BECOMING A WORLD CLASS DIGITAL RETAILER ANNUAL REVIEW 2014/15 With annual sales of £1.8bn, Shop Direct is the UK’s second largest pureplay online retailer. Our digital department stores Very.co.uk, VeryExclusive.co.uk and Littlewoods.com sell over 1,100 famous brands, receive over a million website visits a day, with 56% of online sales completed on mobile devices. With our department store range of famous brands, market-leading ecommerce and technology capabilities and unique financial services products offering flexible ways to pay, we make good things easily accessible to more people. OUR AMBITION Transform a catalogue business into a world class digital retailer. OUR PURPOSE MAKE GOOD THINGS 1 Read more on pages 12-13 EASILY ACCESSIBLE 2 Read more on pages 14-15 TO MORE PEOPLE 3 Read more on pages 16-17 STRATEGIC REPORT Operating and financial highlights 01 Our business at a glance 02 Group Chief Executive’s review 04 Key Performance Indicators 07 Group Finance Director’s review 08 Our strategy 10 Risk management and principal risks 18 Corporate responsibility 19 FINANCIAL STATEMENTS Financial statements and notes to the financial statements 20 Independent review report 38 FIND OUT MORE www.shopdirect.com This annual review sets out the pro forma of the Group’s results for the years ended 30 June 2014 and 30 June 2015. These financial statements are not the Group’s statutory accounts. OPERATING AND STRATEGIC REPORT FINANCIAL HIGHLIGHTS • Group sales up 2.6% to £1,783.6m (FY14: £1.737.7m) • EBITDA up 3.3% to £186.7m (FY14: £180.7m) • Adjusted profit before tax1 up 17.9% to £105.2m (FY14: £89.2m) • Very.co.uk sales up 17.4% – outpacing the online retail market whilst the planned reduction in Littlewoods sales continued (-10.7%) • Group gross margin up 30bps to 40.6% (FY14: 40.3%) • Online transformation continues – 56% of online sales now on mobile devices 1 Adjusted PBT is equal to profit before tax, exceptionals and fair value adjustments from continuing operations GROUP SALES EBITDA +2.6% +3.3% £1,654.2m £1,676.4m £1,737.7m £1,783.6m £104.9m £116.8m £180.7m £186.7m FY12 FY13 FY14 FY15 FY12 FY13 FY14 FY15 MOBILE SALES MIX % ADJUSTED PROFIT BEFORE TAX (AS % OF TOTAL ONLINE SALES) +17.9% +12%pts £16.1m £26.3m £89.2m £105.2m 20% 27% 44% 56% FY12 FY13 FY14 FY15 FY12 FY13 FY14 FY15 Shop Direct Annual Review 2014/15 01 OUR BUSINESS AT A GLANCE Achieved significant transformation from a legacy catalogue business towards a world class digital retailer. VERY SALES1 LITTLEWOODS SALES3 +17.4% -10.7% £622.0m £701.2m £824.3m £967.8m £1,032.2m £975.2m £913.4m £815.8m FY12 FY13 FY14 FY15 FY12 FY13 FY14 FY15 SALES1 (FY15) SALES3 (FY15) £ 9 67.8 m (+17.4%) £815.8m (-10.7%) EBITDA CONTRIBUTION2 (FY15) EBITDA CONTRIBUTION4 (FY15) £203.4m (+19.7%) £199.8m (-0.4%) 1 Very sales includes Very.co.uk and VeryExclusive.co.uk. 3 Littlewoods sales include Littlewoods.com and Woolworths and Isme were migrated into Very at the LittlewoodsIreland.ie. K&Co was migrated into Littlewoods beginning of FY16 at the beginning of FY16 2 EBITDA contribution is stated before central 4 EBITDA contribution is stated before central costs. See page 28 for more details. costs. See page 28 for more details ESTABLISHMENT MERGING OF OUR TIMELINE OF THE BRANDS THE BRANDS A company with a long legacy 1890s–1990s 2002–2003 of serving the UK customer, Kay & Company Littlewoods sold by the now transformed into a leading founded 1890s Moores family to the present owners digital retailer. Littlewoods Home Shopping launched 1920s GUS’s home shopping acquired, businesses Telephone ordering renamed Shop Direct launched 1980s E-commerce launched 1990s 02 Shop Direct Annual Review 2014/15 STRATEGIC REPORT Our high growth digital department Established in 1923, our family store, focusing on style-conscious, focussed digital department store aspirational women. has a more traditional proposition and a loyal customer base. The No. 1 online department store for Offers the big brands our customers desire, • big-name brands • for themselves and all the family Offers a broad, curated and inspiring Servicing a wide range of customers from • selection of products for our customers • mums to young male gamers Flexible ways to pay via unique financial Flexible ways to pay via unique financial • services products allowing our customers • services products allowing our customers to purchase what they want when they to purchase what they want when they need it the most need it the most ONLINE VISITS (FY15) ONLINE VISITS (FY15) 246m (+26.1%) 147m (-2.4%) VERY APP RATING IN APPLE STORE CUSTOMERS WITH TENURE OF >5 YEARS 5* 50% MERGING OF FOCUSED EXPANSION INTO ACCELERATED THE BRANDS THE E-COMMERCE MARKET TRANSFORMATION 2005 2009 2014–2015 FUTURE Littlewoods and Shop Created Very.co.uk to drive Very overtakes Littlewoods Catalogue production Direct merged, forming online sales growth, to become Shop Direct’s ceased after 80 years UK’s largest home targeting a younger largest brand shopping business customer base Focus on Very Very Exclusive launched and Littlewoods Index brand and stores to target high street sold to Argos luxury segment Enhanced credit offering 120 branch Littlewoods Launch of V by Very high street chain sold to Read more: Associated British Foods www.shopdirect.com Shop Direct Annual Review 2014/15 03 GROUP CHIEF EXECUTIVE’S REVIEW I’m pleased to share results from another record year at Shop Direct – adjusted profit before tax up 17.9% on last year. These are exciting times for Shop Direct 04 Shop Direct Annual Review 2014/15 STRATEGIC REPORT OVERVIEW Good discipline has also contributed to our It has been a big year for us: another record overall performance: better trading disciplines, year for profit, powered by Very – the UK’s focus on costs, and continued improvement in fastest growing department store – and the credit and risk management. acceleration of our digital transformation. Very continues to be the growth engine, but FINANCIAL PROGRESS Littlewoods also plays an important role in In a year of significant change we have been our business and in our customers’ lives. able to continue our strong profit trajectory, The portfolio strategy of profitably managing with adjusted profit before tax up 17.9% at the Littlewoods sales decline is working well £105.2m. In this third consecutive year of and supports our investment in Very and our profit growth, what’s especially pleasing is the digital future. progress we’ve made across all areas of the business to achieve it. STRATEGIC PROGRESS Our ambition is to transform a catalogue business The growth drivers continue to be Very and into a world class digital retailer. Our retailer- mobile. Very continued to outperform the led, financial services-enabled model equips online market, with sales in 2014/15 up us well to do that, giving our customers 17.4% to £967.8m. Our continued focus on unrivalled choice, ease and affordability. a mobile-first approach is paying off: mobile is now the channel of choice for our customers, We’ve brought in 180 new brands this year – accounting for 56% of our online sales and from River Island, Sonos, Miss Selfridge showing little sign of slowing. So a channel that and Bang & Olufsen in Very to DKNY, didn’t even exist five years ago now accounts Karl Lagerfeld, Kenzo and REDValentino in for more than half our online sales – that’s how Very Exclusive. And this means we now offer rapidly customer needs evolve and how alert over 1,100 famous brands to our customers. we have to be to them. Being online-only means more mobile innovation – especially in personalisation, where we aim to offer each customer an experience as unique as she is. We’ve tailored the whole online experience, including the marketing that brings customers in, the online shop, and the way we engage with them after they’ve bought. We have Our heavy investment in proprietary technology has started to pay off. We’ll further accelerate made some our development with £50m of investment in a new credit environment in partnership with IBM. bold decisions We will continue to invest in technology that this year accelerates our progress and helps us maintain our lead. Pureplay etailer of the year 2015 Shop Direct Annual Review 2014/15 05 GROUP CHIEF EXECUTIVE’S REVIEW continued As a responsible lender we believe it’s the likes of Vivienne Westwood, Marc by important to strengthen and protect our USP. Marc Jacobs and Reiss. VeryExclusive.co.uk What makes us special is that combination of will give the luxury market a much-needed aspirational brands and market-leading credit, shake-up. We’re bringing luxury within reach and we’ve continued to develop our credit of many who crave a Karl Lagerfeld jacket or risk decision-making capability and anti-fraud a Vivienne Westwood handbag but feel it’s measures with the addition of a second out of reach. credit bureau. FUTURE We’ve also made some bold decisions to Having made the decision to stop the catalogue accelerate our transformation from catalogue and simplify our brand portfolio and own-brand business to world class digital retailer. We called clothing, we can now focus on being 100% time on the catalogue after 80 years, making digital. In FY16 we’ll see the benefits of a us a pureplay etailer dedicated to digital. simpler and more focused business. Only three years ago, nearly three-quarters of our sales came from catalogue customers: For all the progress we’ve made, we are nowhere that’s the pace we’ve brought to our near our full potential.