HAYNES PUBLISHING GROUP P.L.C. - Haynes Manuals

HAYNES PUBLISHING GROUP P.L.C.

Annual Report & Accounts 2019

ABOUT HAYNES

Haynes Publishing Group P.L.C. ("Haynes" or "the Group"), is a leading supplier of content, data and innovative workflow solutions for the automotive industry and motorists.

REBEL STARFIGHTERS

Owners' Workshop Manual

Alliance and Resistance Models

CONTENTS

STRATEGIC REPORT

1 Financial & Business Highlights

2 Where We Operate 3 Five Year Summary &

Group Background 4 Group Strategy 10 Chairman's Statement 12 Chief Executive's

Review 14 Finance Review 18 Key Performance

Indicators 20 Principal Risks 22 Corporate and Social

Responsibility

CORPORATE GOVERNANCE

25 Group Board Directors and Advisors

26 Group Board Director Biographies

28 Report of the Directors 30 Corporate

Governance Report 34 Report of the Audit

Committee 37 Report of the

Remuneration and Nomination Committee 47 Statement of Directors' Responsibilities

GROUP FINANCIAL STATEMENTS

48 Independent Auditors' Report

53 Consolidated Income Statement

54 Consolidated Statement of Comprehensive Income

55 Consolidated Balance Sheet

56 Consolidated Statement of Changes in Equity

57 Consolidated Cash Flow Statement

58 Notes to the Consolidated Financial Statements

PARENT COMPANY FINANCIAL STATEMENTS

94 Parent Company Balance Sheet

95 Parent Company Statement of Changes in Equity

96 Notes to the Parent Company Financial Statements

SHAREHOLDER INFORMATION

105 Financial Calendar and Shareholder Information

STRATEGIC REPORT

FINANCIAL HIGHLIGHTS

FOR THE YEAR ENDED 31 MAY 2019

BUSINESS HIGHLIGHTS

CORPORATE GOVERNANCE

SHAREHOLDER INFORMATION PARENT FINANCIAL STATEMENTS GROUP FINANCIAL STATEMENTS

REVENUE

ADJUSTED PROFIT BEFORE TAX1

?36.2m ?3.6m

+7%

+24%

2019 2018

?36.2m ?33.8m

2019 2018

?2.9m

?3.6m

ADJUSTED EBITDA1

?12.8m

+11%

2019 2018

?12.8m ?11.5m

ADJUSTED OPERATING PROFIT1

?4.2m

+20%

2019

2018

?3.5m

?4.2m

OPERATING CASH FLOW

ADJUSTED BASIC EARNINGS PER SHARE 1

?12.5m 19.0P

+21%

+44%

2019 2018

?12.5m ?10.3m

2019

2018

13.2p

19.0p

NET CASH2

?4.9m

2019

2018

?2.5m

?4.9m

TOTAL DIVIDEND DECLARED

7.5P

2019

7.5p

2018

7.5p

SERVERS HaynesPro servers exceed one billion data access requests over a rolling 12 month period.

WorkshopData Launch of new HaynesPro

WorkshopDataTM platform for the Australian

professional aftermarket.

ProFIT First significant multi-year contract signed for `ProFIT', our online installation module.

SUBSCRIBERS New responsive design for the Group's online

manuals, enhancing services to our 60,000

subscribers.

DATA Second data production

office opened in Bucharest, Romania, to support the growth of our Professional

operations.

VRM HaynesPro UK's vehicle registration look up servers received in excess of 192 million

data requests

Notes to the Financial Highlights;

1 Adjusted to exclude ?1.8 million of adjusting items (2018: gain ?0.7 million). The table on page 16 details the 2019 adjusted and reported numbers.

2 Net cash defined as cash at bank net of bank overdrafts and bank loans.

Haynes Publishing Group P.L.C. Annual Report & Accounts 2019 1

WHERE WE OPERATE

12 3

4

5 6

7

8

1 CORPORATE HEADQUARTERS HAYNES PUBLISHING GROUP P.L.C. Sparkford, Yeovil, Somerset, BA22 7JJ +44 (0)1963 440635

2 OATS LTD 100 Delta Business Park, Great Western Way, Swindon, SN5 7XP +44 (0)1793 616138 sales@oats.co.uk oats.co.uk

3 HAYNESPRO (UK) LTD Whatman House, St Leonard's Road, Allington Maidstone, Kent, ME16 0LS +44 (0)333 320 8636 info@

4 HAYNESPRO B.V. Flankement 6, 3831 SM Leusden, The Netherlands +31 (30) 603 6270 info@

5 HAYNESPRO GMBH Stammheimerstra?e 10, Kornwestheim D-70806, Germany info@

6 HAYNESPRO S.R.L.

9 HAYNES NORTH

str. Ritoride Nr.5

AMERICA INC

Sector 5, cod postal 050204 859 Lawrence Drive,

Bucuresti,

Newbury Park,

Romania

CA 91320,

info@

USA

+1 (805)498-6703

7 HAYNESPRO SRL

sales@

Strada Palera 97,



Moncalieri, Torino,

I-10024,

10 HAYNES

Italy

AUSTRALIA PTY LTD

info@

Unit 8, 17 Willfox Street,

Condell Park,

8 HAYNESPRO IB?RICA NSW 2200,

13, altillo 4a,

Australia

E025006,

+ 61 2 8713 1400

Lleida,

sales@.au

Spain

.au

info@

9

10

2 Haynes Publishing Group P.L.C. Annual Report & Accounts 2019

STRATEGIC REPORT

CORPORATE GOVERNANCE

SHAREHOLDER INFORMATION PARENT FINANCIAL STATEMENTS GROUP FINANCIAL STATEMENTS

FIVE YEAR SUMMARY OF KEY FINANCIAL PERFORMANCE

31 MAY TURNOVER ?m

36.2 33.8 29.8

26.1 25.7

31 MAY ADJUSTED OPERATING PROFIT ?m

4.2

3.5 3.2 3.1 2.5

2015 2016 2017 2018 2019

2015 2016 2017 2018 2019

31 MAY ADJUSTED PROFIT BEFORE TAX ?m

3.6 2.9

2.5

2.6

1.9

31 MAY ADJUSTED BASIC EARNINGS PER SHARE pence

19.0

10.7 7.6

13.2 9.4

2015 2016 2017 2018 2019

2015 2016 2017 2018 2019

31 MAY DIVIDENDS PER SHARE pence

7.5 7.5 7.5 7.5 7.5

31 MAY NET FUNDS* ?m

4.9

3.7 2.5

2015 2016 2017 2018 2019

0.1 0.4 2015 2016 2017 2018 2019

*Net funds defined as cash and cash equivalents net of bank loans.

GROUP BACKGROUND

1956

John Haynes, at 16 years of age, wrote his first book on the Austin 7.

1960

First corporate entity of the Haynes Group was formed and in 1965 the first

Haynes manual was published.

1972

The Group's headquarters was established in Sparkford. Organic growth

drove global expansion into the US in 1974, France in 1993, Sweden in 1996

and Australia in 1997.

1979

The Group was floated on the London Stock Exchange.

2001

The Group acquired the Chilton Manuals print product business in the US.

2008

The Group acquired the Vivid Holding BV Group based in the Netherlands. Vivid was subsequently rebranded as

HaynesPro in 2012.

2011

The Group produced its first electronic version of the iconic Haynes manual.

2013

The Group acquired the trade and certain assets of Clymer and Intertec

Manuals in the US.

2016

In a year of transformation, the Group undertook an Operational & Cost Review which led to outsourcing of Group printing and US distribution

operations followed by the acquisition of OATS Limited based in Swindon, a global

lubricants database business.

2017

The Group acquired the E3 Technical business, renamed HaynesPro UK which expanded the Groups technical offering

in the UK to include high quality Vehicle Registration Mark (VRM)

look-up capability.

2019

The Group servers achieve a landmark one billion data access requests over a rolling

12 month period

Haynes Publishing Group P.L.C. Annual Report & Accounts 2019 3

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