholders. Consolidated financial statements We’re always looking for ways to improve. That spirit has made us Statement of Directors’ what we are today, and it will drive us to become what we want to responsibility 59 be tomorrow. Independent Auditor’s report 60 Consolidated financial statements 61 Group financial record 118 We believe in better. Non-GAAP measures 121 Shareholder information 122 Glossary of terms 124 Glossary of terms ANNUAL REPORT 2011 BRITISH SKY BROADCASTING GROUP PLC 1 Book 1.indb 1 12/10/11 20:46:51 Annual REport 2011 Forward looking statements This constitutes the Annual This document contains certain forward looking statements Report of British Sky Broadcasting with respect to our financial condition, results of operations and Group plc (the “Company”) in business, and our strategy, plans and objectives. These statements accordance with International include, without limitation, those that express forecasts, Financial Reporting Standards expectations and projections, such as forecasts, expectations and (“IFRS”) and with those parts projections with respect to the potential for growth of free-to-air of the Companies Act 2006 and pay television, fixed line telephony, broadband and bandwidth applicable to companies reporting requirements, advertising growth, Direct-to-Home (“DTH”) customer under IFRS and is dated 28 July growth, Multiroom, Sky+, Sky+HD and other services’ penetration, 2011. This Annual Report makes churn, DTH and other revenue, profitability and margin growth, cash references to various Company flow generation, programming costs, subscriber management and websites. The information on our supply chain costs, administration costs and other costs, marketing websites shall not be deemed expenditure, capital expenditure programmes and proposals for to be part of, or incorporated by returning capital to shareholders. reference into, this Annual Report. Although the Company believes that the expectations reflected in such forward looking statements are reasonable, these statements (and all other forward looking statements contained in this document) are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or implied or forecast in the forward looking statements. These factors include, but are not limited to, the fact that we operate in a highly competitive environment, the effects of laws and government regulation upon our activities, our reliance on technology, which is subject to risk, change and development, failure of key suppliers, our ability to continue to obtain exclusive rights to movies, sports events and other programming content, risks 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”). Information on the significant risks and uncertainties associated with our business is described in “Directors’ report – Business review – Principal risks and uncertainties” in this document. No part of these results constitutes, or shall be taken to constitute, an invitation or inducement to invest in the Company or any other entity and must not be relied upon in any way in connection with any investment decision. All forward looking statements in this document are based on information known to us on the date hereof. Except as required by law, we undertake no obligation publicly to update or revise any forward looking statements, whether as a result of new information, future events or otherwise. ANNUAL REPORT 2011 BRITISH SKY BROADCASTING GROUP PLC 2 Book 1.indb 2 12/10/11 20:46:51 Business review Annual REport 2011 Chairman’s statement The relationships we have with our customers are the foundation on which our business has been built. That is why reaching our long-term target of 10 million customers this year was an important milestone in the Company’s progress, as well as an Financial review endorsement of the quality, value and choice that we offer to our customers. But more important than any single target is the way that the Company continues to transform itself. Since setting the goal of 10 million customers in 2004, we have moved from being largely a single-product company to become a leader in a much broader field of opportunity, with a diverse set of entertainment and communications products. In parallel, we have further developed our high-quality content offering, set the pace of innovation across the industry and grown our capabilities as an organisation by developing a strong culture of continuous improvement. Those achievements are the consequence of a clear, consistent plan and excellent execution over several years by a highly focused Governance management team. Today, more families are choosing Sky for a greater variety of products than ever. As we look to deepen our relationships with those customers, we recognise also the importance of making The last year has again a positive contribution to the community in which we operate. Over the last year, we have continued to develop our work in three presented a challenging key areas of focus: helping to protect the environment; improving environment for consumer lives through sport; and opening up the arts to more people. businesses, as families are On 13 July 2011, News Corporation – where I am an Executive Director – withdrew its proposal to acquire the shares in Sky that Financial statements squeezed by higher prices it does not already own. In doing so, News Corporation stated that and lower disposable income. it remains a committed, long-term shareholder in Sky, proud of the Against that backdrop, Sky success that the Company has achieved over many years, and of News Corporation’s contribution to it. has continued to perform As well as reiterating that commitment and support, I would like well, with a strong operational to take this opportunity to thank the excellent team at Sky and and financial performance the entire Board for the focus that they have shown throughout the last year. It is because of their talent and dedication that the across the board. Furthermore, Company continues to deliver for customers and to achieve such our business is well placed strong progress for shareholders. to continue to grow in the In reflection of the Company’s continued strong performance, and information Shareholder our confidence in the opportunity ahead, the Board proposes a future, as we take advantage 20% increase in the full year dividend to 23.28 pence per share and of the significant potential intends to return £750 million to shareholders through a share in the entertainment and buy-back programme over the next 12 months. On behalf of the Board, I would like to thank all shareholders for their continued communications marketplace. support. James Murdoch Chairman 28 July 2011 Glossary of terms ANNUAL REPORT 2011 BRITISH SKY BROADCASTING GROUP PLC 3 Book 1.indb 3 12/10/11 20:46:52 dirEctors’ REport – businEss REVIEW Chief Executive Officer’s statement The approach that we have taken over a number of years is designed to deliver the right balance between growth and returns. We invest sensibly where we see attractive opportunities and where customers see value, while staying equally focused on the efficiency of our operations. It is this approach that will best deliver sustainable growth in revenue, profit and cash flow over time. Looking back at our performance during 2011, our results show that our strategy is working. Against the backdrop of a challenging economic environment, Sky has continued to perform well on all fronts, with strong demand across the board, good progress on our priorities and excellent financial results. More customers are choosing Sky than ever and they are taking a greater variety of products from us. During the year, we added 3.8 million subscription products to take the total to more than 25 million.