Bloomsbury Publishing Plc ANNUAL REPORT REPORT ANNUAL & ACCOUNTS 2016 February y/e 29 Bloomsbury Publishing Plc 50 Bedford Square, London WC1B 3DP Telephone +44 (0) 20 7631 5600 www.bloomsbury.com www.bloomsbury-ir.co.uk Stock code: BMY Bloomsbury Publishing AR2016 Strategic and Governance.indd 3 24695 14 June 2016 10:24 AM Pass for Press 14/06/2016 10:26:11 Introduction Bloomsbury Publishing is an independent global publisher listed on the London Stock Exchange with offices in London, Oxford, New York, New Delhi and Sydney. Over its 30-year history, Bloomsbury’s mission has been to publish works of excellence and originality. Bloomsbury has built up a valuable portfolio of content and rights-based intellectual property assets. Telegraph Money Why these are Britain’s best dividend shares Research for Telegraph Money by SharePad, a portfolio analysis tool, filtered the UK stock market for companies that have grown dividends every year for at least two decades. It looked at every share in the FTSE All Share, excluding investment trusts. In applying the screen some shares, such as Royal Dutch Shell which has not cut its dividends since 1945, do not feature. This is because there has been at least one year when the dividend was maintained rather than increased. A total of ten shares qualified as dividend kings: Share Name Industry Dividend Cover Dividend Yield Vodafone Telecoms 5.2% 0.5 Cranswick Food 1.8% 2.8 SSE Energy 6.2% 1.2 RPC Plastics specialist 2.2% 2.6 Fuller Smith & Turner Brewer and pubs 1.6% 3.2 Halma Health and safety devices 1.4% 2.7 Bloomsbury Publishing 4.3% 2.2 PZ Cussons Household goods 2.7% 2.1 Capita Outsourcing 3.3% 2.2 Mitie Group Outsourcing 4.6% 2.0 Source: SharePad. Please note data used is the forecast dividend yield, based on analysts’ expectations in one year’s time. Phil Oakley, analyst at SharePad, said: “A long track record of dividend growth can be seen as a hallmark of a high quality and resilient business. It shows a company has been able to prosper in good times and bad and might be able to keep on doing so. But investors also need to be wary. Sometimes management can become slaves to a dividend policy and pay dividends which aren’t sustainable. Investors need to keep an eye on the levels of dividend cover and whether a company might be borrowing to pay its dividend due to a lack of cash flow.” This “cover” is calculated by comparing profits and dividends. As a rule of thumb, a low dividend cover score, around one or lower, suggests dividends are vulnerable, as the company is using most, if not all, of its profits to fund the dividend. A figure of two or more is comfortable. An extract of an article in Telegraph Money by Kyle Caldwell, 27 March 2016. The full article is found at http://www.telegraph.co.uk/investing/shares/why-these-are-britains-best-dividend-shares/ Bloomsbury Publishing Plc Annual Report and Accounts 2016 Bloomsbury Publishing AR2016 Strategic and Governance.indd 4 24695 14 June 2016 10:24 AM Pass for Press 14/06/2016 10:26:11 Revenue Total dividend Contents £m pence STRATEGIC REPORT 6.40 6.10 123.7 5.82 Performance Overview 111.1 109.5 Highlights 2 Chairman’s Statement 3 Chief Executive’s Review 4 Group Overview STRATEGIC REPORT STRATEGIC – Group Strategic Summary 14 2014 2015 2016 2014 2015 2016 – Academic & Professional 16 – Children's & Educational 18 – Adult 20 Profit before tax Adjusted profit1 – Bloomsbury Information 23 £m £m – Group Functions 24 Financial Review 25 Risk Factors 32 10.4 13.0 Corporate Responsibility 36 9.6 9.5 12.1 12.0 GOVERNANCE Board of Directors 42 Directors’ Report 44 Corporate Governance 49 GOVERNANCE Directors’ Remuneration Report 58 2014 2015 2016 2014 2015 2016 FINANCIAL STATEMENTS Independent Auditor’s Report 75 Adjusted diluted EPS2 Diluted EPS Consolidated Income Statement 79 £m £m Consolidated Statement of Comprehensive Income 80 Consolidated Statement of Financial Position 81 Consolidated Statement of Changes in Equity 82 15.24 12.93 Consolidated Statement of Cash Flows 83 14.73 11.90 Notes to the Consolidated Financial Statements 84 12.80 10.43 Company Statement of Financial Position 118 Company Statement of Changes in Equity 119 Company Statement of Cash Flows 120 Notes to the Company Financial Statements 121 FINANCIAL STATEMENTS COMPANY INFORMATION 2014 2015 2016 2014 2015 2016 Five Year Financial Summary 130 Notes: Company Information 131 1. Adjusted profit is profit before taxation, amortisation of acquired intangible assets Explanation of the Annual General Meeting 132 and other highlighted items. 2014 has been restated to add back internally generated intangible asset amortisation to adjusted profit. Notice of the Annual General Meeting 135 2. Adjusted diluted EPS is calculated from adjusted profit with taxation on adjusted profit deducted. Again 2014 has been restated to reflect the change in treatment of internally generated intangible asset amortisation. COMPANY INFORMATION Stock Code: BMY www.bloomsbury.com 1 Bloomsbury Publishing AR2016 Strategic and Governance.indd 1 24695 14 June 2016 10:24 AM Pass for Press 14/06/2016 10:26:12 Highlights Financial Highlights ✷ Revenue grew by 11% to £123.7 million (2015: £111.1 million) ✷ Profit before taxation and highlighted items increased by 8% to £13.0 million (2015: £12.1 million) ✷ Both revenue and profit benefited from the successful integration of Osprey Publishing acquired in December 2014 ✷ Final dividend per share of 5.34 pence (2015: 5.08 pence) making a total dividend of 6.4 pence for the year (2015: 6.1 pence) ✷ Diluted earnings per share, excluding highlighted items, were 15.24 pence (2015: 14.73 pence) Strategic Developments ✷ Bloomsbury 2020 launched in May 2016, moving Bloomsbury further into the area of B2B digital publishing; a significant growth plan for Bloomsbury Digital Resources Publishing, a new range of scholarly digital resources aimed at academic libraries worldwide whose collective budgets are approximately $5 billion ✷ Announcement in May 2016 of reorganisation of Bloomsbury from four to two divisions: Consumer and Non-Consumer, to reflect the increasing emphasis on our Non-Consumer businesses Operational Highlights Children’s & Educational ✷ Revenue for the year increased by 57% to £41.8 million ✷ Digital now represents 16% of total revenues in the division (2015: £26.6 million) (2015: 12%) ✷ Sales of Harry Potter in the year grew by 133%, including Harry ✷ Acquisition of the definitive family law list for net consideration Potter and the Philosopher’s Stone Illustrated Edition by J. K. of £0.5m Rowling and Jim Kay, which is being published to great acclaim Bloomsbury Information ✷ A Court of Mist and Fury by Sarah J. Maas hit number one on the ✷ Revenue for the year was £3.2 million (2015: £3.9 million) New York Times bestseller list in May 2016. Sales of Sarah J. Maas ✷ titles, which included A Court of Thorns and Roses, grew by 184% Operating profit before highlighted items was up 9% to £1.2 million (2015: £1.1 million) Adult division ✷ From 2016, Bloomsbury is providing publishing services to the ✷ Revenue increased by 3% year on year to £46.0 million Arcadian Library, one of the finest collections of books about (2015: £44.7 million) relations between the West and the Arab and Islamic worlds ✷ Osprey Publishing, which was acquired in December 2014, Strong list for the year ahead generated revenue of £7.2 million (2015: £1.5 million) ✷ Harry Potter and the Chamber of Secrets Illustrated Edition by ✷ Focus on special interest niches paying off, representing 14% J. K. Rowling and Jim Kay of total Bloomsbury sales (2015: 10%) ✷ Two front list Sarah J. Maas titles Academic & Professional ✷ New cookery titles from Tom Kerridge and Hugh Fearnley- ✷ Revenue for the year was £32.7 million (2015: £36.0 million), Whittingstall slightly lower as expected due to a strong rights and services ✷ New content from J. K. Rowling for the new edition of Fantastic comparator last year Beasts & Where to Find Them ✷ Digital revenues grew by 24% year on year to £5.3 million, more than treble the industry growth rate (Source: Publishing Association: Digital Sales Monitor) 2 Bloomsbury Publishing Plc Annual Report and Accounts 2016 Bloomsbury Publishing AR2016 Strategic and Governance.indd 2 24695 14 June 2016 10:24 AM Pass for Press 14/06/2016 10:26:12 Chairman’s Statement s it approaches its 30th birthday in September, I am pleased We are proud of the high social value of our core business of to report that Bloomsbury has had a good year in terms promoting literature and literacy. Bloomsbury’s authors enrich of the quality of both its publishing and its financial results. the lives of millions of people across the world. I would like, on TotalA revenue is up 11% and operating profit before highlighted behalf of the Board, to thank all our staff for their hard work and items is up 8%. The overall results of the business are in line with commitment to publishing the Bloomsbury way. market expectations. Based on this the Board proposes a final Bloomsbury is a highly innovative publishing group with a Board dividend of 5.34 pence per share to Shareholders on the register on and management team who demonstrate their capacity to adapt in 26 August 2016, which gives an increase in full year dividend of order to stay ahead of the challenges of a rapidly changing market. 5% and continues Bloomsbury’s long-term stable dividend growth. The depth of talent across Bloomsbury gives me confidence that we The Group continues to pursue its strategy of increasing the are very able to continue to face and to exploit future challenges proportion of its business in non-consumer areas.