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SKY PLC (SKY)

  Print      Mail a friend       Annual reports

Wednesday 13 September, 2017

SKY PLC

Annual Financial Report

RNS Number : 6624Q
Sky PLC
13 September 2017
 

13 September 2017

 

Sky plc - Annual Report and Annual General Meeting

 

          Sky plc (the 'Company') released its preliminary announcement of annual results for the year ended 30 June 2017 ('Preliminary Announcement') on 27 July 2017.

 

Further to the Preliminary Announcement, the Company confirms that the Annual Report 2017, Notice of Annual General Meeting 2017 and Form of Proxy are being posted to shareholders today.

 

The documents have been submitted to the National Storage Mechanism and will shortly be available for viewing at www.morningstar.co.uk/uk/NSM.

 

The Annual Report and Notice of Annual General Meeting are available on the Company's website at www.skygroup.sky/corporate/investors.  

 

The Company's 2017 Annual General Meeting will be held at 11.00am on Thursday, 12 October 2017 at Sky Central, Grant Way, Isleworth, Middlesex TW7 5QD.

A condensed set of the Company's financial statements was included in the Preliminary Announcement and the appendix to this announcement contains additional information which has been extracted from the Annual Report dated 26 July 2017 (the 'Annual Report') for the purposes of compliance with the FCA's DTRs and should be read together with the Preliminary Announcement. Both documents can be downloaded from the Company's website at www.skygroup.sky/corporate/investors

 

Together these constitute the information required by DTR 6.3.5 which is required to be communicated to the media in full unedited text through a Regulatory Information Service. Page and note references in the text below refer to page numbers and notes in the Annual Report. This announcement should be read in conjunction with and is not a substitute for reading the full Annual Report.

 

Appendix

 

OVERVIEW AND RECENT DEVELOPMENTS

 

Our performance

 

Sky has had a strong year delivering on our growth strategy. It's been another good year for Sky and we have delivered a strong performance in all markets. We have made excellent progress in advancing all areas of our business plan, combining solid operational delivery with a range of new initiatives that we believe can deliver further strong growth.

 

At the heart of Sky, is a relentless focus on delivering three things - the best and broadest range of content, innovative products and excellent customer value and service. This approach, delivered by talented and dedicated people, is what allows us to consistently create value for our shareholders and enjoyment for our customers, while contributing strongly to the communities in which we live and work.

 

Strong results and a year of significant delivery

We have made good progress against the priorities that create sustainable value for our shareholders over the medium term. This is achieved by providing the broadest range of the best content for every household, innovating at pace to create the best products and extending our lead as the number one customer service brand in our space. At the same time, we will look to expand into new markets and build new revenue streams, all underpinned by sustained operating cost improvement.

 

Delivering on this has ensured that our full year financial performance was strong. Revenue growth was 10% (5% on a constant currency basis) at £12.9 billion with all markets and categories in growth. Operating profit of £1,468 million was £97 million below last year after absorbing the step up in UK Premier League costs, investment in new businesses and on screen.

 

We continued to make excellent progress in improving our operational efficiency and delivered further cost savings, with operating costs down by 3% as a percentage of revenue. We delivered our £200 million synergy target six months ahead of schedule and are now working towards a £400 million target by the end of 2020. This approach allows us to keep investing in our customer offer while delivering our long-term financial targets for the business.

 

Customer growth, despite challenging consumer environments, continued to be strong. We added 686,000 new customers over the year across our platforms and territories, growing our overall customer base to 22.5 million. At the same time, we grew paid-for products by a further 2.7 million with strong growth from the likes of Sky Mobile, UHD and multiscreen.

 

In the UK and Ireland, we continued our focus on delivering returns from the content and product investments we have made over the last few years. We are targeting broadly based revenue growth with a number of new products and services such as mobile, transactional services and our targeted advertising product AdSmart, alongside our subscription business. Delivering on these priorities has led to a good financial and operational performance in this market.

 

Our performance in Germany and Austria has been very strong as we pursue the significant opportunity that exists in Europe's largest TV market. Our drive towards broadening our customer proposition and developing a range of products and services to suit the whole market has delivered excellent customer growth.

 

And in Italy, despite a particularly challenging general consumer environment, we have successfully grown our customer base and operating profits have reached their highest level for five years. Our loyalty programme attracted over two million members and we continued to add value to customer subscriptions with the launch of Sky Go Extra, the Sky Kids App and a new Sky Sports app.

 

Investing £6 billion on screen makes us Europe's leading investor in content

This was our best year ever on screen and our slate of Sky productions continued to enhance our track record for producing world-class entertainment which our customers love. Our channels now consistently reach over 100 million people every quarter.

 

In the UK, Riviera delivered almost 12 million downloads, making it our most popular premiere box set release ever. In Italy, a new series of the original drama 1993 was the second best performing series on Sky Atlantic behind the extremely popular The Young Pope. In Germany and Austria, the locally produced Babylon Berlin and Das Boot are eagerly anticipated in the upcoming financial year where we will be growing our Sky Originals investment by a further 25%.

 

During the year we cemented our position as the partner of choice for content and channel providers all over the world, renewing our partnerships with NBCUniversal, Discovery and A+E Networks, along with launching a co-production partnership with our long-term partner HBO.

 

The extension of these long-term rights deals means that we have more new shows than ever before while ensuring that we continue to provide our customers with the best acquired content alongside Sky's original productions. Our partners' trust in Sky as the custodian of their brands means we can give our customers access to a portfolio of the world's best channels and movies.

 

In Italy, we launched Vision Distribution, a new theatrical distribution company set up as part of a deal agreed with five of Italy's top independent producers. Sky will hold all TV rights to the titles released by Vision Distribution, which ensures ongoing premium Italian movie content for our customers.

 

Sky Sports performed well across the Group. It is the breadth and range of our offering, and the choices we make in where to invest, that enables us to effectively monetise sports rights and ensure broad customer appeal.

 

In football, Serie A, Bundesliga and Champions League achieved record- breaking audiences, and while Premier League viewing was down as a result of, among other factors, an additional ten games broadcast on the prior season, we saw the highest total reach in the Premier League for three years. Motorsport, including F1 and MotoGP, was up year on year and our pay-per-view Joshua v Klitschko fight exceeded one million buys - only the third time we have exceeded this number.

 

In 2017, we renewed or won a number of important sports rights that position us well for the long term. In the UK and Ireland, we agreed a new five-year partnership with the England and Wales Cricket Board, including the live rights to international and county cricket, taking our partnership with them to a total of 18 years. We also won the rights to domestic women's cricket and netball. In Germany and Austria, we remain the   home of the UEFA Champions League for the next four years, following a successful rights renewal. In Italy we won rights to the Europa League and UEFA Champions League, further enhancing Sky's position as the leading sports service in Italy.

 

We continue to work with rights owners, enforcement groups and other industry partners to tackle piracy. Among other initiatives, we supported the English Premier League's High Court action to block the illegal streaming of matches which resulted in a significant reduction in the availability of illegal streams. We will continue to support such action as well as seek further legislative support to reduce this illegal activity.

 

Sky News in the UK once again received acclaim for its coverage of major news events during the year and proved itself as a leader in real-time news. The strength of Sky News' journalism was recognised when the channel took home five Royal Television Society Journalism awards. With four of the awards coming in categories in which we had not previously won, the recognition reflects the continual hard work of the team and our ongoing evolution as a news organisation.

 

In Italy, Sky TG24 began the transfer of the majority of its operations to new hi-tech studios in Milan, and in Germany we opened our new in-house broadcasting facility, Sky Sports HQ in Munich. These advances will both improve efficiency and, through greater technical proficiency, deliver a superior product.

 

Innovating at pace to create the best products

We have continued to innovate across the business, developing industry-leading products that are constantly improving and are giving customers a superior user experience. Such superior functionality is leading to greater engagement with our customers in the form of increased viewing, transacting and advocacy.

 

We launched Sky+ Pro in Germany and Austria into over 460,000 homes and in the UK we enhanced the already industry-leading Sky Q with voice search, new personalisation features and even more UHD content. Sky Q is now the number one reason for joining Sky in the UK and we look forward to launching Sky Q without a satellite dish and unlocking a currently untapped customer base.

 

As consumers seek flexibility to access content, we continue to broaden our offering to ensure we are serving the whole market. We launched pay-lite streaming services in Germany and Austria, Italy and Ireland as well as our NOW TV combo in the UK. We also continued to make big strides in delivering content across multiple platforms with the introduction of Sky Go Extra in Italy, the new Sky Sports app in the UK and the Sky Kids and Sky VR apps across all of our regions, making us Europe's leading streaming service.

 

In communications, our broadband business in the UK continues to grow and we have added a number of new products to better serve our customers. We have also been able to leverage the strength of our brand and industry-leading customer service to launch Sky Mobile and create another revenue and future profit stream. While it is early days, we are excited by the opportunity.

 

Best in class customer service

Excellence in customer service is at the heart of what we do and we are constantly seeking ways to get even better. This is why we have extended our leadership position in all markets.

 

In the UK we topped Ofcom's league tables for customer service across every quarter and every product category, while in Italy customer satisfaction is at its highest level in three years and in Germany, customer satisfaction levels are continually improving.

 

This year we launched a step change in customer service as we move from direct contact to digital first. We have now rolled out new digital service apps across all our territories which have been well received by customers. In the UK, where this service has been in the market the longest via the My Sky App, 50% of all interactions are now digital, which is driving enhanced customer satisfaction while reducing costs.

 

As evidenced by the outstanding success of the Sky Extra loyalty programme in Italy, rewarding customers for their loyalty clearly has tangible benefits. Record customer satisfaction levels and industry-leading levels of churn illustrate how well customers in this market have responded to this initiative. We will be taking these learnings and rolling out similar programmes in the UK and Germany in the coming year.

 

 

FINANCIAL REVIEW

We have achieved our fifth consecutive year of revenue growth at or above 5%, and delivered a good set of results in an investment year.

 

Group financial performance

Unless otherwise stated, all numbers are presented on an adjusted basis for the year ended 30 June 2017. For comparative amounts in the prior year down to operating profit, numbers are translated at a constant currency rate of €1.16:£1 being the average exchange rate prevailing in the twelve months to 30 June 2017, while revenue also excludes the benefit from the 53rd week in the prior year.

Adjusted results exclude items which may distort comparability in order to provide a measure of underlying performance. Such items arise from events or transactions that fall within the ordinary activities of the Group but which management believes should be separately identified to help explain underlying performance. Further details of the adjusting items impacting the Group can be found in note 7 to the consolidated financial statements. A reconciliation of the Group's statutory and adjusted consolidated income statement can be found in the Non-GAAP measures section of the consolidated financial statements on page 141.

 

Revenue

Group revenues grew by more than £1 billion to £12,916 million (2016: £11,791 million at actual exchange rates) with growth in each territory and in each category (growth of £599 million excluding currency impact). UK and Ireland revenue was up 4%, or £345 million, to £8,600 million (2016: £8,255 million) driven by a higher customer base, increased product take-up including Sky Fibre, Sky Q and Sky Mobile and the impact of pricing taken in the year.  This was despite weakness in the UK advertising market which we estimate was down 4% for the year as a whole, including a peak of 8% lower in the third quarter. Revenue in Germany grew 9%, or £150 million, to £1,858 million (2016: £1,708 million) behind good customer and product growth and a strong increase in advertising. In Italy, revenue increased by 4%, or £104 million, to £2,458 million (2016: £2,354 million) reflecting higher average customers, more product penetration and increased advertising from our free-to-air channels and On Demand content.

An analysis of revenue by category for each territory for the current and prior year is provided in note 2 to the consolidated financial statements.

 

Costs

Total costs grew by 5%, significantly impacted by the one-time step up in the new three year Premier League contract as well as costs incurred to launch Sky Mobile and the costs of rolling out Sky Q and Sky+ Pro to customers in the UK and Germany. This was partially offset by continued excellent progress in operating efficiency.

We continue to invest on screen for customers, with programming costs up by £698 million. This includes the £629 million increase in the new Premier League deal and seasonal sports events such as the biennial Ryder Cup which we exclusively broadcast in each market and the quadrennial British and Irish Lions tour in the UK. In addition, we continued to invest more in Entertainment content with our best ever year of Sky Originals combined with a greater volume of acquired series from providers such as HBO and Showtime.

 

Direct network costs increased by 3%, below the rate of home communications revenue growth, as we continued to grow the volume of broadband customers and increased fibre penetration to 27% of customer households.

Sales, general and administrative costs were down by £209 million or 5%, whilst reducing by 300 basis points as a percentage of revenue. This reflects the strong progress we have made driving operating efficiency through the business. In the year, we reduced cost through increased set-top box reliability and repair, deflected 26 million calls to digital channels, reduced more than 10% of non-customer facing roles in the UK as well as the benefit of capitalising rather than fully expensing Sky Q box costs.

We achieved our original run rate synergy target of £200 million six months early in December 2016. Since then we have continued to make good progress towards our £400 million synergy target by the end of 2020, completing a number of projects during the year.

An analysis of costs by category for each territory for the current and prior year is provided in note 2 to the consolidated financial statements.

 

£m

12 months to

30 Jun 17

12 months to

30 Jun 16

 

 

Constant

currency

Adjusted Results

 

 

Revenue

12,916

12,317

EBITDA

2,139

2,214

Operating Profit

1,468

1,565

 

 

Actual

exchange

rates

Statutory Results

 

 

Revenue

12,916

11,965

Operating Profit

964

977

EPS (Basic)

 

 

Adjusted (pence)

61.4

63.1

Statutory (pence)

40.6

39.0

 

 

Profit and earnings

Operating profit was down 6% to £1,468 million (2016: £1,565 million including a benefit from a 53rd week). This was as a result of the increase in Premier League costs and investment in Sky Mobile (£51 million), though substantially offset by our strong revenue growth and excellent progress in operating efficiency. Profits in Italy, and Germany and Austria were up £79 million (+139%) and £36 million (+900%) respectively.

 

Adjusting for depreciation and amortisation of £671 million, EBITDA was £2,139 million (2016: £2,214 million).

 

Tax was £54 million lower at £215 million (2016: £269 million), at an effective tax rate of 17% (2016: 20%) as we benefited from a reduction in the corporation tax rate in the UK to 19% and from a lower tax rate on the profits from our patented technology. We expect the effective tax rate for the current fiscal year to be 18% subject to a number of factors.

 

Profit after tax was £1,050 million (2016: £1,077 million), resulting in earnings per share of 61.4 pence (2016: 63.1 pence). The weighted average number of shares, excluding those held by the Employee Share Ownership Plan ('ESOP') for the settlement of employee share awards, was 1,710 million (2016: 1,707 million).

 

Statutory revenue, profit and adjusting items

Statutory revenue for the year of £12,916 million was up 8% from prior year (2016: £11,965 million), which included the benefit of a 53rd week in the prior year.

 

Statutory operating profit for the year of £964 million (2016: £977 million) is after the deduction of operating expenses of £504 million (2016: £581 million) principally comprising the ongoing amortisation of acquired intangibles of £258 million (2016: £343 million), the costs of integrating Sky Italia and Sky Deutschland, the costs of corporate efficiency and restructuring programmes, as well as share-based payments and advisory costs associated with the 21st Century Fox offer.

 

Net debt and financial position

Net debt as at 30 June 2017 was £6.2 billion (30 June 2016: £6.2 billion), held flat despite adverse non-cash movements of £379 million predominantly on the retranslation of Euro-denominated debt into sterling at an exchange rate of €1.14 (30 June 2016: €1.20). Our net debt to EBITDA ratio remains flat at 2.9 times.

 

The Group continues to maintain a strong financial position and has ample headroom to its financial covenants, including excellent liquidity with cash of £2.5 billion as at 30 June 2017, and access to a £1 billion Revolving Credit Facility which remained wholly undrawn throughout the period. The Group expects to redeem from existing cash resources bonds falling due both in October 2017 (£400 million) and February 2018 (£387 million) and thereafter we have a well spread portfolio of debt maturities, with an average maturity of six years.

 

 

As at

1 July 2016

£m

Cash

movements

£m

Non-cash

movements

£m

As at

30 June 2017

£m

Current borrowings

31

(23)

966

974

Non-current borrowings

8,901

-

(694)

8,207

Borrowings-related derivative financial instruments

(577)

-

107

(470)

Gross debt

8,355

(23)

379

8,711

Cash and cash equivalents

(2,137)

(63)

-

(2,200)

Short-term deposits

-

(300)

-

(300)

Net debt

6,218

(386)

379

6,211

 

Balance Sheet

During the year, total assets increased by £1,028 million to £18,438 million at 30 June 2017.

 

Non-current assets increased by £396 million to £13,104 million, primarily due to an increase of £217 million in goodwill due to foreign exchange movements on Euro-denominated balances and an increase of £496 million in intangible assets and property, plant and equipment primarily due to continued capital investment, offset by a decrease of £379 million in derivative financial assets largely due to the reset of the USD hedge book in the UK.

 

Current assets increased by £632 million to £5,334 million at 30 June 2017, principally due to a £363 million increase in cash and cash equivalents, a £126 million increase in trade and other receivables and a £123 million increase in inventories.

 

Total liabilities increased by £622 million to £14,591 million at 30 June 2017.

 

Current liabilities increased by £1,224 million to £5,550 million, primarily due to a £943 million increase in current borrowings following the reclassification of non-current borrowings in line with bond maturities and a £401 million increase in trade and other payables as a result of the timing of the year end close.

 

Non-current liabilities decreased by £602 million to £9,041 million, principally due to a £694 million decrease in the Group's non-current borrowings following the movement to current borrowings in the year, offset by non-cash movements on retranslation of Euro- and US Dollar-denominated debt into sterling.

 

Distributions to Shareholders

On 15 December 2016, the Board of 21st Century Fox and the Independent Committee of the Board of Sky announced that they had reached agreement on the terms of a recommended pre-conditional cash offer by 21st Century Fox for the fully diluted share capital of Sky which 21st Century Fox and its affiliates do not already own (the 'Offer' or the '21st Century Fox Offer'). The Offer, which is intended to be effected by a scheme of arrangement (the 'Scheme'), is subject to the satisfaction or waiver of certain pre-conditions, principally being regulatory clearances.

 

Review of the Offer on public interest grounds by the UK Secretary of State for Digital, Culture, Media and Sport is ongoing. Regulatory clearances from all other relevant authorities have now been received. Under the terms of the Offer, Sky has agreed that it will not pay any dividends during the calendar year 2017. However, should the Scheme not become effective on or before 31 December 2017, shareholders will be entitled to receive a special dividend of 10 pence per Sky share, payable in 2018.

 

For full disclosure on the impact of the Offer on dividends, please refer to the Recommended Cash Offer announcement released on 15 December 2016 (found at www.skygroup.sky/corporate/investors).

 

 

Principal risks and uncertainties

 

The Board has overall responsibility for determining the nature and extent of the principal risks it is willing to take to achieve its strategic objectives, as well as establishing and maintaining the Group's systems of internal control and risk management and reviewing the effectiveness of those systems.

 

Additional information on the Group's internal control and risk management processes is set out in the Corporate Governance Report and in the Audit Committee Report.

 

The Group has a formal risk management framework embedded within the business to support the identification and effective management of risk across the Group. The divisions within the Group are each responsible for managing and reporting risk in accordance with the Group's risk management policy and standards that have been approved by the Audit Committee.

 

The risks are then consolidated into a Group risk register which provides an overview of the Group risk profile.

 

The Board, through the Audit Committee, conducts a robust assessment of the Group's principal risks, including those that would threaten its business model, future performance, solvency or liquidity, and their mitigation.

 

The Group risk register is reported to the Audit Committee typically twice a year.

 

Detailed controls and any relevant action plans are monitored by the Group Risk team on an ongoing basis.

 

There is an ongoing monitoring process which is operated by the Group Risk team and supported by senior management across the Group, to identify and report to the Audit Committee on significant changes or new risks.

 

The outcome of last year's UK referendum continues to cause uncertainty in both the political and economic environments in which we operate. Although the large majority of our revenue is from subscriptions, we are not immune from the impact of any economic uncertainty. We do, however, believe that our business model means that we are comparatively well-placed to manage the consequences of the result and of its effect on the economic environment. Our operations are conducted mainly on a territorial basis and our business involves limited movement of goods and services between the UK and the rest of the EU and, to the extent that it does, we can adapt our business processes as necessary. Like all companies, we will need to monitor and manage the practical implications as they occur. Where appropriate we have also outlined in the table below the impact of the result on our principal risk and uncertainties.

 

This section describes the current principal risks and uncertainties facing the Group. In addition to summarising the material risks and uncertainties, the table below gives examples of how we mitigate those risks.

 

Description of risk

Mitigation

Market and competition:

The Group operates in a highly competitive environment and faces competition from a broad range of organisations. Technological developments also have the ability to create new forms of quickly evolving competition.

 

A failure to develop the Group's product proposition in line with changing market dynamics and expectations could erode the Group's competitive position.

 

Great content is central to Sky's product proposition and increased competition could impact the Group's ability to acquire content that our customers want on commercially attractive terms.

 

Economic conditions have been challenging in recent years across the territories in which the Group operates and the outcome of the UK referendum has caused further economic uncertainty. A significant economic decline in any of those territories could impact the Group's ability to continue to attract and retain customers in that territory.

 

The Group continues to make significant investments in innovation.

 

The Group's product development strategic aim is to be at the forefront of progressive technology.

 

Please see the 'Innovation' section on page 8 of the Group Chief Executive's Statement for further details of these products.

 

The Group regularly reviews its pricing and packaging structures to ensure that its product proposition is appropriately placed within the market.

 

The Group works closely with its marketing partners to ensure that the value of its offering is understood and communicated effectively to its customers.

 

The Group makes significant investment in the origination of content as well as in acquisition from across the world.

 

The Group also works to develop and maintain the brand value associated with its individual channels.

 

Regulatory breach and change:

The Group's ability to operate or compete effectively could be adversely affected by the outcome of investigations or by the introduction of new laws, policies or regulations, changes in the interpretation or application of existing laws, policies and regulations, or failure to obtain required regulatory approvals or licences. Please see page 32 of the 'Regulatory Matters' section for further details.

 

The Group is subject to regulation primarily under Austrian, German, Irish, Italian, UK and European Union legislation.

 

The regimes which apply to the Group's business include, but are not limited to:

 

•       Broadcasting - as a provider of audiovisual media services, the Group is subject to Austrian, German, Italian and UK licensing regimes under the applicable broadcasting and communications legislation. These obligations include requirements to comply with relevant codes and directions issued by the relevant regulatory authorities, including for example, in the UK, Ofcom's Broadcasting Code, Code on the Scheduling of Television Advertising and Cross-Promotion Code;

 

•       Technical services - as a provider of certain technical services in the UK and Germany, Sky UK and Sky Deutschland are subject to regulation in their respective countries; and

 

•       Telecommunications - Sky UK is subject to the General Conditions of Entitlement adopted under the Communications Act 2003 (UK) and the Conditions for the provision of Electronic Communications Networks and Services under the Communications Regulation Act 2002 (Ireland), which impose detailed requirements on providers of communications networks and services.

 

The Group is also subject to generally applicable legislation including, but not limited to, competition (antitrust), anti-bribery, consumer protection, data protection and taxation.

 

The Group is currently, and may be in the future, subject to proceedings, and/or investigation and enquiries from regulatory and antitrust authorities.

 

The telecommunications and media regulatory framework applying to the Group in the UK and the EU may be subject to greater uncertainty in the event that the UK leaves the EU. Potential changes to the regulatory framework could include divergence in the long term between the UK and EU regulation of telecommunications and media, and changes to certain mutual recognition arrangements for media and broadcasting. Sky does not currently foresee any regulatory changes as a result of a UK exit that would have a material impact on its business.

 

Please see page 32 of the 'Regulatory Matters' section for further details.

 

The Group manages these risks through active engagement in the regulatory processes that affect the Group's business.

 

The Group actively seeks to identify and meet its regulatory obligations and to respond to emerging requirements. This includes, for example:

 

·     Broadcasting - compliance controls and processes are in place in the Group's content services. Interaction with the relevant regulatory authorities is co-ordinated between the relevant local Compliance, Regulatory and Legal departments;

 

·     Technical services - with respect to the provision of certain technical  services in the UK and Germany, processes are in place to monitor third-party broadcaster access to the relevant broadcast platforms and to ensure that this is provided on fair, reasonable and non-discriminatory terms;

 

·     Telecommunications - compliance controls and processes are in place in the UK and Ireland, overseen by the Customer Compliance Committee, to monitor compliance and performance against the General Conditions of Entitlement and the Conditions for the provision of Electronic Communications Networks and Services.

 

The Group maintains appropriate oversight and reporting, supported by training, to provide assurance that it is compliant with regulatory requirements.

 

The Group will monitor carefully future developments that arise out of the result of the recent UK referendum and will engage in any relevant regulatory processes.

Customer service:

A significant part of the Group's business is based on a subscription model and its future success relies on building long-term relationships with its customers. A failure to meet its customers' expectations with regard to service could negatively impact the Group's brand and competitive position.

 

The Group strives consistently to exceed its customers' expectations, to put its customers first, to understand what they want and to be responsive to what they say.

 

The Group makes significant investments in order to deliver continuous development and improvement to its customer service capabilities, including investment in its contact centres across the UK and Ireland, insourcing of service centres in Germany and implementing ongoing training and development plans.

 

The Group tracks its customer service performance, benchmarks its customer service experience and strives to be best in class.

 

Technology and business interruption:

The products and services that the Group provides to its customers are reliant on complex technical infrastructure.

 

A failure in the operation of the Group's key systems or infrastructure, such as the broadcast platform, customer management systems, OTT platforms or the telecommunications networks on which the Group relies, could cause a failure of service to our customers and negatively impact our brand.

 

The Group makes significant investment in technology infrastructure to ensure that it continues to support the growth of the business and has a robust selection and monitoring process of third-party providers.

 

The Group is committed to achieve best in class business continuity standards and makes significant investments in the resilience and robustness of its business infrastructure.

 

The Group also organises regular scenario-based group-wide business continuity exercises to ensure ongoing readiness of key staff, systems and sites.

 

Suppliers:

The Group relies on a number of third parties and outsourced suppliers operating across the globe to support its business.

 

A significant failure of a supplier or a discontinuation of supply could adversely affect the Group's ability to deliver operationally.

 

The Group continues to invest in its supply chain infrastructure to support its business plan commitments.

 

A robust supplier selection process is in place with appropriate ongoing management and monitoring of key partners and suppliers.

 

The Group performs regular audits of key suppliers and of their installations and, wherever possible, has dual supply capability.

 

Financial:

The effective management of its financial exposures is central to preserving the Group's profitability.

 

The Group is exposed to financial market risks and may be impacted negatively by fluctuations in foreign exchange and interest rates, which create volatility in the Group's results to the extent that they are not effectively hedged.

 

Any increase in the financial leverage of the Group may limit the Group's financial flexibility.

 

The Group may also be affected adversely by liquidity and counterparty risks.

 

The Group's finance teams are embedded within the business to provide support to management and to ensure accurate financial reporting and tracking of our business performance. Reporting on financial performance is provided on a monthly basis to senior management and the Board.

 

The Group continually invests in the improvement of its systems and processes

in order to ensure sound financial management and reporting.

 

The Group has a formal Treasury Policy which is reviewed and approved by the Audit Committee on an annual basis. In addition, the Group COO and CFO monitors the Treasury Policy on an ongoing basis to ensure its continuing appropriateness. The Treasury Policy covers all areas of treasury risk including foreign exchange, interest rate, counterparty and liquidity.

 

The Group manages treasury risk by minimising risk to capital and uses appropriate hedging instruments and strategies to provide protection against adverse foreign exchange and interest rate movements.

 

Trading transactional currency risk is hedged up to five years in advance.

Interest rate risk protection is in place using interest rate swaps and an appropriate currency mix of debt is maintained using cross-currency swaps.

 

Cash investment is made in line with the Treasury Policy which sets limits on deposits based on counterparty credit ratings. No more than 10% of the Group's cash deposits are held with a single bank counterparty, with the exception of overnight deposits which are invested in a spread of AAAf-rated liquidity funds.

 

The Group maintains headroom within our banking covenants to allow for unforeseen adverse impacts on our leverage ratio as a result of either economic decline or extreme currency movements.

 

The Group maintains strong liquidity as part of its core strategy, with high cash balances and a £1 billion fully undrawn revolving credit facility.

 

The Group manages its tax risk by ensuring that risks are identified and understood at an early stage and that effective compliance and reporting processes are in place.

 

The Group continues to maintain an open and proactive relationship with all relevant tax authorities, including HM Revenue & Customs. The Group aims to deal with taxation issues, wherever possible, as they arise in order to avoid unnecessary disputes.

 

Security:

The Group must protect its customer and corporate data and the safety of its people and infrastructure as well as needing to have in place fraud prevention and detection measures.

 

The Group is responsible to third-party intellectual property owners for the security of the content that it distributes on various platforms (Sky's own and third-party platforms).

 

A significant breach of security could impact the Group's ability to operate and deliver against its business objectives.

 

 

The Group takes measures ranging from physical and logical access controls to encryption, or equivalent technologies, raising employee awareness and monitoring of key partners to manage its security risks.

 

The Group continues to invest in new technological controls and in improving broader business process and works closely with law enforcement agencies and policy makers in order to protect its assets and to comply with its contractual obligations to third parties.

Projects:

The Group invests in, and delivers, significant capital expenditure projects in order to continually drive the business forward. The level of the Group's capital

expenditure has increased as a result of the increased size of the Group's business following completion of the acquisitions of Sky Deutschland and Sky Italia.

 

The failure to deliver key projects effectively and efficiently could result in significantly increased project costs and impede our ability to execute our strategic plans.

 

A common project management methodology is used to enable the Group to manage, monitor and control its major capital expenditure projects and strategic programmes. This includes detailed reporting and regular reviews by senior management as well as cross-functional executive steering groups for major projects.

 

Third-party partners will, where appropriate, be engaged to provide support and expertise in our large strategic programmes, complex initiatives and for emerging technologies.

 

Intellectual property protection:

The Group, in common with other service providers, relies on intellectual property and other proprietary rights, including in respect of programming content, which may not be adequately protected under current laws or which may be subject to unauthorised use.

 

We maintain an ongoing programme to support appropriate protections of our intellectual property and other rights. This involves both unilateral action and close co-operation with rights licensors and other bodies. This includes, for example, the use of automated online monitoring tools, the implementation of on-screen imprinting of content and steps in support of the Premier League's action to require UK ISPs to block illegal streams of live PL matches together with an active programme to protect our intellectual property rights.

 

People:

People at Sky are critical to the Group's ability to meet the needs of its customers and achieve its goals as a business.

 

Failure to attract or retain suitable employees across the business could limit the Group's ability to deliver its business plan commitments.

 

Making Sky a great place to work is central to the Group's strategy. The Group champions diversity and develops talent through a number of activities, including the Graduate programme, Development Studio, an apprenticeship scheme and a leadership programme. The Group invests in the working environment to make Sky an even more appealing place to work.

 

The Group has well established channels and procedures to recruit and retain its employees, and to ensure that an adequate number of suitable employees work within its customer service teams and across all its operations.

 

Further details on our people is set out in the Employees section of the Directors' Report on page 71.

 

 

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

 

As set out above, the following responsibility statement is repeated here solely for the purpose of complying with DTR 6.3.5. This statement relates to and is extracted from page 78 of the Annual Report 2017. Responsibility is for the full Annual Report not the extracted information presented in this announcement or the Preliminary Announcement.

 

Directors' responsibility statement

The Directors confirm that to the best of their knowledge:

1.    The financial statements, prepared in accordance with IFRSs as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole;

2.   The strategic report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and

3.  The Annual Report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company's position, performance, business model and strategy.

 

By order of the Board

Jeremy Darroch                                                                                Andrew Griffith

Group Chief Executive Officer                                                    Group Chief Operating Officer and 

26 July 2017                                                                                         Chief Financial Officer

                                                                                                                   26 July 2017

 

 

Transactions with related parties and major shareholders

 

a) Entities with joint control or significant influence

During the year the Group conducted business transactions with companies that form part of the 21st Century Fox, Inc. group, a major shareholder in the Company.

 

Transactions with related parties and amounts outstanding in relation to those transactions and with related parties at 30 June are as follows:

 

 

2017

£m

2016

£m

Supply of goods or services by the Group

41

45

Purchases of goods or services by the Group

(413)

(398)

Amounts owed to the Group

24

20

Amounts owed by the Group

(193)

(182)

 

At 30 June 2017 the Group had expenditure commitments of £359 million in relation to transactions with related parties (2016: £407 million) which principally related to minimum television programming rights commitments.

 

Goods and services supplied

During the year, the Group supplied programming, airtime, transmission and marketing services to 21st Century Fox, Inc. companies.

 

Purchases of goods and services and certain other relationships

During the year, the Group purchased programming and technical and marketing services from 21st Century Fox, Inc. companies.

 

There is an agreement between 21st Century Fox, Inc. and the Group, pursuant to which it was agreed that, for so long as 21st Century Fox, Inc. directly or indirectly holds an interest of 30% or more in the Group, 21st Century Fox, Inc. will not engage in the business of satellite broadcasting in the UK or Ireland.

 

The sale and purchase agreements for the acquisitions of Sky Italia Srl and Sky Deutschland AG contained certain commitments from 21st Century Fox, Inc. not to retail certain services to consumers in certain territories until 1 January 2017. The sale and purchase agreement for the National Geographic channel contained undertakings from the Company not to compete with the business of the National Geographic Channel International until 1 January 2017.

 

On 15 December 2016, the Company entered into a co-operation agreement with 21st Century Fox pursuant to which the parties have agreed to provide each other with information and assistance for the purposes of obtaining all merger control and regulatory clearances and authorisations in relation to the Offer and the preparation of the document to be sent to the Company's shareholders in relation to the Scheme.

 

b) Joint ventures and associates

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. Transactions between the Group and its joint ventures and associates are disclosed below. Transactions between the Company and its subsidiaries, joint ventures and associates are disclosed in the Company's separate financial statements.

 

 

2017

£m

2016

£m

Supply of services by the Group

47

62

Purchases of goods or services by the Group

(52)

(52)

Amounts owed by joint ventures and associates to the Group

29

90

Amounts owed to joint ventures and associates by the Group

(9)

(14)

 

Services supplied are primarily the provision of transponder capacity, marketing, airtime sales and support services. Purchases represent fees payable for channel carriage.

 

Amounts owed by joint ventures and associates include £16 million (2016: £77 million) relating to loan funding. These loans bear interest at rates of between 1.50% and 2.00% (2016: 8.20%). The maximum amount of loan funding outstanding in total from joint ventures and associates during the year was £100 million (2016: £77 million). Sky Bet repaid £83 million pursuant to an outstanding loan balance.

 

The Group took out a number of forward exchange contracts with counterparty banks during the year on behalf of the joint venture AETN UK. On the same dates as these forward contracts were entered into, the Group entered into equal and opposite contracts with AETN UK in respect of these forward contracts.

 

Consequently, the Group was not exposed to any of the net gains or losses on these forward contracts. The face value of forward exchange contracts with AETN UK that had not matured as at 30 June 2017 was £13 million (2016: £34 million).

 

During the year, US$19 million (2016: US$27 million) was received from the joint venture upon maturity of forward exchange contracts, and US$37 million (2016: US$19 million) was paid to the joint venture upon maturity of forward exchange contracts.

 

During the year, £26 million (2016: £12 million) was received from the joint venture upon maturity of forward exchange contracts, and £21 million (2016: £26 million) was paid to the joint venture upon maturity of forward exchange contracts.

 

During the year, €8 million (2016: €11 million) was received from the joint venture upon maturity of forward exchange contracts and nil (2016: nil) was paid to the joint venture upon maturity of forward exchange contracts.

 

At 30 June 2017 the Group had minimum expenditure commitments of £1 million (2016: £3 million) with its joint ventures and associates.

 

c) Other transactions with related parties

The Group has engaged in a number of transactions with companies of which some of the Company's Directors are also directors. These do not meet the definition of related-party transactions.

 

d) Key management

The Group has a related-party relationship with the Directors of the Company. At 30 June 2017, there were 11 (2016: 11) members of key management all of whom were Directors of the Company. Key management compensation is disclosed in note 5b.

 

Forward looking statements

This document contains certain forward-looking statements with respect to our financial condition, results of operations and business, and our strategy, plans and objectives.

These statements include, without limitation, those that express forecast, expectations and projections, such as forecasts, expectations and projections with respect to new products and services, the potential for growth of free-to-air and pay television, fixed-line telephony, broadband and bandwidth requirements, advertising growth, DTH and OTT customer growth, On Demand, NOW TV, Sky Go, Sky Go Extra, Sky+HD, Sky Q, Sky Store, Sky Online, IPTV, Sky Mobile, Sky Ticket, Multiscreen and other services, churn, revenue, profitability and margin growth, cash flow generation, programming costs, subscriber management and supply chain costs, administration costs and other costs, marketing expenditure, capital expenditure programmes and proposals for returning capital to shareholders.

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, those risks that are highlighted in this document in the section entitled 'Principal risks and uncertainties', and information on the significant risks and uncertainties associated with our business is described therein.

No part of this document 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.


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