Trinity Mirror plc plc Mirror Trinity Trinity Mirror plc Annual Report 2015 Annual Report 2015 www.trinitymirror.com WELCOME TO THE TRINITY MIRROR PLC Strategic Report ANNUAL REPORT FOR THE 52 WEEKS ENDED 02–30 27 DECEMBER 2015 Chairman’s introduction 02 Chief Executive’s introduction 03 Our business 04 TRINITY MIRROR IS THE Strategy and KPIs 08 Our audience 10 LARGEST NATIONAL AND Trends and challenges 11 REGIONAL MULTIMEDIA Our people 12 Risks and uncertainties 14 CONTENT PUBLISHER IN Group financial review 17 THE UK, COMPRISING Divisional financial review 26 NATIONAL AND REGIONAL NEWSBRANDS ACROSS Governance 31–69 Chairman’s governance introduction 31 THE COUNTRY Board of directors 32 Corporate governance report 34 Nomination Committee report 39 Audit & Risk Committee report 40 Remuneration report 45 Corporate responsibility report 60 Directors’ report 67 Financial Statements 70–112 Independent auditor’s report 70 Consolidated income statement 74 Consolidated statement of 74 comprehensive income Consolidated cash flow statement 75 Consolidated statement of changes in equity 75 Consolidated balance sheet 76 Notes to the consolidated financial statements 77 Parent company balance sheet 109 Notes to the parent company 110 financial statements Disclaimer This Annual Report is sent to shareholders who have elected to receive a hard copy and is available on our website www.trinitymirror.com for those shareholders who have elected to receive a copy electronically. In this document, references to ‘the Group’, ‘the Company’, ‘we’ or ‘our’ are to Trinity Mirror plc and its subsidiaries. A reference to a year expressed as 2015 is to the 52 weeks ended 27 December 2015 and a reference to a year expressed as 2014 is to the 52 weeks ended 28 December 2014. References to ‘the year’ and ‘the current year’ are to 2015 and references to ‘last year’ and ‘the prior year’ are to 2014. The Annual Report contains forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and future assumptions because they relate to events and/or depend on circumstances that may or may not occur in the future and could cause actual results and outcomes to differ materially from those expressed in or implied by the forward-looking statements. No assurance can be given that the forward-looking statements will be realised. Statements about the directors’ expectations, beliefs, hopes, plans, intentions and strategies are inherently subject to change and they are based on expectations and assumptions as to future events, circumstances and other factors which are in some cases outside the Company’s control. The Annual Report has been prepared on the basis of the knowledge and information available to directors at the date of its preparation and the Company does not undertake any obligation to update or revise the information during the financial year ahead. It is believed that the expectations set out in these forward-looking statements FOR FURTHER INFORMATION OR TO READ THE ANNUAL are reasonable, but they may be affected by a wide range of variables which could cause actual results or trends to differ materially. The forward-looking REPORT ONLINE, GO TO WWW.TRINITYMIRROR.COM statements should be read in the context of the principal risk factors. Trinity Mirror plc Annual Report 2015 01 IN SUMMARY Although the markets we operate in are challenging, our performance remains robust with revenue declines in print being offset by cost mitigation to support profits and with our continued investment in digital. Growing digital audience and revenue across multiple digital channels. Strong cash generation provides financial flexibility to invest, to grow dividends and to meet pension obligations. Strategy remains on track and good progress is being made on the integration of Local World. Statutory results Revenue Operating profit Earnings per share Dividend per share £592.7m £82.2m 30.2p 5.15p 2014: £636.3m 2014: £98.6m 2014: 28.1p 2014: 3.00p Adjusted results1 Revenue Underlying revenue2 Operating profit EBITDA £592.7m £572.1m £109.6m £132.0m 2014: £636.3m 2014: £620.7m 2014: £105.5m 2014: £130.0m Net debt3 Net cash flow4 Operating margin Earnings per share £92.9m £63.8m 18.5% 33.9p 2014: £19.3m 2014: £77.7m 2014: 16.6% 2014: 32.8p In addition to the financial performance measures above, the Group is focused on a number of other key performance indicators to deliver the Group’s strategy. These are set out in the strategy and key performance indicators section of the Strategic Report on pages 8 and 9. 1 Alongside the statutory results, the Group presents its performance on an adjusted basis. The adjusted results aim to provide a more meaningful comparison of the performance of the Group without the volatility created by non-recurring items and restructuring charges and by non-cash accounting items. The statutory results are adjusted by the exclusion of non-recurring items, restructuring charges in respect of cost reduction measures, the amortisation of intangible assets, the pension administrative expenses, the retranslation of foreign currency borrowings, the impact of fair value changes on derivative financial instruments, the pension finance charge and the impact of tax legislation changes. Set out in note 37 in the notes to the consolidated financial statements is a reconciliation between the statutory results and the adjusted results. 2 Underlying revenue excludes revenue from Local World in 2015 (£20.6 million being external revenue of Local World of £21.2 million less £0.6 million now being accounted for as internal printing revenue) and in 2014 from title closures in the South (£4.5 million) and newsprint supply to the Independent and i (£11.1 million) which ceased at the end of 2014. 3 On a contracted basis assuming that the private placement loan notes and related cross-currency interest rate swap is not terminated prior to maturity. 4 The Group generated net cash inflows of £63.8 million before the net cash payments of £137.4 million relating to the acquisition of Local World. Including these payments, contracted net debt for the year increased by £73.6 million. Trinity Mirror plc Annual Report 2015 02 Strategic Report Governance Financial Statements CHAIRMAN’S INTRODUCTION Key Points “ DESPITE THE STRONG HEADWINDS IN OUR INDUSTRY, WE HAVE SUCCEEDED Profits up and strong cash flows IN ENDING THE YEAR IN BETTER SHAPE Acquisition of Local World THAN WE STARTED IT.” New non-executive directors Board confident in strategy and management See page 31 for Chairman’s Governance introduction David Grigson, Chairman Last year I ended my Chairman’s introduction by saying that we Dividend payment would do our best to end the year ahead in even better shape than As a result of our strong financial position, I’m delighted to confirm we started it. I believe that, despite the strong headwinds in our that the Board proposes a final dividend of 3.15 pence per ordinary industry, we have succeeded in achieving this goal. share, bringing the total dividend for the year to 5.15 pence per As this Annual Report demonstrates, our profits were up on last ordinary share. During 2015, the Company paid total dividends of year and we were able to put our strong cash flows to good 5.00 pence per ordinary share, being the first time in seven years use by acquiring Local World. The acquisition has a compelling we have paid a dividend. strategic and financial rationale, reinforcing our position as the The dividend is a reflection of the work done by the management largest national and regional news publisher in the UK, and it better team in delivering performance which was ahead of expectations enables the Group to serve our audiences and our advertisers. for the year. The Board remains confident in the strategy that is in On behalf of the Board, I welcome our new colleagues from Local place and the excellent management team that are charged with World and look forward to working with you over the coming years. its implementation. Board composition On behalf of the Board, I would like to thank our shareholders for There have been several changes to the Board this year as their continued support and would like to extend the same thanks we have welcomed Steve Hatch and Olivia Streatfeild as new to all our colleagues who did such a stellar job in delivering the non-executive directors. Both bring extremely relevant insight and Company’s many successes in 2015. We will all strive to build on experience, particularly from the digital space. These appointments these successes to finish 2016 stronger than we started it. followed the resignations of Donal Smith and Jane Lighting, both of whom have been valued directors in their time on the Board. David Grigson Historical legal issues Chairman During the year, the Group continued to cooperate with the Metropolitan Police Service in respect of Operation Elveden 29 February 2016 (the investigation relating to alleged inappropriate payments to public officials) and Operation Golding (the investigation into alleged phone hacking). The Group has been informed that these investigations have now concluded and that no charges will be made against former or current journalists and that criminal proceedings will not be taken against our subsidiary MGN Limited in relation to phone hacking. Although the Group is exposed to civil claims from individuals, we continue to believe that the basis used for calculating damages is incorrect and are therefore currently seeking permission to appeal the judgement of the