Burberry
AN ICONIC BRITISH LUXURY
BRAND ESTABLISHED IN 1856
LEVERAGES ITS RICH HERITAGE,
PROVEN STRATEGIES AND
TALENTED TEAM, TO ASSURE
SUSTAINABLE, PROFITABLE
GROWTH ON A GLOBAL SCALE.
CONTENTS
Financial highlights
Chairman’s letter
Chief Executive Officer’s letter
Executive team
Strategy
Burberry Group overview
Business and financial review
Risks
Corporate responsibility
Board of Directors
Directors’ Report
Corporate governance
Directors’ Remuneration Report
Statement of directors’ responsibilities
Independent auditors’ report to the members of Burberry Group plc
Group income statement
Group statement of comprehensive income
Group balance sheet
Group statement of changes in equity
Group statement of cash flows
Notes to the financial statements
4
8
10
12
15
31
38
48
52
60
62
65
70
80
81
82
83
84
85
86
87
125 Five year summary
127
128 Company balance sheet
129 Notes to the Company financial statements
134 Shareholder information
136 Executive team
Independent auditors’ report to the members of Burberry Group plc
1
FINANCIAL HIGHLIGHTS
Delivering RECORD PROFITS
Total revenue
(Year to March)
£1,280m
3
4
7
0
5
8
5
9
9
2
0
2
,
1
0
8
2
,
1
Revenue by channel
in 2009/10
06
07
08
09
10
Retail
Wholesale
Licensing
58%
34%
8%
Retail revenue
(Year to March)
£749m
9
1
3
0
1
4
4
8
4
0
3
6
9
4
7
Wholesale revenue
(Year to March)
£434m
3
4
3
4
5
3
6
2
4
9
8
4
4
3
4
06
07
08
09
10
06
07
08
09
10
4
Adjusted operating profit
(Year to March)
£220m
6
.
5
6
1
1
.
5
8
1
2
.
6
0
2
8
.
0
8
1
9
.
9
1
2
Net cash/(debt)
(As of 31 March)
£262m
5
.
2
1
)
8
.
2
(
6
.
7
)
2
.
4
6
(
0
.
2
6
2
Adjusted operating profit is stated before exceptional items
06
07
08
09
10
06
07
08
09
10
Adjusted diluted earnings
per share
(Year to March)
35.1p
1
.
4
2
1
.
9
2
6
.
1
3
2
.
0
3
1
.
5
3
Dividend per share
(Year to March)
14.0p
0
.
8
5
.
0
1
0
.
2
1
0
.
2
1
0
.
4
1
Adjusted diluted EPS is stated before exceptional items
06
07
08
09
10
06
07
08
09
10
More information at www.burberryplc.com
5
CHAIRMAN’S LETTER
In April 2009, Burberry’s financial year began in the midst
of the weakest and most uncertain consumer spending
environment in decades. Within this context, management
planned a challenging agenda for the year ahead.
On one hand, goals were set with respect to defensive
measures, including expense reduction and working capital
management. On the other, in keeping with the perceived
opportunities and ambitions of both management and
the Board, the commitment to invest in the vitality of the
Burberry brand and development of the business was
maintained. Although balancing the short and long term
is a fundamental task of management, the combination
of a unique environment and the outstanding prospects
for Burberry offered a particularly complex assignment
requiring a broad range of executive skill and expertise.
8
By most measures – strategic, operational and financial –
performance was strong. Strategically, important action was
taken in the continued effort to address legacy issues with
respect to brand integrity. This included upgrading wholesale
distribution and restructuring the Group’s operations in
Spain. At the same time, management projected the brand
into the future by establishing a clear leadership position
among luxury brands in the digital arena. Operationally,
the team executed a £50m cost efficiency programme.
These are a few highlights of the year’s strategic and
operational achievements which this annual report
outlines more completely in the pages that follow.
Much of this progress was reflected in the financial results.
In a contracting luxury market, Burberry achieved revenue
of £1.3bn, a 1% increase at constant exchange rates,
7% reported. Operating profit increased 22% to £220m,
while diluted EPS increased 16% to 35.1p – both
of these on an adjusted basis. After-tax return on
capital remained strong at 28% on an adjusted basis.
In light of these results, the Board has recommended
a 17% increase in the full year dividend to 14.0p.
In other developments, John Smith, Chief Executive of
BBC Worldwide, joined the Group’s Board of Directors
in December. John’s understanding of brands in
combination with his media expertise will contribute
to Burberry’s future advancement.
Relative to luxury peers both public and private, Burberry’s
performance was among the best in the sector during
2009/10. While the results demonstrate the efforts of many
talented individuals, their ability to work closely as a team
under these extraordinary conditions may be more the
determining factor. I congratulate everyone at Burberry
for their teamwork throughout the year. Looking forward,
I remain confident that Burberry possesses the brand,
strategy and team to continue to prosper in the
years ahead.
John Peace
Chairman
CHIEF EXECUTIVE OFFICER’S LETTER
driver of Group performance. Management believed
compromising on investment in Burberry’s consumer-
facing elements would restrict both current and future
performance. In line with this, we undertook several
key initiatives in the year:
– Burberry continued to build sector-leading digital
marketing expertise, enhancing the Group’s ability
to develop compelling content and distribute it
effectively. A highlight in the year was the launch
of artofthetrench.com, a social media website
which introduces the iconic trench coat to the
digital generation and is attracting a new,
younger customer to the brand.
– We marked the 25th anniversary of London
Fashion Week, by relocating the women’s Spring
2010 runway show to London from Milan in
September. This geographical reconnection of
Burberry with its British heritage brought extensive
press and editorial coverage. Burberry’s reputation
as a digital leader was further enhanced with the
Autumn 2010 show, which, in addition to
live streaming over the internet, was broadcast
in 3D in five cities around the globe and allowed
consumers to purchase runway items directly for
expedited delivery – both firsts in the luxury sector.
– The relabelling of the casual component of the
women’s and men’s apparel lines as Burberry Brit
brought greater clarity to the brand’s segmentation.
This separation from the more sartorial Burberry
London portion of the lines allows the businesses to
offer more complete assortments in each of these
segments and target distribution more effectively.
– Burberry stores are among the best vehicles
to communicate the full brand message to
consumers. Management selectively added stores
in high-potential urban markets and upgraded
important stores in prominent locations, as well
as opening the first standalone test stores for the
Burberry Brit and London lines. In the ongoing
effort to improve the customer experience, the
Group extended the roll-out of the Burberry
Experience, a comprehensive sales and service
programme, to all stores worldwide.
– As part of the ongoing strengthening of the
important wholesale operations, we opened new
headquarters with state-of-the-art showrooms
in New York City and Tokyo.
• Emphasising profitability over revenue growth.
Historically, Burberry has pursued strong revenue
growth while maintaining profitability. In 2009/10, the
dramatically slowed consumer environment pressured
both gross margin and expense structure with a
In a highly uncertain consumer spending environment,
management and the Board began the financial year
planning to stay the strategic course. At the highest level,
the Group’s primary objectives are the continued elevation
and building of the Burberry brand, and ensuring the
Company remains firmly on a path of sustained, profitable
growth over the long term. During the two and a half years
prior to the financial crisis, Burberry’s strategies had proven
effective at delivering on these objectives. As we moved
into 2009/10, our analysis indicated that the fundamentals
which had driven expansion of the luxury sector historically
were likely to remain relevant. We also believed that
Burberry was relatively well positioned for progress under
most economic recovery scenarios. In this context,
we elected to stay the course.
At the same time, management tailored execution in
keeping with existing market conditions. This is captured
by the following three themes:
• Maintaining investment in consumer-facing elements.
Through investment prior to the crisis, the brand had
achieved strong momentum, which had been a clear
10
leveraged adverse effect on income. Moderating its
growth orientation in the near term, management entered
the year emphasising profitability over revenue growth.
– To maximise gross margin, merchant teams
continued to reduce assortment sizes across
categories. This resulted in more focused
collections leading to enhanced sourcing
efficiencies, more consistent in-store presentation
and improved sell-through rates. The teams also
revised mark-down policies to capitalise on
the less seasonal elements of the collections.
Retail/wholesale gross margin increased from
52.1% in 2008/09 to 59.7% in 2009/10.
– Management successfully executed the £50m
cost efficiency programme announced in 2008/09.
Approximately half of the gains were driven by
supply chain and corporate process efficiencies
with cost reductions accounting for the remainder.
–
Leveraging the investment in systems and planning
expertise, the Group improved inventory
management in the year. Inventory levels were
reduced 36% year over year.
– The Group also undertook the restructuring of
the business in Spain against a backdrop of
deteriorating performance and the poor state of
Spain’s economy. While difficult, the closing of that
operation in favour of integrating this market with
the global Burberry business is in the long-term
best interests of the brand.
• Prepared to respond to a changing environment.
Recognising that the trading environment was likely
to be volatile, management monitored conditions
carefully to respond quickly to new opportunities
and emerging risks.
– Although starting the year with a conservative
inventory plan, we prepared to respond to changes
in demand. As the tone of business improved,
management capitalised on supply chain
investment and restructuring during the past three
years to speed deliveries of future season product.
In addition, the April Showers capsule collection
was designed and delivered to stores through an
expedited 12-week cycle – this was similarly
enabled by supply chain and systems investments
over the past several years.
– With an improving pace of business, the team
used the Group’s strong financial position to complete
additional attractive real estate transactions, against a
conservative plan. In total, Burberry added net 21
stores with 9% space expansion.
– The challenging consumer conditions in Japan
afforded the Group the opportunity to amend its
largest licence agreement in this market. With the
amendment, Burberry has greatly enhanced its
long-term strategic options in Japan.
Through these efforts and execution of Burberry’s remaining
core strategies, the team achieved strong financial results.
Total revenue grew 7% to £1.3bn. Retail performed well,
increasing revenue 19% on a 7% comparable store sales
gain. Driven by Spain, wholesale declined 11%. Licensing
increased 18% with a decline in Japan offset by growth in
global product licences and favourable exchange rate
movements. Adjusted operating profit reached a record
£220m, on a 25% retail/wholesale increase. The Group
generated £254m of cash, resulting in a £262m year end
cash balance.
With the changed operating environment, management
also conducted a full review of Burberry’s strategic plan
during the year. We continue to see opportunities across
the product portfolio – whether the heritage menswear
business, the young childrenswear division, or quickly
developing shoe category. While emerging markets such
as China offer great excitement, excellent potential remains
in all geographic regions. Penetration of these markets will
be enabled by retail enhancements, new store formats and
wholesale advances. Ongoing efficiency improvements are
also expected to contribute to profit growth.
In renewing our plan to be a great brand, we also updated
our aspirations to be a great company. Internally, we
continue work to establish Burberry as the leading
employer in the luxury sector. During the year, we formed
the Leadership Council, a forum to develop the next
generation of Burberry’s leadership. We also reinforced
mechanisms to enhance communication and celebrate our
successes as a team. Externally, the Burberry Foundation
continued its work to empower the creativity of young
people, while our commitments to ethical trading and
preserving the environment continued to progress.
Looking forward, Burberry is well prepared to achieve its
goals in the years ahead. With a strong balance of analytics
and intuition, senior management has added expertise and
grown as an integrated team during the past three years.
Our teams globally are fully united under our brand. And
we thank the extended team – suppliers, large customers,
licensing and franchise partners – for their continued
support. Together we look forward to reasserting Burberry’s
growth agenda while continuing to invest in the future of
the brand.
Angela Ahrendts
Chief Executive Officer
1 1
EXECUTIVE TEAM
12
13
STRATEGY
Brand and Business
From its founding in 1856 when Thomas Burberry
constructed his first outerwear garments for the sportsmen
of Basingstoke, England, Burberry has become a leading
luxury brand with a global business.
The Burberry brand is defined by its:
• Authentic British heritage
• Unique democratic positioning within the luxury arena
•
Founding principles of quality, function and modern
classic style, rooted in the integrity of its outerwear
• Globally recognised icon portfolio: the trench coat,
trademark check and Prorsum horse logo
The Group management and their teams are challenged
with the responsibility of maintaining the integrity and vitality
of this extraordinary brand while continuing to develop a
business which remains relevant to ever-evolving markets
and consumer tastes. The following pages outline Burberry’s
strategy under each of its five key strategic themes.
Our strategic themes
Leveraging the franchise
Intensifying non-apparel development
Today, the business built upon this brand is distinguished by:
Accelerating retail-led growth
• Multi-category competency: womenswear, menswear,
non-apparel and childrenswear – with innovative
outerwear as the foundation
• Channel expertise in retail (including e-commerce),
wholesale and licensing
• Global reach: operations in markets throughout the
world, with a balance across major geographic regions
• A unified, passionate and seasoned management team
Investing in under-penetrated markets
Pursuing operational excellence
15
STRATEGY CONTINUED
leveraging the franchise
Through more coordinated use of brand assets and greater integration of its global organisation, Burberry has
the opportunity to enhance consumer responsiveness and operate more efficiently and effectively. This potential
lies both in the front and back-of-house operations.
Key highlights in 2009/10 include:
• Capitalising on operational improvements.
• Accelerating brand momentum. Continued
investment in the Burberry brand is fundamental to its
long-term success. Strategies to enhance and elevate
the brand span all consumer-facing platforms, both
physical and virtual. 2009/10 included the return of the
Burberry womenswear show to London Fashion Week
to mark its 25th year anniversary, an event that
garnered extensive editorial coverage and served as a
geographical reconnection of the brand with its British
heritage. In stores, the Group continued to roll out
the Burberry Experience, a comprehensive sales and
service programme. During the year, the brand was
featured on the covers of 270 leading publications and
once again included on Interbrand’s list of the Top 100
Global Brands 2009.
• Refining product segmentation. With the relabelling
of the casual component of the women’s and men’s
apparel lines as Burberry Brit, management brought
greater clarity to the brand’s segmentation. This
separation from the more sartorial Burberry London
line allows the businesses to offer more complete
assortments in each segment and to target
customers and distribution more effectively.
Investment in operational improvements has allowed
greater speed and responsiveness in delivering
products to consumers, pointing the way to a further
evolution of the Burberry business model that will
provide fresh merchandise to stores and online with
greater frequency. April Showers is one example of
this in practice. In mid-January 2010, following a
strong holiday season, the merchant and design
teams developed a capsule collection to supplement
the main Spring 2010 offering, which was then
delivered to stores at the end of April.
• Licence amendment. In October 2009, the Group
announced an amendment to its apparel licence in
Japan which better positions Burberry to optimise its
presence in Japan and the high-growth Asian region
over the medium term.
• Spanish restructuring. 2009/10 also saw the
restructuring of the Group’s business in Spain.
Deteriorating performance during the previous two
years in combination with the poor state of Spain’s
economy had resulted in a local operation that was
no longer viable. While difficult, the closing of that
operation in favour of integrating the market with
global Burberry is in the long-term best interests
of the brand.
16
STRATEGY CONTINUED
leveraging the franchise continued
Core Values
The core purpose of the Burberry brand is to protect,
explore and inspire. These three values are at the heart
of Burberry, its culture and behaviour as a company.
The work of the Burberry Foundation and further progress
in corporate responsibility demonstrates these values
in practice.
• Burberry Foundation. Dedicated to helping young
people realise their dreams and potential through
the power of their creativity, the Burberry Foundation
provides a strategic platform for the Group’s engagement
in community initiatives and facilitates charitable giving in
regions where the majority of employees live and work.
In 2009/10, partially funded by the sale of iconic rainwear
and scarves, Burberry donated approximately £1m to
the Foundation, supporting 14 innovative charities in
eight cities around the world.
• Corporate responsibility. The Group continued its
efforts to improve corporate responsibility performance
and to inspire employees with respect to issues of
ethical trading, environmental responsibility and
community investment. 2009/10 initiatives included
a 30% increase in factory visits by Burberry
representatives and a reduction in CO2 emissions
per unit of turnover from Group facilities.
Leading digital
Through the integrated efforts of its Marketing,
Creative Media and IT teams, Burberry has built
sector leading expertise in the digital media arena.
• Live streaming. The live streaming of the Spring
2010 show invited consumers globally to share the full
experience of a Burberry fashion show for the first time.
The brand broke new ground by live streaming in 3D
the Autumn 2010 show to five locations around the
world. The webcast also allowed consumers to
purchase runway items for expedited delivery –
another first for the luxury sector.
• Social media. The brand has established a leading
presence across social media platforms, creating new
communities of interest. Burberry is the leading luxury
brand on Facebook with over one million fans. During
the year, the Group also launched artofthetrench.com,
a social media website which introduces the iconic
trench coat to the digital generation and is attracting
the new, younger luxury customer to the brand.
KPI: Total revenue growth measures the appeal of the brand
to consumers, be it through Burberry stores, or those of its department
stores or specialty retail customers.
Total revenue growth
(Year to March)
£1,280m
in 2009/10 +1%
Retail
Wholesale
Licensing
%
3
+
3
4
7
%
5
1
+
0
5
8
%
8
1
+
5
9
9
%
7
+
2
0
2
1
,
%
1
+
0
8
2
1
,
06
07
08
09
10
Growth rate is year-on-year underlying change i.e. at constant exchange rates
In 2009/10, in challenging and volatile markets, Burberry’s revenue was
£1,280m – a 1% underlying increase on the previous year. Revenue in the
first half declined by 5% underlying, but grew by 6% in the second half,
driven by Burberry’s retail stores.
18
STRATEGY CONTINUED
Intensifying non-apparel
development
Intensify, focus on and invest in under-penetrated non-apparel categories to further leverage Burberry’s unique
positioning, design and merchandising expertise and iconic branding through investment in product development,
marketing and supply chain.
Non-apparel continues to be a key driver of growth
for the Group. For the third consecutive year, it was
the fastest-growing product area within Burberry,
and continues to offer scope for further gains across
a number of under-penetrated categories.
• Soft accessories. With an intensified and extended
assortment, soft accessories led non-apparel growth.
The Burberry snood was the hit of the Autumn/Winter
season, garnering favourable editorial comment around
the world.
• Large leather goods. The core of Burberry’s non-
• Shoes. Shoes continue to present significant
expansion opportunities. Investment continued in the
year with added design and product development.
•
Japan non-apparel joint venture. Established to build
the brand’s non-apparel business in Japan, the world’s
largest accessories market, the joint venture became
fully operational during the year. The team refurbished
Tokyo’s Omotesando store and opened nine
concessions in prestige department stores.
apparel offering, large leather goods drove non-apparel
growth in the year. In line with the continued consumer
shift towards a more classic aesthetic, new
reinterpretations of Burberry’s heritage icons were a
key factor in handbags.
• Menswear. The Group continues to see opportunity in
the further expansion of men’s non-apparel. Accessory
assortments were broadened and upgraded during the
year, with small leather goods and belts performing well
at retail.
KPI: Growth in non-apparel revenue measures the success of
Burberry’s initiatives to expand in this category, which includes handbags,
small leather goods, scarves, shoes, belts and jewellery.
Growth in non-apparel revenue
(Year to March)
£420m
in 2009/10 +10%
%
0
9
8
1
%
5
1
+
1
1
2
%
9
3
+
0
9
2
%
2
1
+
6
6
3
%
0
1
+
0
2
4
06
07
08
09
10
Revenue is retail and wholesale only. Growth rate is year-on-year underlying change
i.e. at constant exchange rates
In 2009/10, non-apparel revenue increased by 10% underlying, compared
to 1% for Burberry as a whole. Non-apparel accounted for 36% of retail
and wholesale revenue, compared to 33% last year. Handbags, which
are core to non-apparel, contributed about half of sales.
20
STRATEGY CONTINUED
Accelerating retail-led growth
Shift company culture and processes from a static wholesale model to a dynamic retail model. Retail-led
growth refers not only to the operation of Burberry’s own stores, but also to a fundamental shift in the
Group’s operating structure.
• Digital integration and e-commerce development.
The Group is committed to creating a seamless
link between the physical and digital presence of
the Burberry brand, responding to the direction of
retailing as an increasingly multichannel proposition.
In e-commerce, Burberry achieved 60% growth in the
year, and plans continued investment in this channel.
The brand is also bringing this commitment to digital
technology in-store. E-commerce enabled tablets
were added to mainline stores during 2009/10.
• Global buy. Execution of the global buy, a common
product assortment across Burberry stores,
contributed to enhanced sourcing efficiencies, more
consistent in-store presentation and improved sell-
through rates.
2009/10 saw progress in several areas:
• New store openings. While new store development
was planned conservatively, reflecting wider market
conditions, the Group added 21 mainline stores during
the year, including Burberry’s first flagship store in Asia
at Singapore’s Ion Orchard. The Group also added
locations in existing markets, including Paris and New
York to intensify Burberry’s presence in these high
potential metropolitan areas.
• Upgrading existing stores. 28 stores and
concessions were renovated over the period, in line
with efforts to ensure greater consistency of brand
expression and customer experience.
• Enhancing service. Burberry is committed to
achieving industry-leading standards of customer
service in its stores. The roll-out of the Burberry
Experience sales and service programme in the US
and Europe was completed during the year, and is well
advanced in Asia. In addition, to further improve service
to top customers, the Group launched a pilot initiative
aimed at better meeting the specific requirements of
these clients.
KPI: Growth in retail revenue includes comparable store sales
growth (measuring growth in productivity of existing stores), plus sales
from new space.
KPI: Number of stores measures the reach of Burberry
directly-operated stores around the world.
Growth in retail revenue (% growth)
(Year to March)
%
1
1
%
4
2
%
0
2
%
4
1
%
5
1
15%
in 2009/10
Comparable stores
New space
06
07
08
09
10
Growth rate is year-on-year underlying change i.e. at constant exchange rates.
Comparable store sales growth is defined as the annual percentage increase in sales
from stores that have been opened for more than 12 months, adjusted for
closures and refurbishments.
In 2009/10, comparable store sales growth increased by 7% (H1: 2%;
H2: 10%), driven by product innovation, digital marketing and improved
customer service. The balance of revenue growth was driven by new
space, which increased 9% on average during the year.
22
As at March
440
in 2009/10
Mainline
Concessions
Outlets
0
6
2
2
9
2
8
6
3
9
1
4
0
4
4
06
07
08
09
10
The number of stores directly operated by Burberry increased by 21 in
2009/10, including a net 12 mainline stores and a net nine concessions
around the world.
STRATEGY CONTINUED
Investing in under-penetrated markets
Focus on and invest in under-penetrated markets. For Burberry, these consist of both developed markets like the United
States and emerging markets including China, India and the Middle East. All distribution channels (retail, wholesale and
licensing) are used to optimise these opportunities.
• Other emerging markets. A new joint venture in India
was announced in November 2009, combining the
strengths of the Burberry brand and organisation with
the expertise of a local partner to address this young,
exciting luxury market. In conjunction with local
partners, the Group also opened the first Burberry
stores in Bahrain and Lebanon in the year.
• Americas. The Group continues to see strong growth
potential in the Americas across both wholesale and
retail channels. As part of strengthening its wholesale
operations, Burberry opened a new regional
headquarters with state-of-the-art showrooms. In retail,
management opened six stores, including the first
standalone test stores for the Burberry Brit and London
lines. The Group also intensified efforts in Latin America
with a dedicated on the ground management team,
and the April 2010 opening of Burberry’s first directly
operated store in the region in Brasilia.
• China. At year end, Burberry operated 50 stores in
the mainland China market through a franchise partner.
A net 13 new stores were added in the year – including
the first standalone children’s store in this market.
KPI: Number of stores in Emerging Markets measures the reach
of the Burberry brand in these high potential countries.
As at March
111
in 2009/10
8
5
8
5
9
7
1
9
1
1
1
06
07
08
09
10
Emerging Markets include: China, the Middle East, Eastern Europe, Russia, Brazil,
India and other parts of South East Asia, South Africa and South America
Burberry added a net 20 stores in Emerging Markets, of which 13 stores
were in China and six were in the Middle East. Of the total, 97 are
operated under franchise, 12 by the Burberry Middle East joint venture,
and two by the Burberry India joint venture.
In North America, which Burberry has also identified as an under-
penetrated market, underlying retail and wholesale revenue increased
by 2% in 2009/10, with an improved performance in the second half
(up 10%).
24
STRATEGY CONTINUED
Pursuing operational excellence
Burberry continues to pursue its goal to be recognised as much for operational expertise as for product
and marketing excellence.
Efforts to drive operational excellence have driven
significant improvements across central functions,
the supply chain and IT:
• Fully executed global cost efficiency programme.
Management successfully executed the £50m
cost efficiency programme announced in 2008/09.
Approximately half of the gains were driven by
supply chain and corporate process efficiencies.
Cost reductions, including rationalisation of internal
manufacturing, showroom closures and intensive
expense and headcount management, accounted
for the remainder.
• Further progress in planning. Building on the
investment made in 2008/09, Burberry continued to
develop a more sophisticated global planning and
inventory management function. Through enhanced
sales forecasting and monitoring, combined with more
disciplined procurement, inventory levels were reduced
36% year over year.
• Flexing the supply chain. In response to the
quickening pace of customer demand in the year’s
second half, management accelerated product
deliveries and added an unplanned capsule collection
for April selling. These actions were enabled by
investment in the supply chain during the previous
two years.
• Finalising global infrastructure implementation. The
Group moved toward completing SAP implementation
in the year. The new system was deployed in the US
operations in April 2009 and in most of Asia in May
2010. The Europe distribution hub was also converted
in April 2010. Presently, approximately 90% of
Burberry’s stores are converted.
KPI: Retail and wholesale gross margin measures, among other things,
how efficiently Burberry sources its products.
KPI: Adjusted retail and wholesale operating profit margin measures
how Burberry’s initiatives and its investment to improve its business
processes, including sourcing, IT and logistics are impacting
its profit margin.
Retail/wholesale gross margin
(Year to March)
59.7%
in 2009/10
%
1
.
5
5
%
9
6
5
.
%
5
8
5
.
%
1
.
2
5
%
7
9
5
.
Adjusted retail/wholesale operating
profit margin
(Year to March)
11.6%
in 2009/10
%
5
4
1
.
%
6
4
1
.
%
9
4
1
.
%
8
9
.
%
6
1
1
.
06
07
08
09
10
06
07
08
09
10
Gross margin in retail and wholesale increased by 760 basis points in
2009/10. This was achieved by a combination of an increase in the
proportion of full price sales and supply chain improvements.
Adjusted operating profit margin is stated before exceptional items
Burberry’s adjusted retail and wholesale operating profit margin increased
from 9.8% to 11.6%, largely due to gross margin benefits and savings
from the global cost efficiency programme.
26
BURBERRY GROUP OVERVIEW
Our global reach
Burberry is a global luxury brand with a distinctive British heritage, core outerwear base and one of the most
recognised icons in the world. Burberry designs, sources and markets apparel and accessories, selling through
a diversified network of retail, digital commerce, wholesale and licensing channels worldwide.
The business is managed by channel, region and product, supported by corporate functions.
Sector
Channels
Global luxury goods market
(Year to December)
(estimated retail value €bn)
€150bn
in 2009
5
4
1
0
6
1
0
7
1
5
6
1
0
5
1
Revenue by channel
in 2009/10
Retail
Wholesale
Licensing
58%
34%
8%
Retail: includes 131 mainline stores, 262 concessions within department stores
and 47 outlets, as well as digital commerce in 27 countries
Wholesale: includes sales to prestige department stores and specialty retailers
worldwide, as well as sales to its franchisees who operate 97 Burberry stores,
mainly in Emerging Markets
Licensing: royalty income primarily received from Burberry’s licensees in Japan,
its global licensees for fragrance, eyewear and timepieces, and from small menswear
and European childrenswear licensees
Balanced channel mix
Burberry sells its products to the end consumer through
both the retail (including digital commerce) and wholesale
channels. For 2009/10, retail accounted for 58% of
revenue and wholesale 34%.
Burberry also has selective licensing agreements in Japan
and globally, leveraging the local and technical expertise
of its licence partners.
06
07
08
09
10
Company and industry estimates
Burberry operates in the global luxury sector which, for
Burberry’s relevant categories, is estimated to be an
approximately €150bn global market.
Since 2004, the global luxury goods market had grown
by around 8% per annum prior to the economic downturn
in late 2008. In 2009, it is estimated that the global luxury
market declined by around 9%, as consumer confidence
and spending fell. Industry analysts expect the sector to
show some recovery in 2010, although not as high as the
8% seen prior to 2008.
Burberry competes with a variety of luxury goods
companies. Some are large international conglomerates,
owning many luxury brands; others are focused on a
single brand locally; while others are small, more localised
operations. Burberry’s relevant peer group differs
by product category – non-apparel, womenswear,
menswear and childrenswear.
30
BURBERRY GROUP OVERVIEW CONTINUED
Our global reach continued
Regions
Retail/wholesale revenue by region
in 2009/10
27%
Americas
44%
Europe*
24%
Asia Pacific
5%
Rest of World
*including Spain
Broad geographic portfolio
In 2009/10, Europe including Spain accounted for 44% of sales, Americas 27% and Asia Pacific 24%. Emerging Markets,
which spans across all regions and includes China, India, Russia, Eastern Europe and the Middle East, contributed 10%
to retail and wholesale revenue.
Americas: includes US, Canada, Central and South America
Asia Pacific: includes China
32
products
Retail/wholesale revenue by product
in 2009/10
Product pyramid
Non-apparel
Womenswear
Menswear
Childrenswear
36%
35%
24%
5%
Diversified offering
The Burberry brand has broad consumer appeal. The
business is balanced between non-apparel (36% of
2009/10 revenue), womenswear (35%), menswear (24%)
and the smaller but high potential childrenswear division
(5%). Outerwear, which is the core of the apparel offer at
over half of sales, is the category in which Burberry is top-
of-mind among consumers. Burberry continues to grow
outerwear by continued product innovation. Another key
strategy is to grow non-apparel where revenue increased
by 10% underlying in 2009/10. Burberry is planning further
growth in all areas of the business over the next few years.
Prorsum
Burberry London
Burberry Brit
Product pyramid
Within the Burberry offering, there is a product hierarchy
defining components – each with unique branding and
a distinctive identity.
At the top is Prorsum, the most fashion forward collection
centred around runway shows each year. Prorsum, the
Latin word for ‘moves forward’, provides the design
inspiration for other ranges.
In the middle of the pyramid is Burberry London – or what
a Burberry customer wears on weekdays for work, i.e.
tailored ready to wear.
At the base of the pyramid is Burberry Brit – what a
Burberry customer wears on the weekend, i.e. casual wear.
Ranges at Burberry are balanced appropriately across
the pyramid to drive sales and profitability. Outerwear goes
across all three levels as Burberry continues to innovate
and diversify this core category. A clearer delineation
between Burberry London and Burberry Brit was
introduced from Spring/Summer 2010 as the ranges
were relabelled. Burberry London uses Beat check and
tonal check branding strategies, whereas Burberry Brit
uses innovative and more contemporary versions of the
core iconic check.
33
BURBERRY GROUP OVERVIEW CONTINUED
Diversified business model
Corporate
Key RESOURCES
Burberry’s channel, product and regional teams are
supported by core corporate functions which effectively
and efficiently sustain the business, as well as develop
the brand in a cohesive manner around the world.
At the front end, these include:
• Design – including product design, store design,
visual merchandising and creative media.
Everything the consumer sees is developed centrally
under Chief Creative Officer, Christopher Bailey
• Marketing – including integrated advertising, PR and
communications functions, which together focus on
building and elevating brand awareness through
traditional and digital media
• Digital commerce – a newly-formed team, driving digital
commerce globally to accelerate the brand’s digital
leadership position in the luxury sector and help unlock
the huge opportunities in this high-growth channel
• Merchandising and planning – this team assorts,
procures, and analyses our global collections in alignment
with brand initiatives and commercial opportunities
At the back end, these include:
• Supply chain – responsible for sourcing, quality
assurance, logistics and customer operations worldwide
• Corporate resources – consists of service and
productivity, client services, customer services,
commercial services, human resources, facilities
and showrooms, asset and profit protection
•
IT – covering global infrastructure, systems
and support
• Strategy – including licensing, new business
development and corporate strategy
•
Finance and corporate support – including all finance
functions, investor relations, business integration, legal
and corporate responsibility, corporate planning and
pricing, audit and risk
In order to drive growth by pursuing its five key
strategies, Burberry must continue to invest in
its key resources of:
People
Burberry employs more than 5,700 people worldwide.
The team has been strengthened considerably over the
past few years to drive delivery of the five strategic themes
and support and sustain continued growth. Burberry is
committed to attracting, retaining and developing world
class talent. As the business grows and the demand for
expertise and ability across the organisation increases,
Burberry is ensuring that it develops a robust ‘pipeline’
of talent throughout the Group. 2009/10 saw an increased
level of internal promotions and redeployments within
the Group to create stronger cross-functional teams.
Brand
With over 150 years of history, rooted in its authentic
British heritage and the integrity of its outerwear, Burberry
continues to strive to elevate and extend the brand. The
brand has broad consumer appeal across genders and
generations; a unique demographic positioning within the
luxury arena; and broad global reach. Burberry continues
to invest in the brand by continually promoting design
innovation, reinventing its icons and reinforcing the brand
with professional merchandising and compelling marketing
campaigns. It is actively embracing digital and social media
to extend the reach and appeal of the brand, especially to
the luxury customer of the future.
Infrastructure
An effective and efficient infrastructure is required to
support Burberry’s growth objectives. During the past
several years, the Group has invested substantial capital
to restructure IT systems, modernise the supply chain,
including sourcing, logistics and distribution facilities,
and close inefficient operations. Burberry aims to be
recognised as much for its operational expertise as for
its product and marketing excellence.
More information at www.burberryplc.com
34
KPIs
The following key performance indicators (KPIs) are reviewed by the Board and the executive team to assess
Burberry’s progress against its five strategic initiatives. Although the trends in each of the KPIs below will obviously
be influenced by more than one of the strategic initiatives, the following information provides investors with a clear
scorecard for Burberry’s performance.
KPI (year to March)
Total revenue growth (%) – see page 18
Growth in non-apparel revenue (%) – see page 20
Growth in retail revenue (%) – see page 22
Number of stores – see page 22
Number of stores in Emerging Markets – see page 24
2010
+1%
+10%
+15%
440
111
2009
+7%
+12%
+14%
419
91
Retail and wholesale gross margin (%) – see page 26
59.7%
52.1%
Adjusted retail and wholesale operating profit margin (%) – see page 26 11.6%
Adjusted diluted earnings per share growth (%) – see below
+16%
9.8%
(4%)
2008
2007
+18%
+39%
+20%
368
79
58.5%
14.9%
+9%
+15%
+15%
+24%
292
58
56.9%
14.6%
+21%
2006
+3%
0%
+11%
260
58
55.2%
14.5%
+9%
KPI: Growth in adjusted diluted EPS is a key valuation
metric for Burberry’s shareholders.
EPS growth
Adjusted diluted earnings per share
35.1p
in 2009/10
%
9
+
1
.
4
2
%
1
2
+
1
.
9
2
%
9
+
6
.
1
3
%
4
-
2
.
0
3
%
6
1
+
1
.
5
3
Total shareholder return
As explained on page 71 in the Directors’ Remuneration
Report, Burberry also monitors Total Shareholder Return
(TSR). This measures the growth in value of a shareholding
assuming dividends are reinvested to purchase additional
units of stock.
Corporate responsibility
Burberry also recognises its responsibility to key
stakeholders in managing its business. The progress
Burberry has made this year in respect of its supply chain,
people management and employee communications,
community involvement and environmental matters is
reported on pages 52 to 57.
06
07
08
09
10
Adjusted diluted EPS is stated before exceptional items
Adjusted diluted EPS rose 16% to 35.1p in 2009/10
reflecting 22% growth in adjusted operating profit,
partially offset by a net interest charge of £5.1m and
a higher tax rate.
35
BUSINESS AND FINANCIAL REVIEW
Group financial highlights
• Revenue of £1,280m, up 7% reported, up 1%
underlying, with a stronger performance in the
second half (up 6% underlying). Exchange rates
benefited revenue by £65m in the full year
• Retail sales up 15% underlying, contributing
58% of Group sales (2009: 52%)
• Adjusted retail/wholesale operating margin up
to 11.6% (2009: 9.8%), as gross margin recovered
by 760 basis points and operating expenses were
48.1% of sales as guided, reflecting mix shift to retail
• Adjusted profit before tax up 23% to £214.8m
(2009: £174.6m), including an exchange rate benefit
of £16.2m
• Tax rate on adjusted profit before tax
of 27.4% (2009: 23.8%), in line with guidance
• Adjusted diluted earnings per share up
16% to 35.1p (2009: 30.2p)
• Full year dividend per share increased by
17% to 14.0p (2009: 12.0p), reaffirming 40%
dividend payout ratio
• Net cash of £262.0m (2009: £7.6m), driven
by 36% reduction in inventory and tight working
capital management
£ million
Revenue
Cost of sales
Gross margin
Adjusted operating expenses
Adjusted operating profit
Exceptional items*
Operating profit/(loss)
Net finance charge
Profit/(loss) before taxation
Taxation
Minority interests
Attributable profit/(loss)
Adjusted EPS (pence)
EPS (pence)
Weighted average number of ordinary shares (millions)
* See Exceptional items on page 44 for full details
Year to 31 March
% change
2010
2009
reported
underlying
7
11
21
(20)
22
1
13
1,279.9
(475.9)
804.0
(584.1)
219.9
(48.8)
171.1
(5.1)
166.0
(83.8)
(0.8)
81.4
35.1
18.4
441.9
1,201.5
(535.7)
665.8
(485.0)
180.8
(190.7)
(9.9)
(6.2)
(16.1)
11.0
(0.9)
(6.0)
30.2
(1.4)
438.1
EPS is calculated on a diluted basis. Underlying change is calculated at constant exchange rates. ‘Adjusted’ refers to profitability measures (pre and post tax) calculated excluding:
– Restructuring costs of £48.8m in 2010 (2009: £54.9m) relating to the Spanish restructuring and the Group’s cost efficiency programme
– Impairment charges of £129.6m in 2009 relating to Spanish goodwill (£116.2m) and stores (£13.4m)
– Credit of £1.7m in 2009 representing negative goodwill on the formation of the Burberry Middle East joint venture
– Impact of deferred tax write-off in 2010 (£39.6m, comprising £27.3m of prior years’ assets and £12.3m of 2009/10 tax losses not recognised)
and one-off tax credits in 2009 (£32.6m)
– Net charge of £7.9m in 2009 relating to the relocation of global headquarters
38
revenue analysis
Revenue by channel
£ million
Retail
Wholesale
Licensing
Total
Retail
58% of revenue (2009: 52%); generated from 131
mainline stores, 262 concessions within department
stores, 47 outlets and digital commerce in 27 countries
Retail sales increased by 15% on an underlying basis
(19% reported). Comparable store sales increased by
7%, with new space, including Burberry Middle East,
contributing the balance.
Comparable store sales growth increased from +2% in
the first half to +10% in the second half, as the luxury
market improved. Strong full price sell-through of both
Autumn/Winter 2009 and Spring/Summer 2010 ranges
was aided by product innovation, improved planning and
earlier deliveries into stores to meet higher than anticipated
consumer demand. Digital media drove traffic to the
stores, while the Burberry Experience sales and service
programme helped conversion rates. Non-apparel
and childrenswear grew strongly and outerwear
performed well.
There was double-digit comparable store sales growth
in Europe and Asia Pacific. Retail stores in London
continued to benefit from favourable currency movements
and increased tourism. Italy, the second largest European
retail market, also performed well. In Hong Kong, mainland
Chinese tourism increased and the Ocean Centre store
was refurbished. Korea, the largest retail market in Asia
Pacific, sustained good growth rates for a second year,
helped by favourable currency movements. Taiwan and
Malaysia also performed well.
Year to 31 March
% change
2010
748.8
433.6
97.5
2009
629.7
489.2
82.6
1,279.9
1,201.5
reported
underlying
19%
(11%)
18%
7%
15%
(15%)
(6%)
1%
Comparable store sales in the Americas were down
by a double-digit percentage in the first half but up
mid single-digit in the second half, as footfall improved,
especially in the fourth quarter. The New York flagship
store was refurbished during the year, using the new
concept and high productivity fixtures and fittings.
During the year, Burberry further improved the quality of
its store portfolio – closing nine mainline stores (mainly in
Europe and Spain) and opening 21. Eight new stores were
opened in Asia Pacific, with the first flagship in Singapore
and a second childrenswear store in Hong Kong. Six
stores were opened in the Americas, including two in
Toronto (an example of clustering investment in major
cities), as well as test standalone Burberry London and
Burberry Brit stores on Madison Avenue, New York. In
Europe, new stores were opened in Amsterdam, Venice
and Paris. A net nine concessions were opened, mainly
in Korea.
Net selling space at 31 March 2010 was roughly 890,000
square feet, with an average increase of 9% year-on-year
(H1: +12%; H2: +6%, mainly reflecting the impact in the
second half of store closures undertaken as part of the
global cost efficiency programme).
39
BUSINESS AND FINANCIAL REVIEW CONTINUED
Wholesale
34% of revenue (2009: 41%); generated from sales
to prestige department stores, multi-brand specialty
accounts, Emerging Market franchisees and Travel Retail
Wholesale revenue in the year declined by 11%
reported, down 15% underlying (H1: -23%; H2: -6%).
Sales of the global collection in the year were down a low
single-digit percentage, improving to up mid single-digit
percentage in the second half, led by Emerging Markets,
the Americas and Travel Retail. These trends exclude the
impact of Burberry’s own actions, such as the closure
of Thomas Burberry, continued significant weakness in
Spain (which has been selling a domestic collection
unique to that market) and the rationalisation of certain
specialty accounts in Europe which did not meet brand
requirements. Although European specialty accounts
are a profitable channel, a further reduction of 10% or
so is expected in 2010/11.
Burberry continues to gain share in wholesale in the
Americas, which is still only 7% of total Group sales. This
is driven by increasing sell-through and sales productivity
of existing space, as well as additional real estate for all
product divisions. As a result, the Autumn/Winter 2010
order book is showing growth well in excess of 20%.
The number of franchise stores, mainly in Emerging
Markets, increased from 81 to 97 during the year, with
the majority of openings in China (a net 13) and the Middle
East. Comparable store sales growth was consistently
strong in Turkey and China (up by well over 20%), but
more volatile in Russia and Eastern Europe.
Licensing
8% of revenue (2009: 7%); of which approximately two-
thirds from Japan (split roughly two-thirds apparel and
one-third from various short-term non-apparel licences)
and the balance from global product licences (fragrance,
eyewear and timepieces), childrenswear and the final
menswear licences
Total licensing revenue in the year declined by 6% on an
underlying basis, in line with guidance. Revenue was up
18% reported, reflecting the strength of the Yen, which
is largely hedged 12 months forward.
There was a mid single-digit decrease in underlying
Japanese royalty income, reflecting continued weakness
in the department store channel. The recent amendment
to the apparel licence increased royalty payments in
2009/10 by £4m compared to plan, with a further step-up
in payment in 2011/12. The length of the licence was
also reduced by five years, now expiring in June 2015.
Global product licences ended the year broadly flat,
reflecting destocking by customers. However, product
innovation continued with the launch of Burberry Sport
fragrance, eyewear and watches. The non-renewal
of menswear licences continued, reducing licensing
revenue by about 3%, as Burberry moves to one
cohesive global menswear collection.
40
Retail/wholesale revenue by product category
Year to 31 March
% change
£ million
Non-apparel
Womenswear
Menswear
Childrenswear
2010
419.6
415.5
288.5
58.8
2009
366.3
412.8
298.4
41.4
Total retail/wholesale
1,182.4
1,118.9
reported
underlying
15%
1%
(3%)
42%
6%
10%
(3%)
(7%)
37%
2%
With the non-renewal of the final menswear licences,
Spring/Summer 2011 will be Burberry’s first fully cohesive
global menswear collection. This will enable Burberry,
over time, to gain share in menswear where it is
under-represented.
Childrenswear
5% of revenue (2009: 4%)
Childrenswear grew by 37% on an underlying basis. About
80% of retail sales are apparel, including outerwear, with
the balance being non-apparel, especially soft accessories.
With the relocation of childrenswear from Spain to London,
the recently strengthened team is fully sharing the expertise
of the other global product divisions and back office
functions. In the second half, childrenswear reached 7% of
Asia Pacific retail sales and about 15% of Burberry Middle
East retail sales. Burberry aims to drive childrenswear to
10% of total Group sales over time.
Non-apparel
36% of revenue (2009: 33%)
Revenue in non-apparel, now the largest product category,
increased by 10% underlying, with good growth across all
product categories. Large leather goods accounted for half
of non-apparel retail sales and grew by 30% in retail, with
particular strength in Asia. Further design and product
development expertise benefited shoes.
Womenswear
35% of revenue (2009: 37%)
Womenswear declined by 3% on an underlying basis,
with growth in retail more than offset by destocking in
the wholesale channel. Outerwear, which was more than
60% of retail sales, again performed well, driven by range
intensification in both Burberry London and Burberry Brit,
higher full price sales and increased awareness driven by
artofthetrench.com. Within Burberry Brit, denim and sport
grew strongly from a small base.
Menswear
24% of revenue (2009: 26%)
Menswear revenue declined by 7% underlying, also
reflecting growth in retail more than offset by wholesale
destocking. Outerwear, which was 40% of retail sales,
benefited from continued innovation in styles, fit and
fabric. In retail, the relabelling of Burberry Brit contributed
to good volume and value growth in all product categories,
especially in Asia.
41
BUSINESS AND FINANCIAL REVIEW CONTINUED
Operating profit analysis
Total operating profit
£ million
Retail/wholesale
Licensing
Adjusted operating profit
Adjusted operating margin %
Exceptional items
Operating profit/(loss)
Adjusted operating profit in the year increased to £219.9m,
including a £16.2m benefit from exchange rates. The
adjusted operating margin improved to 17.2%, reflecting
a higher retail/wholesale margin.
Retail/wholesale adjusted operating profit
£ million
Revenue
Cost of sales
Gross margin
Gross margin %
Operating expenses
Adjusted operating profit
Operating expenses as % of sales
Adjusted operating margin %
Year to 31 March
% change
2010
137.7
82.2
219.9
17.2%
(48.8)
171.1
2009
110.1
70.7
180.8
15.0%
(190.7)
(9.9)
reported
underlying
25
16
22
29
(12)
13
Year to 31 March
% change
2010
2009
reported
1,182.4
(475.9)
1,118.9
(535.7)
706.5
59.7%
(568.8)
137.7
48.1%
11.6%
583.2
52.1%
(473.1)
110.1
42.3%
9.8%
6
11
21
(20)
25
In 2009/10, retail/wholesale adjusted operating profit
grew by 25% on sales up 6%. Adjusted operating margin
improved to 11.6%, as gross margin increased significantly
to 59.7%, surpassing the level of 2007/08 (58.5%).
Operating expenses at 48.1% of sales were in line with
guidance. With retail increasing to 58% of sales in 2009/10
(52% in the prior year), this channel shift benefited
the gross margin percentage but adversely impacted
the operating expense to sales ratio and the
operating margin.
Excluding Spain, retail/wholesale adjusted operating
margin in 2009/10 was 12.7%.
42
Gross margin
At 59.7%, retail/wholesale gross margin increased by 760
basis points in the year, with a significant recovery starting
in the second quarter (H1: down 30 basis points; H2: up
1,400 basis points). The most important factor was a higher
percentage of sales at full price, with improved sell-through
of in-season ranges (strong product offer and improved
consumer demand), lower initial procurement and less
clearance activity in both mainline and outlet stores.
The gross margin also benefited from savings from
the global cost efficiency programme of about £20m
(equivalent to nearly 200 basis points), the switch from
wholesale to retail which is a higher gross margin channel
(contributing around 100 basis points) and favourable
exchange rates in the first half.
Excluding Spain, the retail/wholesale gross margin
in 2009/10 was 61.0%.
For 2010/11, Burberry expects a further, but more
modest, increase in the gross margin, driven largely by
higher full price sell-throughs, improved planning and
buying and further sourcing benefits.
Licensing operating profit
Operating expenses
In 2009/10, operating expenses increased by £96m or 580
basis points as a percentage of sales to 48.1% as guided.
Savings of approaching £30m were realised from the global
cost efficiency programme. These were more than offset by
increased bonus and share scheme costs (around £30m in
2009/10, following a near £20m reduction in 2008/09), the
impact of exchange rates (about £20m negative), with the
balance being the switch from wholesale to retail (a higher
cost channel) and the investment in new stores, ventures
and initiatives.
Excluding Spain, retail/wholesale operating expenses
as a percentage of sales in 2009/10 were 48.3%.
For 2010/11, Burberry expects retail/wholesale operating
expenses as a percentage of sales to be around 50%
excluding Spain. This reflects mid single-digit inflation in the
business on a comparable basis and a forecast additional
£10-15m of share scheme costs. Investment through the
income statement will also be accelerated to fund revenue
growth, new stores, new ventures and product and
corporate initiatives.
£ million
Revenue
Cost of sales
Gross margin
Gross margin %
Operating expenses
Operating profit
Operating margin %
As discussed earlier, licensing revenue declined by 6%
on an underlying basis, up 18% reported. Exchange
rates benefited both revenue and gross margin by
£19.7m. With operating expenses returning to more
normal levels, operating margin was 84.3% in the year.
Year to 31 March
2010
97.5
–
97.5
100%
(15.3)
82.2
84.3%
Year to
31 March 2010
underlying
77.8
–
77.8
(15.6)
62.2
2009
82.6
–
82.6
100%
(11.9)
70.7
85.6%
43
BUSINESS AND FINANCIAL REVIEW CONTINUED
Outlook
In 2010/11, while mindful of economic uncertainties,
Burberry plans to optimise the brand and business
momentum and capitalise on its strong financial position.
Investment in growth initiatives is planned to accelerate,
while further actions will be taken to enhance the brand.
• Capital expenditure is planned at around £130m in
2010/11 (2009/10: £70m), with the increase roughly
equally split between:
–
catch-up spend on refurbishments previously
put on hold
– more new stores, with the increase largely outside
traditional regions
–
investment to support digital commerce (both
content and technology) and further supply
chain improvements
• Start-up losses are planned to increase by
about £5m as Burberry builds its presence in new
geographical regions, including Brazil, Mexico,
India and the Japanese non-apparel joint venture.
•
Increased investment through the income statement
is planned in areas such as
– digital commerce, to build a global platform for
online sales and enhance digital marketing and
content capabilities
–
sales and service, including the addition of client
services for VIP customers in thirty stores this year
– product divisions, for expertise in emerging growth
categories including childrenswear, shoes, denim
and men’s accessories
• Brand enhancing initiatives will reduce profits
by between £5-10m, as licences are stopped
and inappropriate wholesale accounts and
outlets closed.
Exceptional items
£ million
Restructuring costs
Goodwill impairment charge
Store impairments
Negative goodwill
Relocation of headquarters
Year to 31 March
2010
(48.8)
–
–
–
–
(48.8)
2009
(54.9)
(116.2)
(13.4)
1.7
(7.9)
(190.7)
During 2009/10, Burberry incurred a £48.8m restructuring
charge, of which £3.4m related to the global cost efficiency
programme announced in January 2009 and the balance
from the Spanish restructuring announced in February
2010. A further charge of about £15m relating to Spain
is expected in 2010/11.
Cash spent on restructuring in 2009/10 was £27m
(£21m on the cost efficiency programme; £6m in Spain),
with about a further £30m expected in Spain in 2010/11.
Taxation
In the year to 31 March 2010, Burberry had a tax charge
of £84m, comprising:
• A tax charge of £59m on adjusted profit before tax
of £215m, giving a tax rate of 27.4% (2009: 23.8%).
The year-on-year increase is due mainly to the prior
year rate being abnormally low, reflecting the
geographical mix of profits
• A tax credit of £15m relating to the exceptional
items detailed above
•
The £40m write-off of deferred tax assets in Spain
(comprising £27m of prior years’ assets and £13m
of 2009/10 tax losses not recognised). Burberry does
not expect to generate sufficient profit in Spain in the
short to medium term to utilise these assets
The tax rate on adjusted profit for 2010/11 is expected
to be about 28%.
Cash flow
Net cash at 31 March 2010 was £262m, a significant
increase from the £8m at 31 March 2009, driven
predominantly by very tight management of working
capital. Inventory was reduced by 36% to £167m at
31 March 2010 (2009: £263m), even after a 9% increase
in average retail selling space. Trade debtors fell as
wholesale revenue declined in the year. Major outflows
were £70m of capital expenditure, of £53m of dividends,
£51m of tax and £27m of restructuring costs.
44
Spain
The restructuring in Spain will lead to a trading loss
of about £10m in 2010/11, compared to breakeven in
2009/10. As announced in February 2010, Burberry is
restructuring its Spanish operations. The global collection will
be introduced from Spring/Summer 2011 across all channels
in Spain. The local collection will cease after Autumn/Winter
2010, necessitating the closure of the Barcelona facility, with
the loss of approximately 300 jobs. Burberry is currently
working with its customers to determine the appropriate
distribution strategy for the global collection. The financial
implications of this restructuring are set out below.
In the year to 31 March 2010, sales of the affected
business were £95m (including all wholesale activity and
concessions but excluding three mainline stores and five
outlets which will be reported in Europe). These activities
were break even in the year, as the second half benefited
from earlier wholesale shipments and aggressive control
of discretionary expenses following the announcement
of the restructuring.
In the transition year to 31 March 2011, Burberry estimates
that this revenue will decline by about half and trading
losses will increase to around £10m, as both retail and
wholesale move from the domestic to global collection,
as the number of points of sale decreases and the local
cost base is phased out.
In the year to 31 March 2012, a further contraction in
revenue is expected, but the business will generate a
modest profit as it becomes part of the Europe region,
supported by global product and back office teams.
In 2010/11 Burberry intends to disclose this business
separately to aid investors’ understanding of the ongoing
global business. The Spanish losses will be excluded
from adjusted profit before tax.
The following guidance for retail, wholesale and licensing
is consistent with that given in April 2010.
Retail
In the year to March 2011, Burberry plans an increase
of around 10% in average retail selling space, weighted
towards the second half. At this stage, no further change
to the store portfolio in Spain is assumed. Between 20-30
mainline store openings are planned, biased towards the
Americas and Asia Pacific.
Wholesale
In the six months to 30 September 2010, Burberry projects
wholesale revenue at constant exchange rates to increase by
a high teens percentage excluding Spain. Significant growth
is expected in all regions except Europe, where continued
rationalisation of small specialty accounts is planned.
Including Spain, where a further material contraction in
the sales of the domestic collection is expected, underlying
wholesale revenue is projected to increase by around 10%.
Licensing
In the year to March 2011, Burberry expects licensing
revenue at constant exchange rates to decline by between
5-10%. The Yen hedge rate for 2010/11 will give only a
marginal benefit to reported numbers compared to 2009/10.
In line with the amended licence agreement, royalty income
from Japanese apparel is expected to be broadly flat year-
on-year. Growth from the global product licences will be
led by fragrances and watches. However, these will be
more than offset by the non-renewal of both the Japanese
leather goods licence and the final menswear licences.
45
BUSINESS AND FINANCIAL REVIEW CONTINUED
Store portfolio
At 31 March 2009
Additions
Closures
Transfers
At 31 March 2010
Store portfolio by region
At 31 March 2010
Europe
Spain
Americas#
Asia Pacific
Rest of World
Total
# Three franchise stores in the Americas are in Mexico
Retail/wholesale revenue by destination
£ million
Europe
Spain
Americas#
Asia Pacific
Rest of World#
Directly-operated stores
Mainline stores
Concessions
Outlets
119
18
(9)
3
131
253
25
(16)
–
262
47
2
(2)
–
47
Directly-operated stores
Mainline stores
Concessions
Outlets
32
3
62
21
13
131
26
128
–
108
–
262
2010
408.1
107.1
324.8
282.7
59.7
15
5
22
4
1
47
2009
379.8
144.5
308.9
240.0
45.7
Total retail/wholesale
1,182.4
1,118.9
# Central and South America revenue has been reclassified from Rest of World to the Americas (2010: £7m; 2009: £4m)
46
Total
419
45
(27)
3
440
Total
73
136
84
133
14
440
Franchise stores
81
21
(2)
(3)
97
Franchise stores
14
–
3
66
14
97
reported
underlying
7%
(26%)
5%
18%
31%
6%
3%
(29%)
2%
13%
27%
2%
Year to 31 March
% change
RISKS
The management of the business and the execution
of the Group’s growth strategies are subject to a
number of risks. The risks set out below represent
the principal risks and uncertainties which may
adversely affect the management of the Group
and the execution of its growth strategies
The steps the Group takes to address these risks, where
they are matters within its control, are also described. Such
steps may mitigate but not eliminate these risks. Some of
the risks relate to external factors which are outside the
Group’s control. The order of the risks is in no way an
indication of their relative importance, and each of the risks
should be considered independently. If more than one of
the events contemplated by the risks set out below occurs,
it is possible that the combined overall effect of such
events may be compounded.
Risks are formally reviewed by the Group Risk Committee
(the ‘Committee’) who meet at least three times a year.
The membership of the Committee comprises the Chief
Executive Officer, Executive Vice President – Chief Financial
Officer, Executive Vice President of Corporate Resources,
Chief Operations Officer, Senior Vice President Commercial
Affairs and General Counsel and the Director of Audit and
Risk Assurance. At the invitation of the Committee, the
Director of Intellectual Property, Director of Corporate
Responsibility, Head of Risk Management and
representatives from other assurance teams regularly
attend Committee meetings. The assessment of the
Group’s risks and the processes in place for management
and mitigation of these risks are reviewed by the Audit
Committee on a regular basis. Key business risks are also
considered by the Audit Committee and are considered
generally as part of the Group’s strategic development
and ongoing business review processes.
The global economic downturn affected consumers’
purchases of discretionary luxury items which has
adversely affected Burberry’s sales in certain markets
In common with all Burberry’s competitors, the global
economic downturn affected the level of consumer
spending on discretionary luxury items. During a recession,
when disposable incomes are lower, a global downturn
will adversely affect Burberry’s sales in certain markets.
A significant proportion of the Group’s sales are
generated by customers (in particular Middle Eastern,
Russian, Japanese, Chinese and other Asian customers)
who purchase products while travelling either overseas
or domestically. As a result, shifts in travel patterns
or a decline in travel volumes could materially affect
trading results.
48
Following a further review of Burberry’s Spanish business,
the Group announced the planned restructuring of its
Spanish Operations consistent with its strategy of aligning
Burberry in Spain with its global business model.
Changes to the political regime or tax and fiscal
regulations in the countries in which the Group
operates could have an adverse impact on the
Group’s operations or revenues
The Group operates in many countries including the
emerging markets. These countries have a variety of
legal and regulatory systems which may be changed
retrospectively or prospectively and which may not be
enforced in a predictable or consistent manner, particularly
in times when public sector debt is high and tax revenues
are falling. Furthermore, some of these countries have
not had stable governments historically and have been
subject to political instability.
When the Group enters a new market, governance
processes are in place to monitor the implementation
programme, which includes oversight by the Group’s legal,
company secretariat, tax and audit and risk assurance
departments. The Group uses the services of professional
consultants to advise on legal and regulatory issues and
to monitor ongoing developments.
If Burberry loses key management or is unable
to attract and retain the talent required for its
business, its operating results could suffer
Burberry’s performance depends largely on its senior
managers and design teams. The resignation of key
individuals or the inability to recruit individuals with the
relevant talent and experience to enable future business
growth could adversely impact Burberry’s performance.
To mitigate these issues the Remuneration Committee
regularly benchmarks the Group’s incentive arrangements
against Burberry’s global competitors and considers
the framework in place to recruit, incentivise and retain
key individuals. In addition, there are regular ongoing
recruitment, talent review and succession planning
programmes overseen by the Executive Vice President
of Corporate Resources and Chief Executive Officer to
ensure that the Group strengthens and develops its senior
management team by identifying, developing and nurturing
high-potential talent. During the year, the Group introduced
a Leadership Council to identify and develop high-potential
individuals within the organisation.
The cumulative change and significant growth
within the business places a significant pressure
on resources and its IT systems
The combination of the continued development of the
Group’s IT infrastructure, the focus on maximising the
benefits of digital media, combined with the ongoing
development of the global supply chain and the
implementation of a number of other significant projects
combine to exert significant pressure on the business.
Governance processes are in place for each major
programme to monitor and manage the progress of
these initiatives and these are supplemented by monthly
operational meetings with senior management to review
operational performance. The senior management team
has been strengthened and organisational structures
realigned to further support these key initiatives and
external consultants are used to complement internal
skills where required.
There is a risk of over-reliance on key trading partners
In a number of key product categories Burberry is reliant
on a small number of suppliers. During the year, the Group
continued to strengthen its supply chain management
team to enable the further evolution and development
of the manufacturing base and also to mitigate the risk
associated with over-reliance on a number of key product
suppliers. Where suitable alternatives exist, the Group has
reduced volumes with such suppliers and continues to
look for suitable additional alternatives where necessary.
The Group has a number of key customers whose
business represents a substantial portion of sales.
The Group dedicates resources to these customers
and maintains close relationships with such customers
to understand and respond to their needs.
The Group closely manages its relationships with key
suppliers and customers which includes monitoring
their financial and non-financial performance.
A substantial proportion of the Group’s revenue
and profits is reliant upon business in Japan and
key global licensees
A significant source of profit is derived from the royalties
received from licensees, specifically the Group’s licensees
in Japan and the fragrance licensee InterParfums S.A.
Burberry relies upon licensees to, among other things,
maintain operational and financial control over their
businesses. Should these licensees fail to effectively
manage their operations, the Group’s royalty income
would decline. Failure to manage these key relationships
effectively could have a material impact on the sales,
profitability and reputation of the Group.
The Group regularly implements royalty reviews and audits
of licensees, but cannot guarantee that they will reveal any
non-compliance with the terms of the relevant licence.
To minimise the risks in Japan, Burberry has its own
offices and operations in Tokyo and closely monitors its
relationships with licensees. During the year, the Group
amended the terms of its apparel licence with Sanyo
Shokai and Mitsui in Japan. The amendment, together
with the non-apparel joint venture formed with Sanyo
Shokai and Mitsui in November 2008, better positions
the Group to optimise its presence in Japan and the
high-growth Asian region.
Burberry may be unable to control its wholesale
and licence distribution channels satisfactorily
The Group relies upon the ability to control its distribution
networks and licensees to ensure that products are sold
in environments consistent with the Group’s luxury
image. An action by any significant wholesale customer
or licensee, such as presenting Burberry products in
a manner inconsistent with our preferred positioning,
would be damaging to our brand image. If, due to
regulatory, legal or other constraints, the Group is in any
way unable to control its wholesale distribution networks
and licensees, the Burberry brand image, and therefore
results and profitability, may be adversely affected.
The Group relies upon its licensees, suppliers,
franchisees, distributors and agents to comply
with relevant legislation
The Group expects its licensees, suppliers, franchisees,
distributors and agents to comply with employment and
other laws relating to their country of operation and to
operate to good ethical standards. The Group, however,
is unable to guarantee that this is the case, although
it continually monitors and improves its processes to
gain assurance that its licensees, suppliers, franchisees,
distributors and agents comply with its terms
and conditions and relevant local legislation and
good practice.
Burberry could suffer if its supply chain is unable
to produce and deliver goods at a competitive
price, on time and to its specification
If Burberry’s suppliers fail to ship product on time, or
product quality does not achieve Burberry’s standards,
this could result in the Group missing delivery dates to its
customers, potentially resulting in cancelled orders or price
reductions. Further, such a failure could affect wholesale
customers’ confidence which could adversely affect
subsequent seasons’ sales.
49
Burberry is dependent on the strength of its trade
marks and other intellectual property rights
Burberry’s trade marks and other proprietary rights are
fundamentally important to the success and competitive
position of the business and are intrinsic to maintaining
brand value. Unauthorised use of the ‘Burberry’ name, the
Burberry Check and the Prorsum horse trade marks, in
particular, as well as the distribution of counterfeit products
damage the Burberry brand image and profits. If a
third-party registers one of the Group’s trade marks, or
similar trade marks, in a country where the Group does not
currently trade, this would create a barrier to commencing
trade under those marks in that country. In addition, if
a third-party publishes harmful material using our trade
marks, Burberry’s brand image could suffer. The Group
has a dedicated team operating internationally to register,
protect and enforce its trade marks and other intellectual
property rights. Where infringements are identified, the
Group resolves these through a mixture of criminal and
civil legal action and negotiated settlement.
Nevertheless, it is not possible to guarantee that the
actions taken to establish and protect the Group’s trade
marks and other proprietary rights will be adequate to
prevent imitation of Burberry’s products by others. Trade
marks and intellectual property rights, while subject to
international treaties, are largely driven by national law
and the protection of intellectual property rights varies
from one jurisdiction to another.
The Group cannot therefore necessarily be as effective
in all jurisdictions in addressing counterfeit products. In
many territories the Group is dependent upon the vigilance
and responsiveness of law enforcement bodies whose
priorities may differ from the Group’s. They are also
subject to budgetary constraints and prioritise their
actions accordingly. Whilst the Group works closely
with customs and other law enforcement bodies,
ultimately the Group cannot direct their actions.
RISKS CONTINUED
Burberry continues to evolve its supply chain strategy,
refining its selection of suppliers to maintain and enhance
product quality whilst improving sourcing efficiencies.
The Group continues to rationalise its distribution network
to minimise unnecessary costs and to improve delivery
timeliness and accuracy.
The Group’s planning and pricing function has continued
to improve inventory management processes and effective
product flow, facilitated by improved reporting and
visibility provided from the new IT infrastructure. Further
opportunities exist to improve inventory management
processes and these will help ensure that the Group
continues to produce merchandise of the right quality,
in accordance with its ethical policy and delivered in
accordance with its requirements.
During the year, the Group announced the restructuring
of its Spanish operations consistent with its strategy of
aligning Burberry in Spain with its global business model.
The inability to anticipate and respond to changes
in consumer demand and product category trends
on a timely basis could adversely impact sales
The Group’s business depends, in part, on the ability
to shape, stimulate and anticipate consumer demand by
producing innovative, fashionable and functional products.
Categories are cyclical, so it is critical the Group builds
responsive product teams to exploit trending categories,
launch new categories and balance core apparel and
non-apparel categories.
The Group has evolved its product hierarchy and design
calendar to enable continued brand momentum, product
refreshment and replenishment to be more responsive
to fashion and consumer trends and to respond more
efficiently to changing circumstances.
Burberry continues to protect its classic core market
by adding innovation to further stimulate sales to current
customers, while attracting new customers to the brand.
The Group balances and plans all categories and brand
icons through a strict product hierarchy. To continue brand
momentum, and to protect market share in apparel and
non-apparel categories, the Group features outerwear and
the Burberry Check icons as part of its marketing initiatives.
In response to high demand, the Group introduced the
April Showers capsule range in April 2010 to fulfil
consumer demand and drive brand momentum.
50
In key emerging markets, including China and the
Middle East, Burberry is largely dependent upon
third-party operators with the associated lack of direct
control and transparency and as the Group moves into
increasingly higher risk locations the operating and
reputational risk increases
In a number of key emerging markets, Burberry operates
through third-party franchisees. In particular, a third-party
retail operation has been developed in China. The Group
largely depends upon the expertise of these franchisees
given its relative lack of experience in this region. During
the year, the Group has strengthened its emerging markets
team, and where appropriate has its own staff based
within these operations who work closely with franchisees
to further develop operational models to enable greater
control and visibility.
The Group has established joint ventures in Japan,
the Middle East (excluding Saudi Arabia) and India to
collaborate with experienced operators in high-growth,
under-penetrated markets and improve its ability to
ensure the operations are managed in accordance
with the Group’s global standards.
Burberry is exposed to foreign currency fluctuations
Burberry derives a significant percentage of its profits from
its Japanese licensing arrangements. As a consequence,
the Group is exposed to a significant risk associated with
the Yen to Sterling exchange rate. In addition, the Group
is continuing to expand its operations in the United States
and Europe as part of its strategy to accelerate retail
expansion in key under-penetrated markets. As the
Group’s presence in the United States and Europe
increases, it is exposed to an increased risk associated
with the US Dollar to Sterling exchange rate and Euro
to Sterling exchange rate.
The Group manages a significant proportion of the foreign
currency exposures by the use of forward exchange
contracts. Currency fluctuations affecting the Yen, Euro,
US Dollar and other currencies will nevertheless affect
results and profitability.
Burberry’s operating results are subject to
seasonal fluctuations
Burberry’s business, particularly with respect to apparel,
broadly operates on a seasonal basis (Spring/Summer
and Autumn/Winter) and the Group has experienced, and
expects to continue to experience, substantial seasonal
fluctuations in sales and operating results. In particular,
results vary based on the weather because of the large
proportion of outerwear products Burberry offers and the
effect of the weather on retail markets generally. As a result
of these fluctuations, comparisons of sales and operating
results between different periods within a single financial
year are not necessarily meaningful. In addition, these
comparisons cannot be relied on as indicators of the
Group’s future performance.
Burberry faces increasingly intense competition
Competition in the luxury goods sector has intensified
in recent years and Burberry is faced with increasing
competition in many of our product categories and
markets. The Group competes with international luxury
goods groups who control a number of luxury brands
and may have greater financial resources and bargaining
power with suppliers, wholesale accounts and landlords.
If Burberry is unable to compete successfully, operating
results and growth may be adversely impacted.
A significant incident such as a natural catastrophe,
global pandemic or terrorist attack affecting one or
more of the Group’s key locations could significantly
impact the operation of our businesses
In such circumstances, the uninterrupted operation of the
business cannot be ensured, particularly in the short term.
Business continuity plans are in place to mitigate but
not eliminate the operational risks.
51
CORPORATE RESPONSIBILITY
operating responsibly
Since its foundation in 1856, Burberry has sought to achieve the very highest quality standards. This focus is an
integral part of the brand and informs ongoing efforts to ensure that Burberry is recognised as much for operational
excellence as it is for its luxury products. Putting Corporate Responsibility at the heart of Burberry’s business
practices is a key part of this philosophy, and speaks to the heritage and longevity of the brand as well as its
pioneering spirit.
For more information on Burberry’s Corporate
Responsibility (‘CR’) policies including its Ethical Trading
Policy, performance and case studies, please visit the
Corporate Responsibility section of www.burberryplc.com.
Corporate Responsibility Governance
Michael Mahony, Senior Vice President Commercial Affairs
& General Counsel is accountable for CR matters on behalf
of Burberry and the Board. He chairs the CR Committee
which formally reports to the Group Risk Committee.
The CR Committee held three meetings during the year.
Two supplementary committees, the Global Sustainability
and Supply Chain Risk Committees are responsible for
these specific topics. Both committees generate formal
reports for the CR Committee.
In 2009/10, the Group strengthened its CR team to
a total of 13 members. The global team, which
is based in London, New York, Hong Kong and Tokyo,
leads Burberry’s supply chain, labour, environmental
excellence and community investment initiatives in
partnership with its stakeholders.
Ethical trading: supply chain
Monitoring the supply chain
Burberry believes that its products should only be made
in factories that comply with local labour and environmental
laws and by workers who work fair but not excessive
hours; are provided with a safe and hygienic work
environment; and who can exercise their right to freedom
of association and collective bargaining.
All Burberry suppliers are governed by its Ethical Trading
Policy that sets clear expectations regarding issues like
living wage, child labour and regular employment. Seven
Burberry team members are charged with ensuring the
implementation of the policy throughout the supply chain
as their sole responsibility.
This policy is based upon internationally accepted
codes, International Labour Organisation conventions
and is published in full in the Corporate Responsibility
section of www.burberryplc.com.
Burberry strongly believes that to be a great brand it
must also be a great company. This belief is reflected in its
continued pursuit to improve Corporate Responsibility
performance and to inspire employees around issues of
ethics, social and environmental responsibility and
community investment.
The following section describes Burberry’s current
approach to tackling these challenging issues, including
some of our achievements in 2009/10.
Highlights of the Year
•
•
30% increase in visits to product suppliers’ factories
over prior year to 634
Launched Sustainability Leaders Initiative across
the business
• Continued to reduce our CO2 emissions from
the Group’s buildings by a further 9% per £1,000
of turnover
• Committed to purchasing 29% of all our UK electricity
from Combined Heat and Power and renewable
sources in 2010 calendar year
One of Burberry’s five strategic themes is pursuing
operational excellence. Operational excellence in CR
has five key areas of focus:
• Healthy business partnerships: based on shared values
and high ethical standards
• Excellent products and service: quality, craftsmanship,
heritage and service standards
• Environmental excellence: operating efficiently with
minimum waste and maximum control
• Excellence in people management: attracting
and retaining talented employees
• Contributing to society: investing and engaging
in the communities where Burberry operates
More information at www.burberryplc.com
52
With periodic assistance from third-party auditors the team
regularly visits factories to assess their performance related
to Burberry’s Ethical Trading P olicy and develops factory
improvement plans based on their findings. Follow-up visits are
conducted to ensure that the plans have been implemented.
In 2009, the Company launched its Corporate
Responsibility Handbook. The Handbook, distributed to all
suppliers by the Burberry Chief Operations Officer, provides
additional detail and guidance to assist suppliers with
integrating our policies into their management systems.
Complementing these audits are worker hotlines installed
in select factories, which act as both a whistleblowing
mechanism and counselling line.
Product and supply chain standards – upstream
Burberry strives to achieve the highest quality standards
in all components and stages of its supply chain process.
The majority of Burberry’s products are manufactured
in Europe through third-party suppliers. All new Burberry
suppliers, regardless of location, must be approved by
the Corporate Responsibility team prior to production
taking place.
Burberry understands that it cannot solve supply chain
issues on its own and that a participative and collaborative
approach is needed. Burberry will continue to maintain an
open dialogue with its suppliers, peer companies, other
brands, NGOs and trade unions to bring collective action
to bear across the supply chain.
As part of Burberry’s ongoing desire to reduce duplicative
audits, we have developed partnerships with companies that
produce in the same factories. Using the Fair Factory
Clearinghouse (FFC) database tool, Burberry is now able
to share and access credible information on factory social
compliance which replaces the need for additional audits and
allows for further investments in capacity building and training.
Burberry is a founding member of the BSR Luxury Brands
working group. The group was established to explore
common approaches to collectively address material
Corporate Responsibility issues specific to the luxury sector
like the use of exotic skins. The Group is currently developing
an animal welfare policy for working group members.
Supplier ownership
Working closely with Burberry teams, suppliers are
demonstrating their increasing commitment to compliance
by actively participating in capacity building programmes
such as management system development, productivity
enhancement and worker rights training. These
programmes improve worker-management relationships,
improve production processes and empower workers and
management to resolve problems jointly.
Burberry recognises that its responsibility does not end
at the first tier supplier and subcontractor level of the
supply chain. The Company has been working to address
issues deeper in the supply chain including raw materials
like leather, fur and cotton.
Leather
Burberry joined the BLC Leather Working Group in order to
have a clearer understanding of the environmental impact
of tanneries, investigate the possibility of hide traceability
and collaborate with other brands and tanneries to improve
environmental standards within the leather industry.
Burberry supports the working group’s efforts to ensure
the preservation of the Amazon Biome (rainforest).
Fur
There has been, and will continue to be, occasions where
consumer tastes demand the use of fur. Burberry believes
that any materials derived from animals should be
produced without inflicting cruelty or threatening the
environment. Burberry will not use fur if there is any
concern that it has been produced using the unacceptable
treatment of the animals. For this reason, Burberry does
not source such materials from China. Fur is carefully
sourced, safeguarding the correct ethical standards and
traceability. Fur is principally sourced from SAGA furs
which is known for upholding high standards of ethical
treatment of animals and shares the Group’s concerns
about animal welfare. The farms that supply fur are open
to third-party inspections at any time and have been visited
by the Burberry CR team.
Uzbek cotton
Following the deeply concerning reports relating to alleged
forced child labour in the Uzbekistan cotton industry,
Burberry has taken steps to exclude Uzbek cotton from
its supply chain. In progress is a cotton traceability project
related to Uzbek cotton and other raw materials.
53
CORPORATE RESPONSIBILITY CONTINUED
2009/10 supply chain achievements
•
Factory visits: 634 factory visits; a 30% increase
on last year
• Stakeholder engagement: Actively participated in the
BLC Leather Working Group and the Responsible
Cotton Network
• Capacity building: Developed Corporate Responsibility
Handbook for vendors
• Worker hotline: Expanded confidential worker hotline
to Japan and Italy
Burberry established a Global Sustainability Committee
in 2009 which meets quarterly. On the committee every
region or function of the business is represented by a
nominated Sustainability Leader.
Burberry regularly communicates its revised Global
Environmental Policy to all vendors and integrates
environmental best practices directly into our Non-Stock
Procurement procedures and contractual negotiations.
2009/10 environmental performance results
Energy:
• Raw Materials Traceability: Agreed and signed contract
• Reduced CO2 emissions from the Group’s buildings
to launch a 2010 traceability project
by 9% per £1,000 of turnover
Number of CR visits/audits
(Year to March)
634
4
1
3
7
8
4
4
3
6
• Committed to purchasing 29% of the Group’s UK
electricity from CHP and renewable sources in the
2010 calendar year to drive demand for renewables
in the UK
•
•
Installed ‘Solar Control Window Film’ in the new Burberry
Americas headquarters at 444 Madison, New York, with
a projected annual savings of close to 300,000 kWh
Implemented an automated PC shut-down
system on the Burberry network worldwide
to save energy overnight
Packaging:
•
Launched a new Established range of consumer
packaging made from an FSC accredited sustainable
source and 100% elemental chlorine free
Logistics transport emissions:
• Continued to pursue a programme to divert freight to
sea from air driving reductions in carbon emissions
Business travel
• Reduced air travel for UK employees by 10% per
£1,000 of turnover, through utilisation of virtual
meetings via video conferencing facilities globally
Waste
• Renewed focus on increasing recycling globally.
In the UK, recycling has increased to 47% of the
total waste produced
• Developed a closed loop textile recycling system in
the UK. The Group’s global recycling partner converts
sample and raw material waste into car door insulation
06
07
08
09
10
Environmental performance
Burberry is committed to reducing its environmental
footprint throughout its global operations. Environmental
sustainability is a key responsibility and Burberry can play
an important role in ensuring that its environmental impact
is minimised in the countries where it sources materials
and products through to the markets where products
are sold.
Strong environmental performance is important to Burberry
employees, customers and future generations and is good
for business as it ultimately improves efficiency and leads
to cost savings. Burberry’s most critical environmental
sustainability impact areas include carbon emissions
(linked to energy use, travel and distribution network),
solid waste and packaging materials (linked to shipping,
marketing and sales).
54
Digitalisation:
• Converted lookbooks from paper to digital – used by
buying teams and wholesale customers to choose
products. This is estimated to save 32 tonnes of
paper and £70,000 annually
• Digitised visual merchandising props ordering process
for regional teams
Information technology:
•
Launched an online environmental data management
system to cover 100% of Burberry’s global sites
6
.
2
2
6
.
2
2
6
.
0
2
Global building energy CO2
(Year to March)
(CO2 kg per £1,000 of turnover)
Restatement of 2008 and 2009 data to include
additional sites in the Americas and Asia.
Most current published conversion factors,
revised September 2009, used throughout.
20.6CO2
06
07
08
09
10
Primary transport shipped by sea (%)
(Year to March)
(Based on a sea vs. air freight comparison; road data
has been excluded to give an accurate representation
of progress to divert freight from air to sea.)
20%
%
7
1
%
0
2
06
07
08
09
10
Air travel CO2
(Year to March)
(CO2 kg per £1,000 of turnover-based
on UK employees)
1.4CO2
8
.
1
5
.
1
4
.
1
06
07
08
09
10
The data in these graphs comes from a combination of
automated and manual internal processes. The majority
is based on actual data, supplemented, when necessary,
by approximations.
Excellence in people
Organisational effectiveness
The Burberry Human Resources team continue to drive
people excellence with the focus being to recruit, retain
and develop world class employees around the world, to
deliver extraordinary results in the service of the Brand.
A commitment to diversity and respect for all is a key
foundation underlying the Burberry culture and its success
as a global luxury brand.
• Burberry’s global nature is reflected not only through
its geographic footprint, but also through its workforce.
In the global headquaters at Horseferry House,
Burberry employs nationals of 39 different countries
from the five continents.
• Women make up a large part of the workforce in all
parts of the organisation, from its manufacturing sites
through to its headquarters (70% women). Burberry
was acknowledged for this diversity at the 2010
Opportunity Now Awards where the Company won
the ‘Female FTSE 100 Award’ as well as the ‘FTSE
Executive Women Award’.
The Burberry brand captures the energy of youth and is
underpinned by its values – protect, explore and inspire.
Burberry’s workforce encompasses the digital generation
and experienced craftsmen and women. In the 2009 Long
Service Awards, the Company recognised service up
to 45 years.
55
CORPORATE RESPONSIBILITY CONTINUED
2009/10 results
• Recruitment: Successful implementation and roll out
of Burberry’s global careers website has attracted over
20,000 applications for roles in the Company this year.
• Organisational development: Continued evolution and
development of the organisation has enabled the
Group to continue to ensure its infrastructure and
capability is able to deliver both the growth agenda in
line with the key strategic themes and the business
efficiencies Burberry is committed to.
In February 2010, Burberry announced the proposed
restructuring of its Spanish operations in order to align
Spain to its global business model and introduce the
Burberry global collection. Burberry agreed a redundancy
plan with the Works Council and unions, with the resultant
loss of just under 300 jobs. All employees leaving the
Company are being offered outplacement support.
As part of the global cost efficiency programme, Burberry
France undertook a limited collective dismissal process.
This restructure aligned Burberry France with the European
Shared Services organisation model and affected the IT
and Finance functions. The Group continues to embed this
new organisation structure into Burberry France.
•
Leadership development: Design, development and
delivery of a new leadership programme targeting 100
high-potential managers identified in all areas of the
business and regions. This leadership programme is
developing an internal pipeline of world-class talent to
provide future leaders for the business. Leadership
capabilities are developed through mentoring, personal
development plans, one to one coaching, worldwide
events and workshops, and international mobility.
• Meeting structures: At the outset of 2009/10, Burberry
established a robust meeting structure to improve
meeting effectiveness and enhance internal
communications and alignment:
– Executive Operations Committee: Oversight of
overall performance of Burberry and major cross
business issues
– Monthly Management Reviews: Review of operational
performance, outlook and budgets
– Management Update Forum: Discussion of
product, corporate and regional performance
by senior leadership
– Global Quarterly Update: Communication of key
strategies as well as product, corporate and
regional performance to the whole Company
56
Health and safety
As a core priority, Burberry continues to ensure a healthy
and safe environment for all employees and customers.
To assure the Board that this is the case, there is a formal
health and safety audit process and programme that
ensures all Burberry manufacturing sites and distribution
centres are audited at least annually with major offices
and retail locations audited at least once every three
years. All audits were completed successfully with no
problems reported.
During the year, there have been a number of visits by
regional enforcement bodies all with successful outcomes
and no required changes to systems or processes.
To further strengthen this area, a Corporate Health and
Safety Manager was appointed whose role will be to
further develop the Global management system and
related training programmes, incident management and
key performance indicators in the coming year. The most
significant of which will be an integrated Health and
Wellbeing Policy linking a number of key departments such
as Human Resources, Talent Development, Facilities and
the external Occupational Health Provider.
The Burberry Experience
Following the success of the Burberry Experience sales
and service pilot training programme during 2008/09, an
enhanced programme has been rolled out to mainline
stores and concessions this year. Led by the Service and
Productivity teams at Corporate and in the Regions, more
than 1,800 retail store employees have been trained this
year. The training programme has been designed for and
delivered to all retail staff to ensure that the customer
experience is in line with Burberry’s brand standards and
luxury positioning.
The evaluation of the effectiveness of the training
is ongoing, and has shown positive results and
improvements in levels of service being delivered to our
customers globally. The training continues to be enhanced
and extended to improve leadership skills and productivity.
The Burberry Experience will continue to be rolled out to
new markets where Burberry operates globally.
Community investment
Ongoing investment in the communities where the majority
of employees live and work remains a key element of the
Burberry Corporate Responsibility strategy.
The Burberry Foundation
A key extension of the tradition of philanthropy at the
Company, the Burberry Foundation (UK registered charity
no. 1123102) provides a strategic platform for Burberry’s
community engagement and builds charitable giving in
its regions.
Established in 2008, the Foundation is a philanthropic
organisation dedicated to helping young people realise their
dreams and potential through the power of their creativity.
The Foundation’s goals are to help young people to:
•
gain confidence in their daily lives and develop
self-esteem
• build connections to their families, friends, partners
and society at large
• develop the ability to reach for opportunities in school,
work and life
The Burberry Foundation’s grant making is focused
on supporting innovative programmes and building
sustainable partnerships that leverage the Company’s
assets and combine financial support with the knowledge,
creativity and dedication of Burberry employees.
The Foundation receives donations from Burberry and
other benefactors to award strategic grants and make
targeted donations of in-kind gifts. In 2009/10, the Group’s
donations to the Burberry Foundation amounted to
£800,000 in cash and more than £150,000 in-kind. These
contributions enabled the Foundation to support charities
in Boston, Chicago, Hong Kong, London, Los Angeles,
New York, San Francisco and Seoul.
For a list of charities supported by the Burberry
Foundation, or for further information, please see
www.burberryfoundation.org.
Employee engagement
Burberry employees are encouraged to further support
the Foundation’s grant recipients through the Company’s
employee engagement programme, which allows staff to
take up to four hours per month of paid leave to volunteer
with any one of the Foundation’s charity partners around
the world.
In 2009/10, employees volunteered more than 3,500 hours
of time, a tenfold increase on 2008/09, lending their
personal talents and business skills to help young people.
A significant part of Burberry’s employee engagement
efforts this past year was dedicated to job training
programmes for young people in London and New York
City. These programmes brought 60 students to corporate
offices and retail stores for job training and hands-on work
experience ranging from two to ten weeks.
More information at www.burberryfoundation.org
In-kind donations
Burberry donates products to the Burberry Foundation
for distribution to charities in its grants portfolio. Donations
range from one-off gifts of fabric or materials for an art
or design course, to a large-scale annual Christmas Coat
Donation programme which saw approximately 1,500
coats distributed to charities globally.
Corporate donations
An ongoing part of doing business is to selectively support
customer and supplier-related events and charitable
causes. Each regional office has a discretionary charity
budget which is managed and approved locally.
Disaster relief
In response to the catastrophic earthquake in Haiti on
12 January 2010, Burberry and its employees donated
over £149,250 to British and International Red Cross
agencies around the globe to assist with its relief and
reconstruction efforts.
In 2009/10, corporate contributions totalled over £1.4 million.
2
.
0
6
.
0
2
.
1
4
.
1
Community donations (£m)
(Year to March)
Direct donations are contributions made by the
Company. Indirect donations are donations from
third parties that have been facilitated
by Burberry.
£1.4m
Indirect donations
Direct donations
06
07
08
09
10
57
BOARD OF DIRECTORS
Back row from left to right: Ian Carter, Stacey Cartwright, Stephanie George, Philip Bowman, John Smith
Front row from left to right: David Tyler, Angela Ahrendts, John Peace
60
John Peace (61)†‡
Chairman
John Peace has been Chairman of the Board since June
2002 and is also Chairman of the Nomination Committee.
He is Chairman of the Board of Standard Chartered plc
and of Experian plc. Previously he was Group Chief
Executive of GUS plc from 2000 until 2006. John was
appointed a non-executive director of First American
Corporation in March 2009.
Executive Directors
Angela Ahrendts (49)†
Chief Executive Officer
Angela Ahrendts became Chief Executive Officer in July
2006, having served as an executive director since January
2006. Angela previously held various senior appointments,
including the position of Executive Vice President, at Liz
Claiborne Inc between 1998 and 2006. She was also
Executive Vice President of Henri Bendel from 1996 to
1998 and President of Donna Karan International from
1989 to 1996.
Stacey Cartwright (46)
Executive Vice President, Chief Financial Officer
Stacey Cartwright joined as Chief Financial Officer
on 1 March 2004 and was appointed Executive Vice
President, Chief Financial Officer in June 2008. She
had previously been Chief Financial Officer at Egg plc
between 1999 and 2003, and from 1988 to 1999
she held various finance-related positions at Granada
Group plc.
Non-Executive Directors
Philip Bowman (57)*†‡
Senior Independent Director
Philip Bowman was appointed as a non-executive director
in June 2002 and is the Senior Independent Director and
Chairman of the Audit Committee. He was appointed Chief
Executive of Smiths Group plc in December 2007 and is
a non-executive director of Berry Bros & Rudd Limited and
Better Capital Limited. He previously held the positions
of Chief Executive at Scottish Power plc from early 2006
until mid 2007 and Chief Executive at Allied Domecq plc
between 1999 and 2005. His earlier career included
five years as a director of Bass plc. He was previously
Chairman of Liberty plc and Coral Eurobet plc and
a non-executive director of Scottish & Newcastle plc
and British Sky Broadcasting Group plc.
Ian Carter (48)*†‡
Non-Executive Director
Ian Carter was appointed as a non-executive director
in April 2007. He is currently President of Hilton Hotels
Corporation Global Operations. He was previously CEO of
Hilton International Company and Executive Vice President
of Hilton Hotels Corporation, and was a director of Hilton
Group plc until the acquisition of Hilton International by
Hilton Hotels Corporation in February 2006. He previously
served as an Officer and President of Black & Decker
Corporation between 2001 and 2004.
Stephanie George (53)*†‡
Non-Executive Director
Stephanie George was appointed as a non-executive
director in March 2006. She is currently Executive Vice
President of Time Inc., with responsibility for the publishing
divisions and overall management of People, In Style,
Entertainment Weekly, Real Simple, Essence and the Time
Inc. Media Group. Before this, Stephanie spent 12 years at
Fairchild Publications, first as publisher of W magazine and
then as President, Women’s Wear Daily Media Worldwide.
Stephanie also sits on the Board of Lincoln Center.
John Smith (52)*†‡
Non-Executive Director
John Smith was appointed as a non-executive director on
1 December 2009. He is currently Chief Executive of BBC
Worldwide. John joined the BBC in 1989, where he held
the positions of Chief Operating Officer, Director of Finance,
Property & Business Affairs and Finance Director. John
joined BBC Worldwide in July 2004 and was appointed
Chief Executive in March 2005. He previously served
as a non-executive director of Severn Trent Water plc
between 2003 and 2008.
David Tyler (57)*†‡
Non-Executive Director
David Tyler became a non-executive director in June
2002, having been a director of the Company since
1997. He was appointed Chairman of the Remuneration
Committee in March 2007. David was Group Finance
Director of GUS plc from 1997 until its demerger in October
2006. He is currently Chairman of J Sainsbury plc and
Logica plc and a non-executive director of Experian plc.
Earlier in his career, David worked at Unilever plc, County
NatWest Limited and Christie’s International plc. He has
an MA in Economics from Cambridge, is a fellow of the
Chartered Institute of Management Accountants and a
Member of the Association of Corporate Treasurers.
Key to membership of committees
* Audit Committee
† Nomination Committee
‡ Remuneration Committee
61
DIRECTORS’ REPORT
The directors present their Annual Report together with the
audited financial statements for the year to 31 March 2010.
Business review
Burberry Group plc is required to set out in this report a fair
review of the business of the Group during the year to 31 March
2010 and of the position of the Group at the end of the financial
year and a description of the principal risks and uncertainties
facing the Group (known as a ‘business review’). The purpose
of the business review is to enable shareholders to assess how
the directors have performed their duty under section 172 of
the Companies Act 2006 (duty to promote the success of the
company). The Strategy and Group Overview sections on pages
15 to 35 and the Business and Financial Review on pages 38
to 46 report on the activities and results for the year and give
an indication of the Company’s future developments. The
Corporate Responsibility Report is set out on pages 52 to 57.
A description of the principal risks and uncertainties facing the
Group is included on pages 48 to 51. The sections of the Annual
Report referred to above, fulfil the requirements of the Business
Review and are incorporated by reference and shall be deemed
to form part of this report.
Principal activities
Burberry Group plc is a holding company. The Group designs,
sources, and markets luxury men’s, women’s and children’s
clothing and non-apparel accessories globally through a
diversified network of retail, wholesale, franchise and digital
commerce channels worldwide. Burberry also licences third
parties to manufacture and distribute products using the
‘Burberry’ trademarks.
Revenue and profit
Revenue during the period amounted to £1,279.9m (2009:
£1,201.5m). The attributable profit for the year was £81.4m
(2009: loss of £6.0m).
Dividends
The directors recommend that a final dividend of 10.5p per
ordinary share (2009: 8.65p) in respect of the year to 31 March
2010 be paid on 5 August 2010 to those persons on the
Register of Members as at 9 July 2010.
An interim dividend of 3.5p per ordinary share was paid to
shareholders on 4 February 2010. This will make a total dividend
of 14.0p per ordinary share in respect of the financial year to
31 March 2010. The aggregate dividends paid and recommended
in respect of the year to 31 March 2010 total £60.8m.
Directors
The names and biographical details of the directors holding
office at the date of this report are set out on page 61 and are
incorporated by reference into this report.
At the 2010 Annual General Meeting, John Peace and Ian Carter
will retire by rotation in accordance with Article 80 of the Articles of
Association and, being eligible, will offer themselves for re-election.
In accordance with the Company’s Articles of Association, as John
Smith was appointed by the directors since the last Annual General
Meeting, he will retire and a resolution proposing his election will be
put forward at the forthcoming Annual General Meeting.
The separate circular to shareholders incorporating the Notice
of this year’s Annual General Meeting sets out why the Board
believes these directors should be elected and re-elected.
Details of the directors’ service agreements and letters of
appointment are given in the Directors’ Remuneration Report
on pages 70 to 79.
Directors’ share interests
Interests of the directors holding office at 31 March 2010 in
the shares of the Company are shown within the Directors’
Remuneration Report on page 79. There were no changes to
the beneficial interests of the directors between the period
31 March 2010 and 25 May 2010.
Directors’ insurance and indemnities
The Company maintains directors’ and officers’ liability insurance
which gives appropriate cover for any legal action brought
against its directors. In accordance with section 236 of the
Companies Act 2006, qualifying third-party indemnity provisions
are in place for the directors and Company Secretary in respect
of liabilities incurred as a result of their office, to the extent
permitted by law.
Share capital
Details of the authorised and issued share capital, together with
details of movements in the issued share capital of Burberry
Group plc during the year are shown in note 21 which is
incorporated by reference and deemed to be part of this report.
The Company has one class of ordinary share which carries no
right to fixed income. Each share carries the right to one vote at
general meetings of the Company. The ordinary shares are listed
on the Official List and traded on the London Stock Exchange.
As at 31 March 2010, the Company had 435,024,782 ordinary
shares in issue, of which 77,215 were held as treasury shares.
In order to retain maximum flexibility, the Company proposes
to renew the authority granted by ordinary shareholders at the
Annual General Meeting in 2009, to repurchase up to just under
10% of its issued share capital. Further details are provided in
the separate circular to shareholders incorporating the Notice
of this year’s Annual General Meeting.
At the Annual General Meeting in 2009, shareholders approved
resolutions to allot shares up to an aggregate nominal value of
£72,000 and to give directors authority to allot shares for cash
other than pro rata to existing shareholders. Furthermore,
shareholders granted the directors authority to allot shares up to
an aggregate nominal value of £144,000 for use in a rights issue
only. Resolutions will be proposed at this year’s Annual General
Meeting to renew these authorities.
No person has any special rights of control over the Company’s
share capital and all issued shares are fully paid.
There are no specific restrictions on the size of holding nor on
the transfer of shares which are both governed by the general
provisions of the Articles of Association and prevailing legislation.
The directors are not aware of any agreements between holders
of the Company’s shares that may result in restrictions on the
transfer of securities or voting rights.
62 Burberry Group PLC annual report 2009/10
DIRECTORS’ Report CONTINUED
The directors have no current plans to issue shares other than
in connection with employee share schemes.
Details of employee share schemes are set out in note 26.
The Burberry Group plc ESOP Trust has waived all dividends
payable by the Company in respect of the ordinary shares held
by it. In addition, the Burberry Group plc SIP Trust has waived
all dividends payable by the Company in respect of the
unappropriated ordinary shares held by it.
The total dividends waived in the year to 31 March 2010 were
in aggregate £0.2m (2009: £0.3m).
With regard to the appointment and replacement of directors,
the Company is governed by its Articles of Association, the
Combined Code, the Companies Act 2006 and related
legislation. The Articles of Association may be amended
by special resolution of the shareholders.
Substantial shareholdings
As at 25 May 2010, the Company had been notified under
Rule 5 of the Disclosure and Transparency Rules of the following
major interests in its issued ordinary share capital:
Blackrock Inc
Massachusetts Financial
Services Company
Ameriprise Financial, Inc
Schroders plc
JPMorgan Chase & Co
Capital Research and
Management Company
FMR Corp
Legal and General
Group plc
Number of ordinary
shares
39,186,967
% of total
voting rights
9.03%
25,720,195
21,771,730
21,666,352
21,578,580
20,645,893
18,315,823
5.94%
5.01%
4.99%
4.99%
4.77%
4.16%
17,296,785
3.99%
Interests in own shares
Details of the Company’s interests in its own shares are set out
in note 21 to the financial statements.
Charitable donations
During the year to 31 March 2010, the Group donated £1.4m
(2009: £1.1m) for the benefit of charitable causes. These donations
principally comprised cash. Further information regarding the
charitable donations made during the year are contained in the
Corporate Responsibility Report on pages 52 to 57.
Political donations
The Company made no political donations during the year in line
with its policy. In keeping with the Company’s approach in prior
years, shareholder approval is being sought at the forthcoming
Annual General Meeting, as a precautionary measure, for the
Company and its subsidiaries to make donations and/or incur
expenditure which may be construed as ‘political’ by the wide
definition of that term included in the relevant legislation. Further
details are provided in the separate circular to shareholders
incorporating the Notice of this year’s Annual General Meeting.
Employment policies
Equal opportunities
The Group is committed to ensuring the consistent profitable
growth of its business and a policy of equal opportunity in
employment is integral to this commitment. The aims of the
Group’s policy are to ensure that the most capable job
applicants are recruited and the most competent employees
in the Group progress. All employees will receive fair and equal
treatment irrespective of sex, race, ethnic origin, nationality,
marital status, age, religion, disability and sexual orientation.
In the situation where an employee becomes disabled, the
Group will endeavour to assist the employee by adapting the
job if appropriate or by offering a transfer to another position.
Health and safety
The Group has a health and safety policy approved by the Board
and a Global Health and Safety Committee which is chaired by
the Executive Vice President – Chief Financial Officer. Each
region has a local Committee which reports into the Global
Committee. There have been a number of internal and external
audits carried out to provide assurance. There has been no
enforcement action following a routine visit by inspectors.
Further information regarding the Group’s employment policies are
provided in the Corporate Responsibility Report on pages 52 to 57.
Employee involvement
Employee communication
The Group believes that employee communication is important
in building strong relationships with, and in motivating and
retaining, employees. The Group makes use of various methods
and channels, all of which are implemented globally, including,
face-to-face briefings, open discussion forums with senior
management, email and a corporate intranet to ensure that
matters of interest and importance are conveyed to employees
quickly and effectively. In addition, quarterly updates which
highlight the Group’s performance and its ongoing strategic
initiatives are webcast globally. Furthermore, development of
content such as videos and digital webpages to communicate
key initiatives, events and other brand messages has further
enhanced communication internally.
Employee share ownership
The Group recognises the importance of good relationships with
employees of all levels and runs incentive schemes and share
ownership schemes for the benefit of employees. Further details
of these schemes are set out in the Directors’ Remuneration
Report on pages 70 to 79.
The Group again intends to invite Employees in the UK, Germany,
Hong Kong, Italy, Korea, Singapore, Spain and Taiwan to take
part in the Sharesave Scheme. The Group also intends to
re-introduce the grant of free share awards or cash based awards
to all employees during the financial year 2010/11.
Further details on the Group’s approach to employee involvement
and communications are provided in the Corporate Responsibility
Report on pages 52 to 57.
Burberry Group PLC annual report 2009/10 63
DIRECTORS’ Report CONTINUED
Financial instruments
The Group’s financial risk management objectives and policies
are set out within note 25 to the financial statements on pages
112 to 114. Note 25 also details the Group’s exposure to foreign
exchange, price, interest, credit and liquidity risks. These notes
are incorporated by reference and are deemed to form part of
this report.
Creditor payment policy
For all trade creditors, it is policy to:
• agree and confirm the terms of payment at the
commencement of business with that supplier
• pay in accordance with contractual and other legal obligations
• continually review the payment procedures and liaise with
suppliers as a means of eliminating difficulties and
maintaining a good working relationship
The Company had no trade creditors at 31 March 2010 (2009: £nil).
Significant contracts – change of control
Pursuant to the Companies Act 2006, the directors disclose that
in the event of a change of control in the Company, the Group’s
£200m Revolving Credit Facility (dated 16 March 2009) and the
Group’s Bi-lateral Multicurrency Revolving Credit Facilities
totalling £60m (dated 13 June 2008) could become repayable.
In circumstances of change of control of the Company, Angela
Ahrendts may terminate her employment. Her entitlement in
respect of remuneration is set out on page 73 of the Directors’
Remuneration Report where Burberry terminates her service
agreement in circumstances where the Remuneration
Committee determines that Angela Ahrendts’ performance
does not meet the financial expectations of the Board
or shareholders.
In circumstances where the Company’s shares cease to be
listed, Stacey Cartwright may terminate her employment on
three months’ notice and would be entitled to her base salary
for a period of nine months following termination.
Details of the service agreements of the executive directors are
set out on page 72 of the Directors’ Remuneration Report.
The provisions of the Company’s employee share plans may
cause options and awards granted under such plans to vest
upon a change of control.
Essential contracts
The Group has a number of contractual arrangements with
suppliers (both of goods and services), wholesale customers,
licensees who manufacture and distribute products using the
Burberry trademarks, and franchisees. In addition, the Group
occupies leasehold premises for the purpose of conducting
its business. Whilst these arrangements are important to the
business of the Group, individually none of them are essential
to the business of the Group.
Auditors
In accordance with section 418(2) of the Companies Act 2006,
each of the Company’s directors in office as at the date of this
report confirms that:
• so far as the director is aware, there is no relevant audit
information of which the Company’s auditors are unaware
• he or she has taken all the steps that he or she ought to have
taken as a director in order to make himself or herself aware
of any relevant audit information and to establish that the
Company’s auditors are aware of that information
The Group’s auditors are PricewaterhouseCoopers LLP.
A resolution to re-appoint PricewaterhouseCoopers LLP as
auditors to the Company will be proposed at the forthcoming
Annual General Meeting.
Note 5 in the financial statements states the auditors’ fees both
for audit and non-audit work.
Going concern
The Group’s business activities, together with the factors likely
to affect its future development, performance and position are
set out in the Business and Financial Review on pages 38 to 46,
along with details of the Group’s cash flows, liquidity position
and borrowing facilities. Financial risk management objectives,
details of financial instruments and hedging activities, and
exposures to credit risk and liquidity risk are described in
note 25, pages 112 to 114.
The directors have reviewed the Group’s forecasts and
projections. These include the assumptions around the Group’s
products and markets, expenditure commitments, expected
cash flows and borrowing facilities. Taking into account
reasonably possible changes in trading performance, and after
making enquiries, the directors have a reasonable expectation
that the Group has adequate resources to continue in
operational existence for the forseeable future. Accordingly
they consider it appropriate to adopt the going concern
basis in preparing the annual report and accounts.
Annual General Meeting
The Annual General Meeting of the Company will be held at the
offices of Slaughter and May, One Bunhill Row, London, EC1Y
8YY commencing at 9.30am on Thursday, 15 July 2010. The
Notice of this year’s Annual General Meeting is included in the
separate circular to shareholders. The Notice is available to view
under the ‘Shareholder Information’ section of the Company’s
website www.burberryplc.com.
By order of the Board
Michael Mahony
General Counsel and Secretary
25 May 2010
Registered Office:
Horseferry House
Horseferry Road
London SW1P 2AW
Registered Number:
03458224
64 Burberry Group PLC annual report 2009/10
CORPORATE GOVERNANCE
Corporate Governance Statement
The Board remains committed to high standards of corporate
governance which it considers to be central to the effective
management of the business and to maintaining the confidence
of investors. The Group complies with the laws and endeavours
to observe the customs and culture in the countries in which it
operates and does business. The Group expects all directors and
employees to drive to achieve the highest standards and to act
with respect and integrity. The Board monitors and keeps under
review the Company’s corporate governance framework.
In accordance with the Listing Rules of the UK Listing Authority,
the Company confirms that throughout the financial year ended
31 March 2010 and as at the date of this Annual Report it
complied in full with the relevant provisions set out in section 1 of
the UK Combined Code on Corporate Governance (‘the Code’).
This report, together with the Directors’ Remuneration Report on
pages 70 to 79, provide details of how the Company has applied
the principles and complies with the provisions of the Code.
The Board
The Board is collectively responsible for promoting the success
of the Company. The Board provides leadership for the Group
and concentrates its efforts on strategy, performance, governance
and internal control. As at the date of this report, the Board has
eight members: the Chairman, the Chief Executive Officer,
the Executive Vice President-Chief Financial Officer and five
independent non-executive directors. The names and biographical
details of each of the directors and details of their membership
of the Board’s committees are set out on page 61.
The Board has a formal schedule of matters reserved to it for
decision and approval which include, but are not limited to:
•
the Group’s business strategy
• annual budget and operating plans
• major capital expenditure, acquisitions or divestments
•
•
the systems of corporate governance, internal control and
risk management
the approval of the interim and annual financial statements
• any interim dividend and the recommendation of the
final dividend
The Board held six scheduled meetings during the year and also
held one ad hoc meeting. The Group’s strategy was regularly
reviewed. All directors participate in discussions relating to the
Group’s strategy, financial and trading performance and risk
management. The Board considers that it met sufficiently often
to enable the directors to discharge their duties effectively.
The table below gives details of directors’ attendance at Board
and Committee meetings during the financial year ended
31 March 2010.
John Peace
Angela Ahrendts
Philip Bowman
Ian Carter
Stacey Cartwright
Stephanie George
David Tyler
John Smith(1)
Board
Scheduled
Ad hoc
Audit
Committee
Remuneration
Committee
Nomination
Committee
6/6
6/6
5/6
6/6
6/6
6/6
6/6
2/2
1/1
1/1
0/1
1/1
1/1
1/1
1/1
–
–
–
3/3
3/3
–
3/3
3/3
–
4/4
–
4/4
4/4
–
4/4
4/4
1/1
2/2
2/2
1/2
2/2
–
2/2
2/2
1/1
(1) John Smith was appointed a non-executive director on 1 December 2009 and was appointed to each of the Audit, Nomination and Remuneration Committees on 2 February 2010.
He has attended all Board and Committee meetings held since his appointment.
Burberry Group PLC annual report 2009/10 65
CORPORATE GOVERNANCE CONTINUED
At the request of any non-executive director, the Chairman will
arrange meetings consisting of only the non-executive directors
to allow the opportunity for any concerns to be expressed.
During the year, the Chairman maintained regular contact
and met with the Senior Independent Director and other
non-executive directors.
The Board is chaired by John Peace. The Chairman is
responsible for leading the Board and for its effectiveness.
Angela Ahrendts is the Chief Executive Officer and is responsible
for the execution of strategy and the day-to-day management of
the Group, supported by the Executive Operations Committee.
The division of the roles and responsibilities of the Chairman and
Chief Executive Officer are formally set out in writing and agreed
by the Board.
Board balance and independence
John Peace, Philip Bowman, Ian Carter, Stephanie George,
John Smith and David Tyler are, in the opinion of the Board,
independent of management and free from any business
relationship which could materially interfere with the exercise
of their independent judgement. During the year under review,
the majority of the Board (excluding the Chairman) comprised
independent non-executive directors.
The Senior Independent Director, Philip Bowman, supports the
Chairman in his role and leads the non-executive directors in the
oversight of the Chairman and Chief Executive Officer. The Senior
Independent Director has a specific responsibility to be available to
shareholders if they have concerns which the normal channels have
failed to resolve or where such contact is inappropriate.
Board appointments
Board nominations are recommended to the Board by the
Nomination Committee under its terms of reference. All directors
are subject to election by shareholders at the Annual General
Meeting following their appointment and thereafter to re-election
at least once every three years in line with the Company’s
Articles of Association and provision A.7.1. of the Code. The
biographical details of those directors seeking election and
re-election at the forthcoming Annual General Meeting can be
found on page 61 of this Annual Report.
Information and professional development
On appointment, directors receive a full, formal and tailored
induction, including meetings with members of the management
team and briefings on particular issues. In addition, directors are
furnished with an induction pack of information, which includes
key Group policies, guidance notes and information on
corporate governance matters.
As an ongoing process, directors are briefed and provided with
information concerning major developments affecting their roles
and responsibilities. In particular, the directors’ knowledge of the
Group’s worldwide operations is regularly updated by arranging
presentations from senior management throughout the Group.
The Chairman works closely with the Company Secretary to
ensure that the Board is supplied in a timely manner with
information in a form and of a quality appropriate to enable it to
effectively discharge its duties. Where there are occasions when
directors are unable to attend a meeting they have the opportunity
to review meeting papers and submit comments to the relevant
Chairman. Directors are also supplied with a monthly management
report, which provides information on operational and financial
performance and the Group’s business plans.
All directors are able to consult with the Company Secretary.
The appointment and removal of the Company Secretary is a
matter reserved for the Board as a whole. Directors may obtain,
in the furtherance of their duties, independent professional
advice, if necessary, at the Group’s expense. In addition, all
directors have direct access to the advice and services of the
Company Secretary and all senior management.
Board performance evaluation
The Board undertakes a formal and rigorous review of its
performance and that of its committees each financial year. In
2009/10, the evaluation was led by the Chairman and involved the
completion of a detailed questionnaire. The review considered the
outcomes of previous evaluations, the current composition and
responsibilities of the Board and each of its committees, together
with the frequency and structure of meetings. In addition, the
review considered the contribution and effectiveness of the
executive and non-executive directors. Feedback from the review
was considered and it was concluded that the Board and its
committees operate efficiently and effectively.
As a result of the review in 2008/09, it was agreed that the
Board would dedicate more time to meeting with senior
management. In October 2009, the Board Strategy meeting was
attended by senior management from around the world who
presented at the meeting.
The evaluation of the Chairman, which was led by the Senior
Independent Director, was undertaken at a formal meeting of
the non-executive directors. The review concluded that the
Chairman continues to provide effective leadership and that
he committed sufficient time to the performance of his duties.
The major commitments of the Chairman are detailed in his
biography on page 61.
The Board has agreed that the evaluation of its performance will
be undertaken using an external facilitator in 2010/11.
Conflicts of interest
The Board has authority to approve directors’ conflicts and potential
conflicts of interest and has adopted a policy and procedures to
manage and, where appropriate, to approve such conflicts.
66 Burberry Group PLC annual report 2009/10
CORPORATE GOVERNANCE CONTINUED
A review of situational conflicts which have been authorised is
undertaken by the Board annually. Following the review for
2009/10, the Board concluded that there is currently no
compromise to the independence of any director arising from
an external appointment or any outside commercial interest.
Committees
The Board is supported by a number of committees including
the following principal committees: Audit Committee,
Remuneration Committee and Nomination Committee. All the
non-executive directors are members of each of the principal
committees of the Board.
The terms of reference of each of the principal committees are
available on request and can be viewed on the Company’s
website www.burberryplc.com.
The committees, if they consider it necessary, can engage with
third-party consultants and independent professional advisors
and can call upon other resources of the Group to assist them
in developing their respective roles. In addition to the relevant
committee members and the Company Secretary, external advisors
and, on occasion, other directors attend committee meetings but
only at the invitation of the chairmen of the committees.
Audit Committee
The Audit Committee comprises five independent
non-executive directors:
Philip Bowman (Chairman)
Ian Carter
Stephanie George
John Smith (appointed 2 February 2010)
David Tyler
The main roles and responsibilities of the Audit Committee are
set out in written terms of reference.
The Audit Committee is responsible for:
•
•
reviewing financial statements and formal announcements
relating to the Group’s performance
reviewing the Group’s internal financial controls and risk
management systems
The Board is satisfied, in accordance with the provisions of the
Code, that at least one member of the Audit Committee has
recent and relevant financial experience, given the nature of the
senior management positions held by Philip Bowman, David
Tyler and John Smith (see biographical details on page 61).
The Audit Committee met three times during the year. The
attendance record of Committee members is recorded in the
table on page 65. At the invitation of the Chairman of the Audit
Committee, the Chairman of the Board, the Chief Executive
Officer, the Executive Vice President-Chief Financial Officer, the
Director of Audit and Risk Assurance, the Senior Vice President
Group Finance, the Director of Tax and the external auditors
regularly attend meetings. The Audit Committee is responsible
for reviewing and monitoring the effectiveness of the Group’s
internal control procedures and risk management systems.
During the year, the Committee reviewed the Group’s internal
audit plan and approved the internal audit plan for the financial
year to 31 March 2011. In addition, the Committee reviewed the
adequacy of the ‘whistle-blowing’ arrangements in place to
enable employees to raise, in confidence, any concerns they
may have. The Committee is satisfied that such arrangements
remain appropriate.
During the financial year, the Audit Committee reviewed the
effectiveness of the external audit process and the qualification,
expertise, resources and independence of the external auditors.
The Committee also reviewed the proposed audit fee and terms
of engagement for the financial year to 31 March 2010 and has
recommended to the Board that it propose to shareholders that
PricewaterhouseCoopers LLP be re-appointed as the Group’s
external auditors.
The Committee recognises that the independence of the
auditors is an essential part of the audit framework and the
assurance that it provides. The Committee monitors the types
of non-audit work that are undertaken by the external auditors
to ensure that their objectivity and independence is not
compromised. Any proposed non-audit assignments require
prior approval and the Committee receives a report at each
meeting providing details of non-audit assignments carried out
by the external auditors in addition to their normal work.
• monitoring and reviewing the effectiveness of the Group’s
internal audit function
Details of the fees paid to the external auditors during the
financial year can be found in note 5 in the financial statements.
• assessing the independence, objectivity and effectiveness
of the external auditors
• developing and implementing policies on the engagement
of the external auditors for the supply of non-audit services
• making recommendations for the appointment, re-
appointment and removal of the external auditors and
approving their remuneration and terms of engagement
•
reviewing arrangements by which employees may, in
confidence, raise concerns about possible improprieties
in matters of financial reporting and other matters
Remuneration Committee
The report of the Remuneration Committee is set out on pages
70 to 79.
Nomination Committee
The Nomination Committee comprises:
John Peace (Chairman)
Angela Ahrendts
Philip Bowman
Ian Carter
Stephanie George
John Smith (appointed 2 February 2010)
David Tyler
Burberry Group PLC annual report 2009/10 67
CORPORATE GOVERNANCE CONTINUED
The Nomination Committee is responsible for reviewing the
balance and composition of the Board and its committees and
for identifying and recommending appointments or renewal of
appointments to the Board. These regular reviews ensure that
the Group and the Board are able to draw from a complementary
balance of skills and experience and that there is in place an
appropriate plan for orderly succession to the Board. The
procedure for appointments is set out in its terms of reference.
During the year under review, the Nomination Committee
considered and reviewed the structure of the Board and its
committees, the Group’s succession planning arrangements
and Board Performance Evaluation. These arrangements will
be kept under review by the Committee.
The Nomination Committee met twice during the year under
review. The table on page 65 gives details of directors’
attendance at these meetings.
An external consultancy was used in connection with the
appointment of John Smith as a non-executive director.
The terms and conditions of appointment of non-executive
directors are available for inspection at Horseferry House,
Horseferry Road, London SW1P 2AW and will be made available
for 15 minutes before the Annual General Meeting and during
the meeting itself.
Corporate Responsibility
Details of the Group’s approach to Corporate Responsibility are
given on pages 52 to 57.
Accountability and audit
The Board acknowledges that it should present a balanced
and understandable assessment of the Group’s position and
prospects. In this context, reference should be made to the
Statement of Directors’ Responsibilities on page 80, which
includes a statement in compliance with the Code regarding
the Group’s status as a going concern, and to the Report of the
Auditors on page 81 which includes a statement by the auditors
about their reporting responsibilities. The Board recognises that
its responsibility to present a balanced and understandable
assessment extends to interim and other price-sensitive public
reports and reports to regulators as well as to information
required to be presented by law.
Internal control
The Board acknowledges that it is responsible for the Group’s
system of internal control and the Audit Committee reviews its
effectiveness. Such a system is designed to manage rather than
eliminate the risk of failure to achieve business objectives and can
provide only reasonable and not absolute assurance against
material misstatement or loss. The Audit Committee has reviewed
the effectiveness of the key procedures, which have been
established to provide internal control. As part of the process that
the Board has in place to review the effectiveness of the internal
control system, there are procedures designed to capture and
evaluate failings and weaknesses, and in the case of those
categorised by the Board as ‘significant’, procedures exist to
ensure that necessary action is taken to remedy the failings.
In accordance with the revised guidance for directors on internal
control (‘the Revised Turnbull Guidance’), the Board confirms
that there is an ongoing process for identifying, evaluating and
managing the significant risks faced by the Group. These include
those relating to social, environmental and ethical matters.
This process was in place throughout the year under review and
up to the date of approval of the Annual Report and Accounts.
The process is regularly reviewed by the Audit Committee which
reports its findings for consideration by the Board, and is in
accordance with the Revised Turnbull Guidance. The key
procedures operating within the Group are as follows:
Risk assessment
The Group’s business objectives are incorporated into the
annual budgeting and planning cycle. Progress towards the
achievement of such objectives is monitored by a variety of
financial measures and non-financial performance indicators.
The Group Risk Committee of executive management meets
formally at least three times a year to re-evaluate risk and to
consider the work of the Internal Audit and Risk Assurance and
other assurance teams. During the year, the Committee met
on three occasions. The Director of Audit and Risk Assurance
attends these meetings.
The Board acknowledges that it is responsible for considering
operational, financial, compliance and other risks to the business
and has delegated responsibility for reviewing the risk
management procedures to the Audit Committee.
Control environment and control activities
The Group consists of a number of businesses, each with its
own management structure which forms part of the overall
management structure of the Group. The senior executives
of these units report to the executive directors.
The Group has established procedures for the delegation of
authorities for matters that are considered significant, either
because of their value or the impact on the Group, to ensure
that approval is considered at an appropriate level.
The Group’s trading units operate within a framework of policies
and procedures which are either already laid down or are being
established in organisation or authority manuals. Policies and
procedures cover key issues such as authorisation levels,
compliance with legislation and physical security.
The Group has implemented various strategies to deal with the
risk factors that have been identified. Such strategies include a
framework of internal control and the use of third-party services
to assist in monitoring specific issues. In addition, other
approaches are taken, such as insurance.
Information and communication
The Group has a comprehensive system of budgetary control,
focused on monthly performance reporting which is at an
appropriately detailed level. A summary of results supported
by commentary and performance measures is provided to the
Board each month. The performance measures are subject
to review to ensure that they provide relevant and reliable
indications of business performance.
68 Burberry Group PLC annual report 2009/10
CORPORATE GOVERNANCE CONTINUED
Annual General Meeting
In accordance with the provisions of the Code, the Notice of the
2009 Annual General Meeting was sent to shareholders at least
20 working days before the Meeting. A poll vote was taken on
each of the resolutions put before shareholders. All directors
attended the 2009 Annual General Meeting and the Chairman
of the Board and the chairmen of each of the committees were
available to answer shareholders’ questions.
Voting at the 2010 Annual General Meeting will be by way of
poll. The results of the voting at the Annual General Meeting will
be announced and details of the votes will be available to view
on the Company’s website www.burberryplc.com as soon as
possible after the meeting.
It is the intention that all directors, including the chairmen of the
Audit, Remuneration and Nomination Committees, will attend
the forthcoming Annual General Meeting and will be available to
answer shareholders’ questions.
A summary of the key business risks and relevant control
measures is submitted by the executive directors at each Audit
Committee meeting. The Audit Committee meets with both
external and internal auditors.
Monitoring
A range of procedures is used to monitor the effective
application of internal control within the Group. These include
management review, management confirmations of compliance
with standards and procedures as well as internal audit and
other specialist reviews. The Internal Audit department is
responsible for reporting to the Audit Committee on the
effectiveness of internal control systems.
Relations with shareholders
The Board recognises the importance of maintaining good
communications with its shareholders and does this through the
Annual Report, preliminary and interim announcements, interim
management statements, the Annual General Meeting and
through the additional processes described below.
The Chief Executive Officer and Executive Vice President – Chief
Financial Officer make presentations to institutional shareholders
and analysts immediately following the release of the preliminary
and interim results; these presentations are made available on
the Company’s website www.burberryplc.com.
The Company communicates with its institutional investors
frequently and regularly through a combination of formal
meetings, participation at investor conferences and informal
briefings with management. The Board is kept abreast of the
views of major shareholders by briefings from the Director of
Investor Relations. During the year, the Board obtained an
independent insight into the views of major shareholders through
research undertaken by Makinson Cowell, an external capital
markets advisory firm. The outcomes of that research were
presented and reviewed by the Board. In addition, analysts’
notes and brokers’ briefings are also used to achieve a wide
understanding of investors’ views.
The non-executive directors, including the Senior Independent
Director, are available to meet with major shareholders to discuss
issues of importance to them, should a meeting be requested.
Burberry Group PLC annual report 2009/10 69
DIRECTORS’ REMUNERATION REPORT
Dear Shareholder
During the year the Remuneration Committee has focused upon ensuring that in difficult economic conditions, executive and senior
management remuneration remains aligned with the achievement of sustained performance for shareholders. No salary increases were
awarded in 2009/10 and no annual bonuses were paid in 2009/10. Reflecting the difficulty in setting annual performance targets
in this environment, the Remuneration Committee introduced a relative earnings measure in the annual bonus plan for 2009/10 to
ensure that maximum bonus levels would only be achieved if both absolute earnings targets and relative earnings targets compared
to the results of competitors were met in full. In addition, an exceptional Restricted Share Plan award was made in 2009 to maintain
executive focus on short-term actions that are expected to have longer-term benefits to the business.
During the year the Remuneration Committee kept under close review the performance of Burberry against the financial and total
shareholder return targets in the annual bonus plan, the Restricted Share Plan and Exceptional Performance Share Plan. The
Remuneration Committee intend to keep this under review in 2010/11 given the need to ensure the retention and motivation
of a valued, high-performing executive team, and to maintain a fair reward to both shareholders and employees.
The Remuneration Committee has recently agreed to the re-introduction of the grant of free share awards to all employees, whether
based in the UK or overseas. We believe that this will encourage share ownership as well as giving all employees a stake in the
success of Burberry.
David Tyler
Chairman of the Remuneration Committee
Directors’ Remuneration Report
This report has been prepared on behalf of the Board by the Remuneration Committee. It has been prepared in accordance with
the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 (the ‘Regulations’) issued under
the Companies Act 2006 (the ‘Act’) and meets the relevant requirements of the Financial Services Authority’s Listing Rules.
The Remuneration Committee
The following directors served as members of the Remuneration Committee (the ‘Committee’) throughout the financial year ending
31 March 2010:
David Tyler (Chairman)
Philip Bowman
Ian Carter
Stephanie George
John Peace
John Smith was appointed a member of the Committee on 2 February 2010.
The Committee is responsible for setting the remuneration of the executive directors and the Chairman of the Board and monitors the
level and structure of senior executive pay. The remuneration of the non-executive directors is a matter for the Board as a whole. No
director is involved in any discussions as to his/her own remuneration. During the year under review, the Committee met four times.
Details of attendance at those meetings is set out in the Corporate Governance Report on pages 65 to 69.
At the invitation of the Committee, except where their own remuneration was being discussed, Angela Ahrendts (Chief Executive Officer),
Reg Sindall (Executive Vice President – Corporate Resources) and Michael Mahony (Senior Vice President – Commercial Affairs and General
Counsel) attended Committee meetings during the period under review and provided advice that materially assisted the Committee.
The Committee has appointed Kepler Associates (‘Kepler’) to assist with its considerations. Kepler provide advice on the ongoing
operation of employee and executive share plans together with advice on executive remuneration; they do not provide any other
services to the Company. In addition, advice has been provided during the year by Towers Watson.
The terms of reference of the Committee are available on the Group’s website www.burberryplc.com.
70 Burberry Group plc annual report 2009/10
DIRECTORS’ REMUNERATION REPORT CONTINUED
Remuneration policy
The Committee believes the Group’s remuneration should be competitive and strongly linked to performance, taking into account
the global markets in which it operates. The Group’s remuneration policy is based on the following principles:
• Remuneration should be closely aligned with shareholders’ interests through thoughtful selection of performance measures,
emphasis on variable pay and delivery of remuneration in shares, some of which are expected to be retained in accordance with
the Group’s shareholding policy
• The overall remuneration framework should provide a balance between short and long-term business objectives. Variable pay for
executive directors includes (1) an annual cash bonus based on profit before tax (‘PBT’), and (2) long-term share-based incentives
linked primarily to increases in shareholder value and growth in profit. Furthermore, the Burberry Co-Investment Plan (the ‘Co-
Investment Plan’) encourages executive directors and other senior executives to invest their annual cash bonus into shares over
a further three-year period
• Total remuneration should be sufficient to attract, motivate and retain exceptional talent within the global luxury brands sector. Total
remuneration for executive directors and other senior executives is therefore benchmarked against Burberry’s main global competitors
and comparable UK companies. The Committee recognises that for each executive the relative importance of each of these benchmarks
may be different. Benefits are based on competitive market practice for each executive, depending on individual circumstances
The Committee reviews the Group’s remuneration policy on a regular basis, taking into account the performance and growth of the
business and the global luxury goods sector. The Committee also considers the Group’s policy against regulatory developments,
shareholder expectations and market practice.
During the year the Committee considered the key elements of remuneration policy for all employees worldwide, including the invitation
to participate in the Sharesave Scheme and the reintroduction and grant of free shares awards.
Performance graph
The following graph shows the Total Shareholder Return (‘TSR’) for Burberry Group plc compared to the companies in the FTSE 100
Index assuming £100 was invested on 31 March 2005. Burberry became a member of the FTSE 100 Index on 10 September 2009
and prior to that had a market capitalisation close to that of companies at the lower end of the FTSE 100 Index.
Value of £100 invested on 31 March 2005
Burberry
FTSE 100
£
200
150
100
50
0
March
2005
2006
2007
2008
2009
2010
Burberry Group plc annual report 2009/10 71
DIRECTORS’ REMUNERATION REPORT CONTINUED
Elements of remuneration
Remuneration is structured such that for executive directors and other senior executives, performance-related elements represent the
majority of total potential remuneration. The Group implements its remuneration policy through the provision of the following elements:
Base salary
The Group aims to provide salaries which are competitive with those of comparable roles at global companies of a similar size and
global reach within the luxury goods sector and to a lesser extent comparable UK companies. These companies are representative of
Burberry’s competitors for executive talent. When making salary determinations, the Committee takes into account not only competitive
information but also each executive’s individual performance and overall contribution to the business during the year.
Annual bonus
Each year the Committee sets bonus targets by reference to internal and external expectations. Bonuses are currently based on
profitability and performance against Group strategic and individual objectives and overall contribution to the business. The Committee
believes that linking incentives to profitability helps to reinforce the Group’s strategy and long-term growth objectives. Targets are
rigorously calibrated by Kepler using benchmarks that include broker earnings estimates for Burberry and its competitors, targets for
profitability consistent with median/upper quartile shareholder returns, latest projections for the then current year, budget, strategic plan,
long-term financial goals, etc. Actual bonus awards are subject to the discretion of the Committee.
Share schemes and long-term incentive arrangements
The Group has a number of share schemes and long-term incentive arrangements in place:
• The Burberry Co-Investment Plan (the ‘Co-Investment Plan’)
• The Burberry Exceptional Performance Share Plan (the ‘EPP’)
• The Burberry Senior Executive Restricted Share Plan 2004 (the ‘RSP’)
• The Burberry Executive Share Option Scheme 2002 (the ‘Executive Share Option Scheme’)
• The Burberry Approved Savings-Related Share Option Scheme (the ‘Sharesave Scheme’)
Further information regarding these schemes can be found on pages 75 to 78 and also in note 26.
Benefits and allowances
Benefits for executive directors include private medical insurance, life assurance and long-term disability insurance. Executive directors
also receive car and clothing allowances.
Service agreements
Angela Ahrendts
Angela Ahrendts relocated from the US to the UK and commenced her employment with Burberry as an executive director on 9 January 2006
under a service agreement dated 10 October 2005. She was appointed Chief Executive Officer on 1 July 2006.
If Burberry terminates Angela Ahrendts’ service agreement in circumstances where there is not poor performance she would be entitled
to 12 months’ salary and 75% of her annual maximum bonus opportunity. She would also receive her pension contribution for a further
12 months together with overseas allowances and, if applicable, relocation expenses.
If Burberry terminates the service agreement in circumstances where there is not poor performance as described below, any unvested
Matching Share awards under the Co-Investment Plan will vest on a time apportioned basis.
If Burberry terminates the agreement without cause but in circumstances where the Committee determines that Angela Ahrendts’
performance or that of the Group does not meet the financial expectations of the Board or shareholders, her entitlements in respect
of salary and bonus will be reduced so that she will receive 12 months’ salary and 37.5% of her maximum bonus opportunity.
Angela Ahrendts may terminate the service agreement on six months’ notice.
Stacey Cartwright
Stacey Cartwright is employed by Burberry as Executive Vice President, Chief Financial Officer under a service agreement dated
17 November 2003. Her term of appointment commenced on 1 March 2004.
Burberry may terminate Stacey Cartwright’s appointment by giving 12 months’ notice. In such circumstances she will be entitled to payment
of salary and other benefits for a period of 12 months. Stacey Cartwright may terminate the service agreement on six months’ notice.
72 Burberry Group plc annual report 2009/10
DIRECTORS’ REMUNERATION REPORT CONTINUED
Audited information
Directors’ remuneration
Executive directors’ remuneration
The remuneration of the executive directors of Burberry Group plc in the period 1 April 2008 to 31 March 2010 is detailed below.
Aggregate emoluments for director
Angela Ahrendts
Year to 31 March 2010
Year to 31 March 2009
Stacey Cartwright
Year to 31 March 2010
Year to 31 March 2009
Total
Year to 31 March 2010
Year to 31 March 2009
Salary
£’000
Allowances
paid in cash
£’000
Bonus
£’000
Benefits
£’000
Aggregate
emoluments
£’000
910
910
520
520
1,430
1,430
387
401
155(1)
155
542
556
1,820(2)
522(3)
780(4)
–
2,600
522
45
54
10
7
55
61
3,162
1,887
1,465
682
4,627
2,569
(1) Allowances for Stacey Cartwright include a portion of her annual pension contribution which she elects to receive as a cash supplement, further details of which are contained in
the section below entitled ‘Executive directors’ pension entitlements’.
(2) Angela Ahrendts is eligible to receive an annual bonus not exceeding 200% of annual salary.
(3) Angela Ahrendts did not receive an annual bonus in respect of the financial year to 31 March 2009. She received a personal achievement bonus of US$750,000 in accordance
with the terms of her service agreement entered into upon her recruitment in 2005; the personal achievement bonus was converted using the US$/GB£ exchange rate at the
time of payment.
(4) Stacey Cartwright is eligible to receive an annual bonus not exceeding 150% of annual salary.
Executive directors’ pension entitlements
Angela Ahrendts
The Group makes an annual contribution equal to 30% of Angela Ahrendts’ base salary to the Burberry Defined Contribution Pension
Plan. For the year to 31 March 2010, the value of the Group’s contribution was £273,000 (2009: £273,000).
Stacey Cartwright
Stacey Cartwright is entitled to an annual pension contribution equal to 30% of base salary. She has elected that a portion be paid as
a cash supplement. For the year to 31 March 2010, the cash supplement was £123,420 (2009: £123,420). The contribution paid into
her personal pension plan was £32,580 in the year to 31 March 2010 (2009: £32,580).
Burberry Group plc annual report 2009/10 73
DIRECTORS’ REMUNERATION REPORT CONTINUED
Chairman and non-executive directors’ remuneration
The Chairman’s remuneration is reviewed by the Committee. The fees for the non-executive directors are reviewed by the Board.
The structure of remuneration for the Chairman and non-executive directors is set by reference to market practice within the limits
set by the Articles of Association and were last reviewed in 2007. The Chairman and non-executive directors are not eligible for
performance-related bonuses or share awards and no pension contributions are made on their behalf.
The table below sets out the fee structure for the Chairman and non-executive directors as at 31 March 2010.
Chairman(1)
Senior independent director(2)
Board member
Audit Committee chairmanship fees
Remuneration Committee chairmanship fees
Attendance allowance(3)
Fee level £’000
290
70
55
20
15
2
(1) The Chairman is not eligible for Committee Chairmanship fees or attendance allowances.
(2) The Senior independent director is eligible for Committee Chairmanship fees and attendance allowances.
(3) Non-executive directors receive an attendance allowance for each meeting attended outside their country of residence.
The non-executive directors serve under Letters of Appointment as detailed in the table below. Non-executive directors are appointed
for an initial three-year term, after which they may continue to serve subject to the Board’s discretion and re-election by shareholders in
accordance with the Company’s Articles of Association, subject to six months’ notice by either party. Fees paid to the Chairman and
non-executive directors during the year are set out in the table below.
John Peace
Philip Bowman
Ian Carter
Stephanie George
John Smith
David Tyler
Total
Letter of
appointment
dated
20 June 2002
11 June 2002
16 April 2007
23 January 2006
27 November 2009
20 June 2002
Year to 31 March 2010
£’000
Year to 31 March 2009
£’000
Allowances
–
–
4
12
–
–
16
Fees
290
90
55
55
18
70
578
Total
290
90
59
67
18
70
594
Total
290
90
55
65
–
70
570
74 Burberry Group plc annual report 2009/10
DIRECTORS’ REMUNERATION REPORT CONTINUED
Share schemes and long-term incentive arrangements
The Burberry Co-Investment Plan (the ‘Co-Investment Plan’)
The Group encourages executive directors and other senior executives to hold shares in Burberry Group plc. To facilitate this, executive
directors and other senior executives may, at the invitation of the Committee, defer receipt of all or part of their annual bonus and invest
it in Burberry shares, with up to a 2:1 match based on Group performance during the year. The Matching Share awards do not vest for
three years and are forfeited if the executive leaves due to resignation within that period. To further link pay and performance, and to
align remuneration with shareholders’ interests, the vesting of Matching Share awards granted after 31 March 2009 will be subject to
the achievement of secondary performance conditions linked to growth in profit before tax.
No awards were made under the Co-Investment Plan during the financial year to 31 March 2010. The interests of the executive
directors in share awards granted under this scheme as at 31 March 2010 were as follows.
Number of Invested Shares
Number of Matching Shares(2)
Date of
grant
As at
31 March
2009
Purchased
during the
year
Released
during the
year
As at
31 March
2010
As at
31 March
2009
Awarded
during the
year
Angela Ahrendts 20/06/2007
82,061
Total
03/06/2008 135,434
217,495
Stacey Cartwright 21/07/2005
20/06/2007
03/06/2008
38,295
37,637
60,228
–
–
–
82,061
280,123
– 135,434
416,086
– 217,495
696,209
–
– 38,295(1)
–
–
–
37,637
104,580
128,479
Exercised
during the
year
– 280,123(3,5,6)
–
As at
31 March
2010
Vesting date
– 02/03/2010
– 416,086 03/06/2011
– 280,123 416,086
– 104,580(4,7)
– 128,479(3,5,8)
–
– 21/07/2008
– 02/03/2010
–
–
60,228
185,036
– 185,036 03/06/2011
Total
136,160
– 38,295
97,865
418,095
– 233,059 185,036
(1) Upon vesting of the Matching Share awards, the Invested Shares are no longer subject to restriction.
(2) The Matching Share awards are awarded on a gross basis and are taxed at the point of exercise.
(3) The market value of Burberry shares on the date of exercise (2 March 2010) was 637p.
(4) The market value of Burberry shares on the date of exercise (27 November 2009) was 572.5p.
(5) The exercise of Matching Share awards granted on 20 June 2007 took place on 2 March 2010. Upon exercise, sufficient shares were sold to meet the tax liability arising,
the Invested Shares and the remaining Matching Shares may not be sold or transferred before the third anniversary of the date of the grant.
(6) A cash payment of £141,462, being the amount equivalent to the value of the dividends which would have been received as beneficial owner of the Matching Shares during
the deferred period, was paid upon exercise.
(7) A cash payment of £49,152, being the amount equivalent to the value of the dividends which would have been received as beneficial owner of the Matching Shares during
the deferred period, was paid upon exercise.
(8) A cash payment of £64,882, being the amount equivalent to the value of the dividends which would have been received as beneficial owner of the Matching Shares during
the deferred period, was paid upon exercise.
Burberry Group plc annual report 2009/10 75
DIRECTORS’ REMUNERATION REPORT CONTINUED
The Burberry Exceptional Performance Share Plan (the ‘EPP’)
The EPP is a one-off long-term incentive plan introduced in 2007, the purpose of which was to incentivise senior management to
achieve stretching goals and to help provide exceptional reward for exceptional performance. Awards granted under the EPP are based
50% on relative Total Shareholder Return (‘TSR’) performance and 50% on growth in profits over the three and four-year performance
periods to 2010 and 2011. Awards do not vest unless Burberry’s TSR exceeds the median of the comparator group or growth in profit
before tax (‘PBT’) exceeds 50% over the four-year performance period to 2010 or 75% over the five-year performance period to 2011.
For the performance period to 2010, maximum vesting requires Burberry’s TSR to outperform the median of its peers by at least 8% p.a.
and would require PBT growth of at least 75%. For the performance period to 2011, maximum vesting requires Burberry’s TSR to
outperform the median of its peers by at least 7% p.a. and would require PBT growth of at least 100%. Of the shares which vest based
on the achievement of the performance conditions, 50% vest on the third anniversary of the date of grant based on performance to
2010 and the remaining 50% vest on the fourth anniversary of the date of grant based on performance to 2011.
The TSR group for this award comprised Bulgari, Coach, Compagnie Financière Richemont, Estée Lauder, Fossil, Geox, Hermès
International, Hugo Boss, Inditex, Liz Claiborne, Luxottica Group, LVMH Moët Hennessy Louis Vuitton, Nike, Nordstrom, Polo Ralph
Lauren, PPR, Saks, Swatch, Tiffany & Co, and Tod’s.
The interests of the executive directors in ordinary shares subject to awards under this plan as at 31 March 2010 were as follows:
Number of ordinary shares
Vesting period(1)
Angela Ahrendts
Stacey Cartwright
Date of
grant
26/07/2007
26/07/2007
As at
31 March
2009
850,000
350,000
Lapsed
during the
year
Exercised
during the
year
–
–
–
–
As at
31 March
2010
850,000
350,000
(1) Subject to performance testing
From
To
Expiry date
26/07/2010
26/07/2011
25/07/2012
26/07/2010
26/07/2011
25/07/2012
The Burberry Senior Executive Restricted Share Plan 2004 (the ‘RSP’)
Under the RSP which was introduced in 2004, executives may be awarded shares up to a maximum value of two times base salary.
The vesting of awards granted under the RSP is based 50% on Burberry’s three-year Total Shareholder Return (‘TSR’) relative to its
peers and 50% on three-year growth in profit before tax (‘PBT’).
Awards granted between 2004 and 2007 vest in full only if Burberry achieves at least upper quartile TSR relative to its global peers and
at least 15% per annum PBT growth. A proportion of an award (12.5%) may vest if TSR performance exceeds the median of the peer
group or if PBT growth exceeds 5% per annum over three years. Of the shares which meet the performance criteria, 50% vests after
three years. The remaining 50% vests in two equal tranches on the fourth and fifth anniversaries of the date of grant.
Awards granted in 2009 will vest in full only if Burberry achieves at least upper quartile TSR relative to its global peers and at least 10%
per annum PBT growth. A proportion of an award (12.5%) may vest if TSR performance exceeds the median of the peer group or if PBT
growth exceeds 3% per annum over three years. Of the shares which meet the performance criteria, 50% vests after three years. The
remaining 50% vests in two equal tranches on the fourth and fifth anniversaries of the date of grant. The Committee believes that these
performance conditions were as challenging, given the significant changes in the economic environment, as those set when the RSP
was adopted in 2004.
The Committee chose TSR relative to a group of Burberry’s peers because it felt that this is an objective measure of the Group’s
success and aligns with shareholder interests. Growth in PBT was chosen as it continues to be the primary measure used by
management and the Committee believes strong growth in pre-tax profit is key to delivering superior shareholder returns.
The TSR group for awards granted in 2009 and 2007 comprised Bulgari, Coach, Compagnie Financière Richemont, Estée Lauder,
Fossil, Geox, Hermès International, Hugo Boss, Inditex, Liz Claiborne, Luxottica Group, LVMH Moët Hennessy Louis Vuitton, Nike,
Nordstrom, Polo Ralph Lauren, PPR, Saks, Swatch, Tiffany & Co, and Tod’s.
In 2006, the peer group included Christian Dior, IT Holding, Movado and Waterford Wedgewood, following review by the Committee,
these companies were replaced by Geox, Inditex, Luxottica Group and Nike in 2007. In 2004 and 2005, the peer group included
Barneys New York, Neiman-Marcus and Tommy Hilfiger. When those companies ceased to be listed, Estee Lauder, Fossil, Liz
Claiborne and Nordstrom were added to the peer group in 2006.
76 Burberry Group plc annual report 2009/10
DIRECTORS’ REMUNERATION REPORT CONTINUED
The interests of the executive directors in ordinary shares subject to awards under this plan as at 31 March 2010 were as follows:
Date of
grant
As at
31 March
2009
Number of ordinary shares
Lapsed
during the
year(3)
Exercised
during the
year
Granted
during the
year(2)
Angela Ahrendts 11/06/2007 255,987
–
01/06/2009
–
450,000
Total
255,987
450,000
Stacey Cartwright 02/08/2004
37,129
21/07/2005
10/08/2006
27/11/2006
11/06/2007
01/06/2009
60,044
94,837
23,709
74,098
Vesting period(1)
From
To Expiry date
11/06/2010 11/06/2012 10/06/2017
01/06/2012 01/06/2014 31/05/2019
As at
31 March
2010
255,987
450,000
705,987
–
–
02/08/2007 02/08/2009 01/08/2014
21/07/2008 02/03/2010 20/07/2015
10,077
10/08/2009 10/08/2011 09/08/2016
2,520
27/11/2009 27/11/2011 26/11/2016
74,098
11/06/2010 11/06/2012 10/06/2017
–
–
–
–
–
54,532
13,633
–
–
–
–
–
37,129(4)
60,044(4,5,6)
30,228(4,5,7)
7,556(4,5,8)
–
–
–
–
–
–
–
265,000
–
265,000
01/06/2012 01/06/2014 31/05/2019
Total
289,817
265,000
68,165 134,957
351,695
(1) Subject to performance testing.
(2) The market value of Burberry shares on the date of grant (1 June 2009) was 395.25p.
(3) Following the calculation of the achievement of the performance conditions attaching to the awards granted on 10 August 2006 and 27 November 2006, 57.5% of these
awards lapsed.
(4) The market value of Burberry shares on the date of exercise (27 November 2009) was 572.5p.
(5) The market value of Burberry shares on the date of exercise (2 March 2010) was 637p.
(6) The first and second tranches of the award (totalling 45,033 shares) granted on 21 July 2005 were exercised on 27 November 2009. The final tranche of the award
(15,011 shares) was exercised on 2 March 2010; upon exercise sufficient shares were sold to meet the tax liability arising and the remaining shares may not be sold or
transferred before the fifth anniversary of the date of grant.
(7) The first tranche of the award (20,152 shares) granted on 10 August 2006 was exercised on 27 November 2009. The second tranche of the award (10,076 shares) was exercised
on 2 March 2010; upon exercise sufficient shares were sold to meet the tax liability arising and the remaining shares may not be sold or transferred before the fourth anniversary
of the date of grant.
(8) The first tranche of the award (5,038 shares) granted on 27 November 2006 was exercised on 27 November 2009. The second tranche of the award (2,518 shares) was exercised
on 2 March 2010; upon exercise sufficient shares were sold to meet the tax liability arising and the remaining shares may not be sold or transferred before the fourth anniversary
of the date of grant.
On 31 January 2006, Angela Ahrendts was granted a one-off award under the terms of her service agreement. The rules applicable to
the award were the same as for the RSP other than in respect of the time of vesting. The interests of Angela Ahrendts in shares subject
to this award as at 31 March 2010 were as follows:
Date of
grant
As at
31 March
2009
Number of ordinary shares
Exercised
during
the year(1, 2)
Lapsed
during the
year
As at
31 March
2010
Angela Ahrendts
31/01/2006
158,898
– 158,898
–
(1) The market value of Burberry shares on the date of exercise (2 March 2010) was 637p.
Vesting period
From
To
01/12/2008
02/03/2010
(2) The exercise of the final tranche of the award took place on 2 March 2010. Upon exercise, sufficient shares were sold to meet the tax liability arising, the remaining shares may
not be sold or transferred before 1 December 2010.
The Burberry Senior Executive Share Option Scheme 2002 (the ‘Executive Share Option Scheme’)
The interests of executive directors in options granted under this scheme as at 31 March 2010 were as follows:
Number of ordinary shares under option
Exercise period
Date of
grant
As at
31 March
2009
Lapsed
during
the year
Exercised
during the
year
As at
31 March
2010
Exercise
price (p)
From
To
Stacey Cartwright
02/08/2004
185,185
–
185,185
–
378.0
02/08/2005
01/08/2014
(1) The market value of Burberry shares on the date of exercise (27 November 2009) was 572.5p.
Burberry Group plc annual report 2009/10 77
DIRECTORS’ REMUNERATION REPORT CONTINUED
The Burberry Approved Savings-Related Share Option Scheme (the ‘Sharesave Scheme’)
In order to encourage employee share ownership at all levels, the Group offers a Sharesave Scheme. The Sharesave Scheme offers
executive directors and eligible employees an opportunity to enter into a long-term savings contract to save a portion of their salary
which can be used to purchase Burberry shares at up to a 20% discount to the market price at the date of invitation. Where it is not
possible to offer a Sharesave Scheme in countries due to regulatory issues, or where the number of employees based in that country
would make its introduction financially unviable, the Group offers a cash-based scheme as an alternative.
The interests of the executive directors in options granted under the Sharesave Scheme are shown in the table below:
Number of ordinary shares
Exercise period
Date of
grant
As at
31 March
2009
Granted
during the
year
Lapsed
during the
year
Angela Ahrendts
23/06/2006
Stacey Cartwright 23/06/2006
2,667
2,667
–
–
30/06/2009
–
2,827
–
–
–
Exercised
during the
year
2,667(1)
2,667(2)
–
As at
31 March
2010
–
–
2,827
Exercise
price (p)
350.5
350.5
321.0
From
To
01/09/2009 28/02/2010
01/09/2009 28/02/2010
01/09/2012 28/02/2013
(1) The market value of Burberry shares on the date of exercise (8 December 2009) was 564p.
(2) The market value of Burberry shares on the date of exercise (1 December 2009) was 583p.
(3) The market value of Burberry shares on the date of grant (30 June 2009) was 423p.
Dilution limits
The Group’s share schemes contain limits that govern the quantum of awards that may be granted and the amount of newly issued
shares that may be used to satisfy such awards. These limits are in line with the guidance of the Association of British Insurers in that no
more than 10% of the Group’s issued share capital may be allocated under the Group’s relevant schemes over a rolling ten-year period.
Shareholding policy
The Committee believes that share ownership provides an effective way to align the interests of executives with those of shareholders. The
Group introduced a Shareholding Policy in 2007. Certain senior executives are expected to achieve an interest in Burberry shares equivalent
to at least one times base salary over the five-year period to 2012. Executives are expected to retain a proportion of the shares acquired on
the exercise of options and awards until such guidelines are met. The Chief Executive Officer and Chief Financial Officer are expected to
hold an interest in shares with a value equivalent to at least three times and one and a half times base salary respectively by 2012. As at
31 March 2010, both the Chief Executive Officer and the Chief Financial Officer have complied with the policy.
As part of the Group’s Shareholding Policy, the Chairman and non-executive directors are expected to acquire shares with a market
value of a minimum of £6,000 for each year of their appointment. The Chairman and non-executive directors have complied with
this policy.
Gains made by directors on share options and awards
The table below shows notional gains made by individual directors from the exercise of share options and awards during the year to
31 March 2010. The gains are calculated by reference to the market value of Burberry’s shares on the date of exercise.
Angela Ahrendts
Stacey Cartwright
Number of ordinary shares
Exercised
during the year
Retained as at
31 March 2010
441,688
555,868
214,444
257,432
Notional gain in
the year to
31 March 2010
£’000
£2,759
£2,574
The changes to the personal tax regime in the United Kingdom in April 2010 created a significantly different tax position for the executive
directors. The Company therefore brought forward the vesting of certain share awards which vest in 2010 in respect of which no further
performance tests needed to be satisfied. The cost to the Company was minimal.
78 Burberry Group plc annual report 2009/10
DIRECTORS’ REMUNERATION REPORT CONTINUED
Directors’ interests
The beneficial interests of the directors in the ordinary shares of Burberry Group plc (in addition to interests in options and share awards)
are shown below:
Angela Ahrendts
Stacey Cartwright
John Peace
Philip Bowman
Ian Carter
Stephanie George
John Smith
David Tyler
Holdings of
ordinary
shares as at
31 March
2010
431,939(1)
404,439(1)
175,738
65,000
26,690
3,700
1,011
Holding of
ordinary
shares as at
31 March
2009
411,031(1)
147,007(1)
175,738
65,000
17,990
–
–
60,000
60,000
(1) Includes Invested Shares under the Co-Investment Plan.
(2) The market price of an ordinary share on 31 March 2010 (the last dealing day in the financial year) was 714.5p. The highest and lowest market prices of an ordinary share in the
year were 308p and 742p respectively.
As potential beneficiaries under the Burberry Group plc ESOP Trust (the ‘Trust’) Angela Ahrendts and Stacey Cartwright are deemed to
have an interest in the Company’s ordinary shares held by the Trust. The Trust held 228,492 ordinary shares as at 31 March 2010.
There have been no further changes in the above interests between 31 March 2010 and 25 May 2010.
There are no other non-beneficial interests.
Audit statement
In their audit opinion on page 81, PricewaterhouseCoopers LLP refer to their audit of the disclosures required by Schedule 8 to the
Regulations. These comprise the following disclosures in this Directors’ Remuneration Report: the disclosures under the headings
‘Executive directors’ remuneration’, ‘Executive directors’ pension entitlements’, ‘Chairman and non-executive directors’ remuneration’,
‘The Burberry Co-Investment Plan’, ‘The Burberry Exceptional Performance Share Plan’, ‘The Burberry Senior Executive Restricted
Share Plan 2004’, ‘The Burberry Executive Share Option Scheme 2002’ and ‘The Burberry Approved Savings-Related Share Option
Scheme’ and the disclosures under the heading, ‘Directors’ Interests’ on pages 73 to 79.
Approved by the Board and signed on its behalf by:
David Tyler
Chairman of the Remuneration Committee
25 May 2010
Burberry Group plc annual report 2009/10 79
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
The directors are responsible for preparing the Annual Report, the Directors’ Remuneration Report and the Group and the parent
Company financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared
the Group financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union
(EU), and the parent Company financial statements in accordance with applicable law and United Kingdom Accounting Standards
(United Kingdom Generally Accepted Accounting Practice). Under company law the directors must not approve the financial statements
unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss
of the Group for that period.
In preparing these financial statements, the directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether IFRSs as adopted by the EU and applicable UK Accounting Standards have been followed, subject to any material
departures disclosed and explained in the Group and parent Company financial statements respectively; and
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue
in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s
transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them
to ensure that the financial statements and the Directors’ Remuneration Report comply with the Companies Act 2006 and, as regards
the Group financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the Company
and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the Company’s website. Legislation in the United Kingdom governing
the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Each of the directors, whose names and functions are listed on page 61 confirms that, to the best of their knowledge:
•
•
the Group financial statements, which have been prepared in accordance with IFRSs as adopted by the EU, give a true and fair view
of the assets, liabilities, financial position and profit or loss of the Group; and
the Directors’ Report contained on page 62 includes a fair review of the development and performance of the business and the
position of the Group together with a description of the principal risks and uncertainties that the Group faces which are contained
on pages 48 to 51.
80 Burberry Group PLC annual report 2009/10
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF
BURBERRY GROUP PLC
We have audited the Group financial statements of Burberry Group plc for the year ended 31 March 2010 which comprise the Group
Income Statement, Group Statement of Comprehensive Income, Group Balance Sheet, Group Statement of Changes in Equity, Group
Statement of Cash Flows and the related notes. The financial reporting framework that has been applied in their preparation is
applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.
Respective responsibilities of directors and auditors
As explained more fully in the Statement of Directors’ Responsibilities set out on page 80, the directors are responsible for the
preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit the Group
financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards
require us to comply with the Auditing Practices Board’s Ethical Standards for Auditors.
This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with Chapter
3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility
for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly
agreed by our prior consent in writing.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable
assurance that the financial statements are free from material misstatement, whether caused by fraud or error. This includes an
assessment of whether the accounting policies are appropriate to the Group’s circumstances and have been consistently applied
and adequately disclosed; the reasonableness of significant accounting estimates made by the directors; and the overall presentation
of the financial statements.
Opinion on financial statements
In our opinion the Group financial statements:
• give a true and fair view of the state of the Group’s affairs as at 31 March 2010 and of its profit and cash flows for the year
then ended;
• have been properly prepared in accordance with IFRSs as adopted by the European Union; and
• have been prepared in accordance with the requirements of the Companies Act 2006 and Article 4 of the IAS Regulation.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion:
•
•
the information given in the Directors’ Report for the financial year for which the Group financial statements are prepared is
consistent with the Group financial statements; and
the information given in the Corporate Governance Statement with respect to internal control and risk management systems
and about share capital structure is consistent with the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following:
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit; or
• a Corporate Governance Statement has not been prepared by the parent Company.
Under the Listing Rules we are required to review:
•
•
the directors’ statement, set out on page 64, in relation to going concern; and
the parts of the Corporate Governance Statement relating to the Company’s compliance with the nine provisions of the June 2008
Combined Code specified for our review.
Other matters
We have reported separately on the parent Company financial statements of Burberry Group plc for the year ended 31 March 2010
and on the information in the Directors’ Remuneration Report that is described as having been audited.
Kim Green (Senior Statutory Auditor)
For and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London, 25 May 2010
Burberry Group PLC annual report 2009/10 81
GROUP INCOME STATEMENT
Revenue
Cost of sales
Gross profit
Net operating expenses
Operating profit/(loss)
Financing
Interest receivable and similar income
Interest payable and similar charges
Net finance charge
Profit/(loss) before taxation
Taxation
Profit/(loss) for the year
Attributable to:
Equity holders of the Company
Minority interest
Profit/(loss) for the year
Earnings/(loss) per share
– basic
– diluted
Operating profit/(loss)
Exceptional items:
– restructuring costs
– goodwill impairment charge
– store impairments and onerous lease provisions
– negative goodwill
– relocation of headquarters
Adjusted operating profit
Adjusted earnings per share
– basic
– diluted
Dividends per share
– interim
– proposed final (not recognised as a liability at 31 March)
82 Burberry Group PLC annual report 2009/10
Year to
31 March
2010
£m
1,279.9
(475.9)
804.0
(632.9)
171.1
Year to
31 March
2009
£m
1,201.5
(535.7)
665.8
(675.7)
(9.9)
1.1
(6.2)
(5.1)
166.0
(83.8)
82.2
81.4
0.8
82.2
18.8p
18.4p
£m
171.1
48.8
–
–
–
–
219.9
7.2
(13.4)
(6.2)
(16.1)
11.0
(5.1)
(6.0)
0.9
(5.1)
(1.4p)
(1.4p)
£m
(9.9)
54.9
116.2
13.4
(1.7)
7.9
180.8
35.9p
35.1p
30.6p
30.2p
3.50p
10.50p
3.35p
8.65p
Note
3
4
6
6
6
5
7
8
8
4
4
4
4
4
8
8
9
9
GROUP STATEMENT OF COMPREHENSIVE INCOME
Profit/(loss) for the period
Other comprehensive income:
– cash flow hedges
– foreign currency translation differences
Tax on other comprehensive income:
– cash flow hedges
– foreign currency translation differences
Other comprehensive (expense)/income for the period, net of tax
Total comprehensive income for the period
Total comprehensive income attributable to:
Equity holders of the Company
Minority interest
Note
21
Year to
31 March
2010
£m
82.2
Year to
31 March
2009
£m
(5.1)
17.3
(6.7)
(5.0)
(6.6)
(1.0)
81.2
79.8
1.4
81.2
(10.7)
116.8
3.1
(4.3)
104.9
99.8
98.8
1.0
99.8
Burberry Group PLC annual report 2009/10 83
GROUP BALANCE SHEET
ASSETS
Non-current assets
Intangible assets
Property, plant and equipment
Deferred tax assets
Trade and other receivables
Derivative financial assets
Current assets
Inventories
Trade and other receivables
Derivative financial assets
Income tax receivables
Cash and cash equivalents
Total assets
LIABILITIES
Non-current liabilities
Trade and other payables
Deferred tax liabilities
Derivative financial liabilities
Retirement benefit obligations
Provisions for other liabilities and charges
Current liabilities
Bank overdrafts and borrowings
Derivative financial liabilities
Trade and other payables
Provisions for other liabilities and charges
Income tax liabilities
Total liabilities
Net assets
EQUITY
Capital and reserves attributable to the Company’s equity holders
Ordinary share capital
Share premium account
Capital reserve
Hedging reserve
Foreign currency translation reserve
Retained earnings
Minority interests in equity
Total equity
As at
31 March
2010
£m
As at
31 March
2009
£m
Note
10
11
12
13
15
14
13
15
16
17
12
15
18
19
20
15
17
19
21
21
21
21
64.6
256.1
39.2
11.0
1.7
372.6
166.9
128.4
2.6
0.7
468.4
57.5
258.6
57.7
9.5
–
383.3
262.6
187.2
23.2
17.1
252.3
767.0
1,139.6
742.4
1,125.7
(26.5)
(1.6)
(0.2)
(0.5)
(5.5)
(34.3)
(206.4)
(9.0)
(200.2)
(34.4)
(51.8)
(501.8)
(536.1)
603.5
0.2
186.1
27.2
(1.1)
136.3
241.4
590.1
13.4
603.5
(23.8)
(2.3)
(0.4)
(0.6)
(7.9)
(35.0)
(244.7)
(57.1)
(162.4)
(33.5)
(49.1)
(546.8)
(581.8)
543.9
0.2
175.9
27.2
(13.4)
150.2
199.2
539.3
4.6
543.9
The consolidated financial statements of Burberry Group plc (registered number 03458224) on pages 82 to 124 were approved by the
Board on 25 May 2010 and signed on its behalf by:
John Peace
Chairman
Stacey Cartwright
Executive Vice President, Chief Financial Officer
84 Burberry Group PLC annual report 2009/10
GROUP STATEMENT OF CHANGES IN EQUITY
Attributable to owners
of the Company
Ordinary
Share
capital
£m
Share
premium
account
£m
Note
Other
reserves
£m
Retained
earnings
£m
Total
£m
Minority
interest
£m
21
21
Balance as at 1 April 2008
Profit/(loss) for the period
Other comprehensive income:
Cash flow hedges
Foreign currency translation differences
Tax on other comprehensive income
Total comprehensive income/(expense)
for the period
Transfer between reserves
Transactions with owners:
Employee share option schemes
– value of share options granted
– tax on share options granted
– exercise of share options
Purchase of own shares
Sale of own shares by ESOPs
Capital contribution by minority interest
Dividends paid in the period
Balance as at 31 March 2009
Profit for the period
Other comprehensive income:
Cash flow hedges
Foreign currency translation differences
Tax on other comprehensive income
Total comprehensive income/(expense)
for the period
Transactions with owners:
Employee share option schemes
– value of share options granted
– tax on share options granted
– exercise of share options
Purchase of own shares
Treasury shares
Sale of own shares by ESOPs
Capital contribution by minority interest
Dividends paid in the period
Balance as at 31 March 2010
Total
equity
£m
495.3
(5.1)
(10.7)
116.8
(1.2)
99.8
–
4.5
(2.4)
–
(5.4)
0.2
3.6
(51.7)
543.9
82.2
17.3
(6.7)
(11.6)
–
0.9
–
0.1
–
1.0
–
–
–
–
–
–
3.6
–
4.6
0.8
–
0.6
–
0.2
174.3
58.6
262.2
495.3
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1.6
–
–
–
–
–
(6.0)
(6.0)
(10.7)
116.7
(1.2)
104.8
0.6
–
–
–
(10.7)
116.7
(1.2)
(6.0)
(0.6)
98.8
–
–
–
–
–
–
–
–
4.5
(2.4)
(1.6)
(5.4)
0.2
–
4.5
(2.4)
–
(5.4)
0.2
–
(51.7)
(51.7)
0.2
175.9
164.0
199.2
539.3
–
81.4
81.4
17.3
(7.3)
(11.6)
–
–
–
17.3
(7.3)
(11.6)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
10.2
–
–
–
–
–
(1.6)
81.4
79.8
1.4
81.2
–
–
–
–
–
–
–
–
18.1
18.1
9.3
(8.3)
(7.5)
(0.4)
2.1
–
9.3
1.9
(7.5)
(0.4)
2.1
–
(52.5)
(52.5)
–
–
–
–
–
–
7.4
–
18.1
9.3
1.9
(7.5)
(0.4)
2.1
7.4
(52.5)
0.2
186.1
162.4
241.4
590.1
13.4
603.5
Burberry Group PLC annual report 2009/10 85
GROUP STATEMENT OF CASH FLOWS
Cash flows from operating activities
Operating profit/(loss)
Depreciation
Amortisation
Net impairment charges
Negative goodwill
Loss on disposal of property, plant and equipment and intangible assets
Fair value (gains)/losses on derivative instruments
Charges in respect of employee share incentive schemes
Decrease in inventories
Decrease in receivables
Increase in payables
Cash generated from operating activities
Interest received
Interest paid
Taxation paid
Net cash inflow from operating activities
Cash flows from investing activities
Purchase of tangible and intangible fixed assets
Proceeds from sale of property, plant and equipment
Capital contributions by minority interests
Business combinations, net of cash acquired
Net cash outflow from investing activities
Cash flows from financing activities
Dividends paid in the year
Issue of ordinary share capital
Sale of own shares by ESOPs
Purchase of own shares by ESOPs
Repayments of borrowings
Proceeds from borrowings
Derivatives matured during the year and remaining in equity
Net cash outflow from financing activities
Net increase/(decrease) in cash and cash equivalents
Effect of exchange rate changes
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
ANALYSIS OF NET CASH
Cash and cash equivalents as per the balance sheet
Bank overdrafts
Cash and cash equivalents per the statement of cash flows
Drawn down borrowings
Effect of exchange rate changes on foreign currency borrowings
Bank and other borrowings
Net cash
86 Burberry Group PLC annual report 2009/10
Year to
31 March
2010
£m
Year to
31 March
2009
£m
Note
171.1
46.1
6.2
7.7
–
4.2
(11.9)
18.1
87.4
56.2
40.5
425.6
1.1
(6.1)
(51.3)
369.3
(69.9)
–
7.4
(2.0)
(64.5)
(52.5)
1.9
2.1
(7.5)
(39.7)
1.2
0.2
(94.3)
210.5
(0.3)
53.0
263.2
(9.9)
44.8
4.8
126.8
(1.7)
2.0
10.7
4.5
55.7
2.1
2.2
242.0
7.7
(13.6)
(26.3)
209.8
(89.9)
0.1
–
(0.3)
(90.1)
(51.7)
–
0.2
(5.4)
(109.0)
35.5
5.7
(124.7)
(5.0)
13.2
44.8
53.0
27
9
Note
16
20
20
As at
31 March
2010
£m
468.4
(205.2)
263.2
(1.2)
–
(1.2)
262.0
As at
31 March
2009
£m
252.3
(199.3)
53.0
(35.5)
(9.9)
(45.4)
7.6
NOTES TO THE FINANCIAL STATEMENTS
1. Basis of preparation
Burberry Group (the Group) is a global luxury goods manufacturer, wholesaler and retailer. Licensing activity is also carried out,
principally in Japan. All of the companies which comprise the Group are owned by Burberry Group plc (the Company) directly
or indirectly.
The consolidated financial statements of the Group have been prepared in accordance with EU endorsed International Financial
Reporting Standards (IFRS), IFRIC interpretations and parts of the Companies Act 2006 applicable to companies reporting under IFRS.
These consolidated financial statements have been prepared under the historical cost convention, except as modified by the revaluation
of financial assets and financial liabilities at fair value through profit or loss.
The following new standards, amendments to standards or interpretations are mandatory for the first time for the financial year
beginning 1 April 2009:
IFRS 8 Operating segments
Requires a ‘management approach’, under which segment information is presented on the same basis as that used for internal
reporting purposes and regularly reviewed by the Board of Directors, in its capacity as the Chief Operating Decision Maker, in order
to allocate resources to the segment and assess its performance. In order to comply with the requirements of this new standard,
the Group has amended its segmental reporting information, restating comparative information as appropriate.
IAS 1 (Revised) – Presentation of financial statements
Requires the presentation of items of income and expenses (that is ‘non-owner changes in equity’) in either a single performance
statement (the statement of comprehensive income) or two statements (the income statement and statement of comprehensive income)
and requires such items to be presented separately from owner changes in equity in the statement of changes in equity. The Group has
elected to present this information in the format of two performance statements – an income statement and a statement of
comprehensive income, in line with the revised disclosure requirements.
IFRS 7 (Amendment) Financial instruments: Disclosures
The amendment requires enhanced disclosures about fair value measurement and liquidity risk, including disclosure of fair value
measurements by level of a fair value measurement hierarchy. The Group has amended the current year disclosures to reflect these
additional requirements.
The new standards, amendments and interpretations issued and effective for the financial period commencing on or after 1 April 2009
which have not had a material impact on the financial statements of the Group include:
IAS 23 (Revised) Borrowing costs
IFRS 2 (Amendment) Share-based payments
IAS 1 (Amendment) Presentation of financial statements
IAS 39 (Amendment) Financial instruments: Recognition and measurement
IFRS 1 (Amendment) First time adoption of IFRS and IAS 27 (Amendment) Consolidated and separate financial statements
IFRIC 14 (IAS 19) The limit on a defined benefit asset, minimum funding requirements and their interaction
IFRIC 16 Hedges of a net investment in foreign operations
As at 31 March 2010, the following new and revised standards, amendments and interpretations, which are expected to be relevant
to the Group’s results, were issued but not yet effective:
IFRS 3 (Revised) Business combinations
The standard will continue to apply the acquisition method to business combinations, but with certain significant changes. All payments
to purchase a business will be recorded at fair value at the acquisition date, with some contingent payments subsequently remeasured
at fair value through income. Goodwill and non-controlling (minority) interests may be calculated on a gross or net basis. All transaction
costs will be expensed. The amendments took effect for annual periods beginning on or after 1 July 2009, and will be applied by the
Group to all business combinations with effect from 1 April 2010.
IAS 38 (Amendment) Intangible assets
The amendment clarifies guidance in measuring the fair value of an intangible asset acquired in a business combination and it permits
the grouping of intangible assets as a single asset if each asset has similar useful economic lives. The Group will apply the amendment
from 1 April 2010, in line with the adoption of IFRS 3 (revised). No material financial impact is anticipated.
IAS 36 (Amendment) Impairment of assets
The amendment clarifies that the largest cash-generating unit (or group of units) to which goodwill should be allocated for the purposes
of impairment testing is an operating segment, as defined in IFRS 8. The amendment is effective from annual periods beginning on or
after 1 January 2010, and will be applied by the Group with effect from 1 April 2010. No material financial impact is anticipated.
Burberry Group PLC annual report 2009/10 87
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
1. Basis of preparation (continued)
IFRS 5 (Amendment) Non-current assets held for sale and discontinued operations
The amendment clarifies that IFRS 5 specifies the disclosures required in respect of non-current assets (or disposal groups) classified
as held for sale or discontinued operations. The amendment will take effect for annual periods beginning on or after 1 January 2010
and will be applied by the Group with effect from 1 April 2010.
IAS 27 (Revised) Consolidated and separate financial statements
The revised standard requires that all changes in a parent’s ownership interest in a subsidiary that do not result in a loss in control are
to be accounted for as equity transactions. Where control is lost, any remaining interest in the entity is remeasured to fair value, with
a gain or loss recognised in the income statement. The revised standard is effective from 1 July 2009 and will be applied by the
Group with effect from 1 April 2010. No material financial impact is anticipated.
IAS 39 (Amendment) Financial instruments: Recognition and measurement
The amendment clarifies that gains or losses on cash flow hedges should be reclassified from equity to profit and loss in the period
in which the hedged forecast cash flow affects profit and loss. The amendment will take effect for annual periods beginning on or after
1 January 2010, and will be applied by the Group with effect from 1 April 2010. No material financial impact is anticipated.
Basis of consolidation
The Group’s annual financial statements comprise those of the parent Company and its subsidiaries, presented as a single economic
entity. The results of the subsidiaries are prepared for the same reporting year as the parent Company, using consistent accounting
policies.
Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date
on which control is transferred out of the Group. Where there is a loss of control of a subsidiary, the consolidated financial statements
include the results for the portion of the reporting period during which Burberry Group plc had control. The effects of intra-group
transactions are eliminated in preparing the Group financial statements.
Key sources of estimation and judgement
Preparation of the consolidated financial statements in conformity with IFRS requires that management make certain judgements,
estimates and assumptions that affect the reported revenues, expenses, assets and liabilities and the disclosure of contingent liabilities.
If in the future such estimates and assumptions, which are based on management’s best judgement at the date of the financial
statements, deviate from actual circumstances, the original estimate and assumptions will be modified as appropriate in the period
in which the circumstances change.
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations
of future events that are believed to be reasonable under the circumstances. Such estimates include, but are not limited to, impairment
of trade and other receivables, goodwill and asset impairment, inventory provisioning, provisions for onerous leases, restructuring
provisions and income and deferred taxes. These are discussed below:
Impairment of trade and other receivables
A provision for impairment of trade and other receivables is established where management estimate that the Group will not be able
to collect all amounts due according to the original terms of receivables.
Impairment of goodwill
The Group is required to test whether goodwill has suffered any impairment. The recoverable amounts of cash generating units have
been determined based on value-in-use calculations. The use of this method requires the estimation of future cash flows expected
to arise from the continuing operation of the cash generating unit and the choice of a suitable discount rate in order to calculate
the present value.
Impairment of property, plant and equipment
Property, plant and equipment are reviewed for impairment if events or changes in circumstances indicate that the carrying amount
may not be recoverable. When a review for impairment is conducted, the recoverable amount of an asset or a cash generating unit
is determined based on value-in-use calculations prepared on the basis of management’s assumptions and estimates.
Inventory provisioning
The Group manufactures and sells luxury goods and is subject to changing consumer demands and fashion trends. As a result,
it is necessary to consider the recoverability of the cost of inventories and the associated provisioning required. Inventory provisioning
is based on the age and condition of inventory, as well as anticipated saleability.
88 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
1. Basis of preparation (continued)
Provisions for onerous leases
Provisions for onerous leases, measured net of expected rentals, are recognised when the leased property becomes vacant and is
no longer used in the operations of the business. Provisions for dilapidation costs are recognised on a lease-by-lease basis.
Provision for restructuring
Provisions for restructuring costs are recognised when the Group has a detailed formal plan for the restructuring that has been
communicated to affected parties.
Income and deferred taxes
The Group is subject to income taxes in numerous jurisdictions. Judgement is required in determining the provision for income taxes
in each territory. There are many transactions and calculations during the ordinary course of business for which the ultimate tax
determination is uncertain. The Group recognises liabilities for anticipated tax issues based on estimates of whether additional taxes
will be due. Where the final outcome of these matters is different from the amounts which were initially recorded, such differences
will impact the income tax and deferred tax provisions and assets in the period in which such determination is made.
2. Accounting policies
The consolidated financial information of Burberry Group plc and all its subsidiaries have been prepared in accordance with IFRS.
The principal accounting policies of the Group are:
a) Revenue
Revenue, which is stated excluding Value Added Tax and other sales related taxes, is the amount receivable for goods supplied
(less returns, trade discounts and allowances) and royalties receivable.
Wholesale sales are recognised when goods are despatched to trade customers, as this reflects the transfer of risks and rewards of
ownership, with provisions made for expected returns and allowances. Retail sales, returns and allowances are reflected at the dates
of transactions with customers. Provisions for returns on retail and wholesale sales are calculated based on historical return levels.
Royalties receivable from licensees are accrued as earned on the basis of the terms of the relevant royalty agreement, which is typically
on the basis of production volumes.
b) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker.
The Chief Operating Decision Maker, who is responsible for allocating resources and assessing performance, has been identified as
the Board of Directors.
c) Business combinations
The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is
measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange,
plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a
business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest.
The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired is recorded as
goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised
directly in the Income Statement.
d) Share schemes
The cost of the share incentives received by employees (including executive directors) is measured with reference to the fair value of
the equity instruments awarded at the date of grant. The Black-Scholes option pricing model is used to determine the fair value of the
award made. The impact of performance conditions is not considered in determining the fair value on the date of grant, except for
conditions linked to the price of Burberry Group plc shares i.e. market conditions. Vesting conditions which relate to non-market
conditions are allowed for in the assumptions used for the number of options expected to vest. The estimate of the number of options
expected to vest is revised at each balance sheet date.
The cost of the share based incentives is recognised as an expense over the vesting period of the awards, with a corresponding
increase in equity.
The proceeds received from the exercise of the equity instruments awarded, net of any directly attributable transaction costs,
are credited to share capital and share premium.
e) Operating leases
Burberry Group is a lessee of property. Gross rental expenditure in respect of operating leases is recognised on a straight line basis
over the period of the leases. Certain rental expenses are determined on the basis of revenue achieved in specific retail locations and
are accrued for on that basis.
Amounts paid to acquire the rights to a lease (lease premiums) are written off in equal annual instalments over the life of the lease
contract. Lease incentives, typically rent free periods and capital contributions, are recognised over the term of the lease to the first
break clause.
Burberry Group PLC annual report 2009/10 89
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
2. Accounting policies (continued)
f) Dividend distribution
Dividend distributions to Burberry Group plc’s shareholders are recognised as a liability in the period in which the dividends are
approved by the shareholders. Interim dividends are recognised when paid.
g) Pension costs
Defined benefit schemes
Eligible employees of the Group participate in defined benefit schemes in France and Taiwan.
Where arrangements are funded, assets are held in independently administrated trusts.
The liability recognised in the Balance Sheet in respect of defined benefit schemes represents the Group’s share of the present value of the
defined benefit obligation at the balance sheet date less the fair value of plan assets, together with adjustments for unrecognised past-
service costs. The defined benefit obligation is calculated annually by independent actuaries using the Projected Unit Credit method.
The cost of providing defined benefit schemes to participating employees is charged to the Income Statement over the anticipated
period of employment. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are
recognised directly in equity.
Defined contribution schemes
Eligible employees also participate in defined contribution pension schemes, the principal one being in the UK with its assets held in an
independently administered fund. The cost of providing these benefits to participating employees is recognised in the Income Statement
and comprises the amount of contributions payable to the schemes in respect of the year.
h) Intangible fixed assets
Goodwill
Goodwill is the excess of purchase consideration over the fair value of identifiable net assets acquired. Goodwill on acquisition is
recorded as an intangible fixed asset. Fair values are attributed to the identifiable assets, liabilities and contingent liabilities that existed
at the date of acquisition, reflecting their condition at that date. Adjustments are also made to align the accounting policies of acquired
businesses with those of the Group.
Goodwill is assigned an indefinite useful economic life. Impairment reviews are performed annually, or more frequently if events or
changes in circumstances indicate that the carrying value may not be recoverable.
Trade marks and trading licences
The cost of securing and renewing trade marks and other intellectual property is capitalised as an intangible fixed asset and amortised
by equal annual instalments over its useful economic life, typically ten years. The useful economic life of trade marks and other
intellectual property is determined on a case-by-case basis, in accordance with the terms of the underlying agreement.
Computer software
The cost of acquiring computer software (including licences and separately identifiable external development costs) is capitalised as an
intangible asset at purchase price, plus any directly attributable cost of preparing that asset for its intended use. Software costs are
amortised by equal annual instalments over their estimated useful economic lives, which are up to five years.
i) Property, plant and equipment
Property, plant and equipment is stated at cost or deemed cost, based on historical revalued amounts, less accumulated depreciation
and provision to reflect any impairment in value. Cost includes the original purchase price of the asset and costs attributable to bringing
the asset to its working condition for its intended use.
Depreciation
Depreciation of property, plant and equipment is calculated to write off the cost or deemed cost, less residual value, of the assets in
equal annual instalments over their estimated useful lives at the following rates:
Land
Freehold buildings
Leaseholds – less than 50 years expired
Plant, machinery, fixtures and fittings
Retail fixtures and fittings
Office equipment
Computer equipment
Not depreciated
Up to 50 years
Over the unexpired term of the lease
3 – 8 years
2 – 5 years
5 years
Up to 5 years
Profit/loss on disposal of property, plant and equipment
Profits and losses on the disposal of property, plant and equipment represent the difference between the net proceeds and net book
value at the date of sale. Disposals are accounted for when the relevant transaction becomes unconditional.
90 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
2. Accounting policies (continued)
Impairment of non-financial assets
j)
Assets that have an indefinite useful economic life are not subject to amortisation and are tested annually for impairment. Assets that are
subject to amortisation or depreciation are reviewed for impairment whenever events or changes in circumstance indicate that the carrying
amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount exceeds its recoverable
amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value-in-use. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units).
k) Inventories
Inventories and work in progress are valued on a first-in-first-out basis at the lower of cost (including an appropriate proportion of
production overhead) and net realisable value. Provision is made to reduce cost to no more than net realisable value having regard
to the age and condition of inventory, as well as its anticipated saleability.
l) Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the Income
Statement because it excludes items of income or expense which are taxable or deductible in other years and it further excludes
items which are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates which have been
enacted or substantially enacted by the balance sheet date.
Deferred tax liabilities are provided in full on temporary differences arising between the tax bases of assets and liabilities and their
carrying amounts in the consolidated financial statements. However, if the temporary difference arises from initial recognition of an
asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor
taxable profit or loss, it is exempt from deferred tax. Deferred tax is determined using tax rates (and laws) that have been enacted or
substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or
the deferred tax liability is settled. Deferred tax assets and liabilities are not discounted.
Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the
temporary differences can be utilised.
Deferred tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the
temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.
m) Provisions
Provisions are recognised when there is a present legal or constructive obligation as a result of past events, for which it is probable that
an outflow of economic benefit will be required to settle the obligation, and where the amount of the obligation can be reliably estimated.
When the effect of the time value of money is material, provision amounts are calculated on the present value of the expenditures
expected to be required to settle the obligation. The present value is calculated using forward market interest rates, as measured at
the balance sheet reporting date, which have been adjusted for risks reflected in future cash flow estimates.
n) Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity
as a deduction, net of tax, from the proceeds.
Where any Group company purchases the Company’s equity share capital (treasury shares), the consideration paid, including any
directly attributable incremental costs is deducted from equity attributable to the Company’s equity holders until the shares are
cancelled, reissued or disposed of. Where such shares are subsequently sold or reissued, any consideration received, net of any
directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s
equity holders.
o) Financial instruments
A financial instrument is initially recognised at fair value on the Balance Sheet when the entity becomes a party to the contractual
provisions of the instrument. A financial asset is no longer recognised when the contractual rights to the cash flow expire or substantially
all risks and rewards of the asset are transferred. A financial liability is no longer recognised when the obligation specified in the contract
is discharged, cancelled or expires.
The Group’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, borrowings
and derivative financial instruments.
All financial liabilities are stated at amortised cost using the effective interest rate method except for derivatives, which are classified
as held for trading (except where they qualify for hedge accounting) and are held at fair value. Financial liabilities held at amortised
cost include trade payables, accruals and borrowings.
Burberry Group PLC annual report 2009/10 91
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
2. Accounting policies (continued)
The Group classifies its investments in the following categories: financial assets at fair value through the profit or loss and loans and
receivables. Loans and receivables include trade and other receivables and cash and other equivalents. Derivatives are classified as
held for trading unless in a hedging relationship and are held at fair value.
Cash and cash equivalents
Cash and cash equivalents comprise cash and short-term deposits with an original maturity date of three months or less, held with
banks and liquidity funds. Bank overdrafts are recorded under current liabilities on the Balance Sheet.
Trade and other receivables
Trade and other receivables arise when the Group provides money, goods or services directly to a third party with no intention of
trading the receivable. They are included in current assets, except for maturities greater than twelve months after the balance sheet
date. Receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate
method, less provision for impairment. A provision for impairment of trade receivables is established when there is objective evidence
that the Group will not be able to collect all amounts due according to the original terms of receivables. The amount of the provision is
recognised in the Income Statement.
Trade and other payables
Trade and other payables arise when the Group acquires money, goods or services directly from a supplier. They are included in current
liabilities, except for maturities greater than twelve months after the balance sheet date. Payables are recognised initially at fair value and
subsequently measured at amortised cost using the effective interest method.
Borrowings
Borrowings are recognised initially at fair value, inclusive of transaction costs incurred. Borrowings are subsequently stated at amortised
cost and the difference between the proceeds (net of transaction costs) and the redemption value is recognised in the Income
Statement over the period of the borrowings using the effective interest method. Borrowings are classified as current liabilities
unless the Group has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date.
Derivative instruments
The Group uses derivative financial instruments to hedge its exposure to fluctuations in foreign exchange rates arising on certain trading
transactions. The principal derivative instruments used are forward foreign exchange contracts taken out to hedge highly probable
cash flows in relation to future sales, royalty receivables and product purchases. To manage interest rate risk the Group manages its
proportion of fixed and floating rate borrowings to within limits approved by the Board using interest rate swap derivatives. It designates
foreign currency borrowings in a net investment hedge of the assets of overseas subsidiaries.
The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its
risk management objective and strategy for undertaking various hedge transactions. The Group also documents its assessment, both at
hedge inception and on an ongoing basis, of whether the hedging instruments that are used in hedging transactions are highly effective
in offsetting changes in fair values or cash flows of hedged items.
Derivatives are initially recognised at fair value at the trade date and are subsequently remeasured at their fair value. The method of
recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of
the item being hedged. The Group designates certain derivatives as either: (1) hedges of the fair value of recognised assets and liabilities
or a firm commitment (fair value hedge); or (2) hedges of highly probable forecast transactions (cash flow hedges); or (3) classified as
held for trading.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the Income Statement
immediately, together with any changes in the fair value of the hedged item that is attributable to the hedged risk.
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges are deferred in
equity. The gain or loss relating to the ineffective portion of the gain or loss is recognised immediately in the Income Statement. Amounts
deferred in equity are recycled in the Income Statement in the periods when the hedged item affects the Income Statement. If it is
expected that all or a portion of a loss deferred in equity will not be recovered in one or more future periods, or the hedged transaction
is no longer expected to occur, the amount that is not expected to be recovered is reclassified to the Income Statement. If a derivative
instrument is not designated as a hedge, the subsequent change to the fair value is recognised in the Income Statement within
operating expenses.
Where the Group hedges net investments in foreign operations through foreign currency borrowings, the gains or losses on the
retranslation of the borrowings are recognised in equity.
92 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
2. Accounting policies (continued)
p) Foreign currency translation
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic
environment in which the entity operates (the functional currency).
Transactions in foreign currencies
Transactions denominated in foreign currencies within each entity in the Group are translated into the functional currency at the
exchange rate ruling at the monthly average exchange rate. Monetary assets and liabilities denominated in foreign currencies, which
are held at the year end, are translated into the functional currency at the exchange rate ruling at the balance sheet date. Exchange
differences on monetary items are recognised in the Income Statement in the period in which they arise, except where these exchange
differences form part of a net investment in overseas subsidiaries of the Group, in which case such differences are taken directly
to the foreign currency translation reserve within equity.
Translation of the results of overseas businesses
The results of overseas subsidiaries are translated into the Group’s presentation currency of Sterling each month at the weighted
average exchange rate for the month according to the phasing of the Group’s trading results. The weighted average exchange rate
is used, as it is considered to approximate the actual exchange rates on the date of the transactions. The assets and liabilities of such
undertakings are translated at the year end exchange rates. Differences arising on the retranslation of the opening net investment in
subsidiary companies, and on the translation of their results, are taken directly to the foreign currency translation reserve within equity.
Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign
operation and translated at the closing rate.
The principal exchange rates used were as follows:
Euro
US Dollar
Hong Kong Dollar
Korean Won
Average rate
Closing rate
Year to
31 March
2010
Year to
31 March
2009
As at
31 March
2010
1.14
1.60
12.55
1,917
1.12
1.42
12.79
1,967
1.12
1.52
11.79
1,718
As at
31 March
2009
1.08
1.43
11.10
1,967
The average exchange rate achieved by the Group on its Yen royalty income, taking into account its use of Yen forward foreign
exchange contracts on a monthly basis approximately twelve months in advance of royalty receipts, was Yen 154.0: £1 in the year to
31 March 2010 (2009: Yen 213.1: £1).
q) Adjusted operating profit and exceptional items
Exceptional items are those items that are largely one-off and material in nature. These items are added back/deducted from operating
profit/loss to arrive at adjusted operating profit/loss which is disclosed in order to provide a clear and consistent presentation of the
underlying performance of the Group’s ongoing business.
Burberry Group PLC annual report 2009/10 93
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
3. Segmental analysis
The Chief Operating Decision Maker has been identified as the Board of Directors. The Board reviews the Group’s internal reporting in
order to assess performance and allocate resources. Management has determined the operating segments based on the reports used
by the Board.
The Board considers Burberry’s business through its two channels to market, being Retail/Wholesale and Licensing. Retail/Wholesale
revenues are generated by the sale of luxury goods through Burberry mainline stores, concessions, outlets and digital commerce as well
as Burberry franchisees and prestige department stores globally.
The flow of global product between Retail and Wholesale channels and across our regions is monitored and optimised at a corporate level
and implemented via the Group’s inventory hubs situated in Asia, Europe and the US. Licensing revenues are generated through the receipt
of royalties from Burberry’s partners in Japan and global licensees of fragrances, eyewear, timepieces and European childrenswear.
The Board assesses channel performance based on a measure of adjusted operating profit. This measurement basis excludes the
effects of non-recurring events and exceptional items. The measure of earnings for each operating segment that is reviewed by the
Board includes an allocation of corporate and central costs. Interest income and expenditure and taxation are not included in the result
for each operating segment that is reviewed by the Board. Comparative information has been restated on the adoption of IFRS 8.
Licensing
Total
Retail / Wholesale
Year to
31 March
2010
Year to
31 March
2009
(restated)
£m
£m
Total segment revenue
Inter-segment revenue(1)
1,182.4
1,118.9
–
–
Revenue from external customers
1,182.4
1,118.9
Depreciation and amortisation
Net impairment charges
Other non-cash expenses
– Share based payments
Adjusted operating profit (reportable segments)
Exceptional items(2)
Net finance charge
Profit/(loss) before taxation
52.3
6.1
13.6
137.7
45.1
126.8
3.4
110.1
Year to
31 March
2010
£m
117.3
(19.8)
97.5
–
–
4.5
82.2
Year to
31 March
2009
(restated)
£m
107.5
(24.9)
82.6
–
–
1.1
70.7
Capital expenditure
Total segment assets
Goodwill
Cash and cash equivalents
Taxation
Total assets per balance sheet
73.2
589.1
95.4
750.6
–
7.3
–
14.9
Year to
31 March
2010
£m
1,299.7
(19.8)
Year to
31 March
2009
(restated)
£m
1,226.4
(24.9)
1,279.9
1,201.5
52.3
6.1
18.1
219.9
(48.8)
(5.1)
166.0
73.2
596.4
34.9
468.4
39.9
45.1
126.8
4.5
180.8
(190.7)
(6.2)
(16.1)
95.4
765.5
33.1
252.3
74.8
1,139.6
1,125.7
(1)
Inter-segment transfers or transactions are entered into under the normal commercial terms and conditions that would be available to unrelated third parties.
(2) Refer to note 4 for details of exceptional items.
Revenue by product
Womenswear
Menswear
Non-apparel
Childrenswear
Retail/Wholesale
Licensing
Total
94 Burberry Group PLC annual report 2009/10
Year to
31 March
2010
£m
Year to
31 March
2009
£m
415.5
288.5
419.6
58.8
412.8
298.4
366.3
41.4
1,182.4
1,118.9
97.5
82.6
1,279.9
1,201.5
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
3. Segmental analysis (continued)
Revenue by destination
Europe
Spain
Americas
Asia Pacific
Rest of the world
Retail/Wholesale
Licensing
Total
Year to
31 March
2010
£m
408.1
107.1
324.8
282.7
59.7
1,182.4
97.5
1,279.9
Year to
31 March
2009
(restated)
£m
379.8
144.5
308.9
240.0
45.7
1,118.9
82.6
1,201.5
Revenue to external customers originating in the UK totalled £350.0m for the year to 31 March 2010 (2009: £321.8m).
Revenue to external customers originating in foreign countries totalled £929.9m for the year to 31 March 2010 (2009: £879.7m). This
amount includes £307.6m of external revenues originating in the US (2009: £301.2m) and £117.8m originating
in Spain (2009: £163.9m).
The total of non-current assets other than financial instruments, deferred tax assets, employment benefit assets and rights arising under
insurance contracts, located in the UK is £64.6m (2009: £63.5m) and the total of these non-current assets located in other countries
is £266.9m (2009: £261.9m).
4. Net operating expenses
Selling and distribution costs
Administrative expenses
Loss on disposal of property, plant and equipment
Property rental income under operating leases
Exceptional items
Restructuring costs
Goodwill impairment
Store impairments and onerous lease provisions
Negative goodwill
Relocation of headquarters
Total
Year to
31 March
2010
£m
306.5
273.5
4.2
(0.1)
48.8
–
–
–
–
632.9
Year to
31 March
2009
£m
241.5
241.8
1.8
(0.1)
54.9
116.2
13.4
(1.7)
7.9
675.7
Exceptional items
In the year to 31 March 2010, the Group announced the restructuring of its Spanish operations. Charges of £45.4m have been
recognised in respect of this restructure. A further £3.4m of charges have been recognised in respect of the cost efficiency
programme announced in the year to 31 March 2009.
In the year to 31 March 2009, the Group impaired the entire goodwill relating to the Spanish business and the store assets at
certain retail locations in the US and Europe.
In the year to 31 March 2009, negative goodwill of £1.7m arose on the formation of Burberry Middle East LLC.
In 2008, the Group relocated its global headquarters. In the year to 31 March 2009, the Group increased the provision for onerous
leases in relation to this relocation by £7.9m.
Burberry Group PLC annual report 2009/10 95
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
5. Profit/(loss) before taxation
Profit/(loss) before taxation is stated after charging/(crediting):
Depreciation of property, plant and equipment
– within cost of sales
– within distribution costs
– within administrative expenses
Amortisation of intangible assets
Loss on disposal of property, plant and equipment and intangible assets
Goodwill impairment charge
Net impairment charge relating to certain retail assets
Employee costs (note 26)
Operating lease rentals
– minimum lease payments
– contingent rents
Auditor’s remuneration
Net exchange gain included in the income statement
Net (gain)/loss on derivatives held for trading
Trade receivables net impairment charge
Cost of goods consumed in cost of sales
Exceptional items
Restructuring costs
Goodwill impairment
Store impairments and onerous lease provision
Negative goodwill
Relocation of headquarters
Auditor’s remuneration is further analysed as follows:
Audit services in respect of the accounts of the Company
Audit services in respect of the accounts of subsidiary companies
Other audit services supplied pursuant to legislation
Services relating to taxation
– compliance services
– advisory services
Total
Year to
31 March
2010
£m
Year to
31 March
2009
£m
0.7
5.5
39.9
6.2
4.2
1.4
4.7
1.2
4.6
34.8
4.5
1.8
–
–
240.5
202.7
71.1
44.2
2.8
(4.0)
(5.6)
2.8
60.9
37.0
3.1
(9.5)
1.3
3.4
460.7
519.4
48.8
–
–
–
–
54.9
116.2
13.4
(1.7)
7.9
Year to
31 March
2010
£m
Year to
31 March
2009
£m
0.1
1.6
0.3
0.4
0.4
2.8
0.1
1.6
0.2
0.9
0.3
3.1
All work performed by the external auditors is controlled by an authorisation policy agreed by the Audit Committee. The overriding
principle precludes the auditors from engaging in non-audit services that would compromise their independence. Non-audit services
are provided by the auditors where they are best placed to provide the service due to their previous experience or market leadership
in a particular area. Included in services relating to taxation above is £0.2m (2009: £0.3m) which arose in relation to advice on expatriate
tax matters.
96 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
6. Net finance charge
Bank interest income
Other interest income
Interest receivable and similar income
Interest expense on bank loans and overdrafts
Loss on derivatives held for trading
Loss on interest rate swap transferred from equity
Other interest expense
Interest payable and similar charges
Net finance charge
7. Taxation
Analysis of charge for the year recognised in the Group Income Statement
Current tax
UK corporation tax
Current tax on income for the year to 31 March 2010 at 28% (2009: 28%)
Double taxation relief
Adjustments in respect of prior years
Foreign tax
Current tax on income for the year
Adjustments in respect of prior years
Total current tax
Deferred tax
UK deferred tax
Origination and reversal of temporary differences
Adjustments in respect of prior years
Foreign deferred tax
Origination and reversal of temporary differences
Effects of changes in tax rates
Adjustments in respect of prior years
Total deferred tax
Total tax charge/(credit) on profit/(loss)
Year to
31 March
2010
£m
Year to
31 March
2009
£m
1.1
–
1.1
(4.5)
–
(1.4)
(0.3)
(6.2)
(5.1)
7.1
0.1
7.2
(12.4)
(1.0)
–
–
(13.4)
(6.2)
Year to
31 March
2010
£m
Year to
31 March
2009
£m
52.2
(2.4)
(7.1)
42.7
23.1
5.2
71.0
(0.7)
2.7
2.0
12.1
–
(1.3)
12.8
83.8
22.0
(3.0)
(8.5)
10.5
8.3
(1.9)
16.9
(2.4)
1.8
(0.6)
(27.7)
(0.6)
1.0
(27.9)
(11.0)
Burberry Group PLC annual report 2009/10 97
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
7. Taxation (continued)
Analysis of charge for the year recognised in equity
Current tax
Current tax credit on share options (retained earnings)
Current tax charge on exchange differences on loans (foreign currency translation reserve)
Total current tax recognised in equity
Deferred tax
Deferred tax charge/(credit) on cash flow hedges deferred in equity (hedging reserve)
Deferred tax charge on cash flow hedges transferred to income (hedging reserve)
Deferred tax (credit)/charge on share options (retained earnings)
Deferred tax charge on exchange differences on loans (foreign currency translation reserve)
Total deferred tax recognised in equity
Year to
31 March
2010
£m
Year to
31 March
2009
£m
(2.2)
–
(2.2)
0.1
4.9
(7.1)
6.6
4.5
(0.4)
3.9
3.5
(7.8)
4.7
2.8
0.4
0.1
The tax rate applicable on profit/(loss) varied from the standard rate of corporation tax in the UK due to the following factors:
Tax at 28% (2009: 28%) on profit/(loss) before taxation
Rate adjustments relating to overseas profits
Permanent differences
Current year tax losses not recognised
Deferred tax assets brought forward and written off
Adjustments in respect of prior years
Adjustments to deferred tax relating to changes in tax rates
Total taxation charge/(credit)
Total taxation recognised in the Group Income Statement arises on:
Adjusted profit before tax
Exceptional items
Exceptional tax charge/(credit)
Total taxation charge/(credit)
Year to
31 March
2010
£m
Year to
31 March
2009
£m
46.5
(8.3)
6.5
12.3
27.3
(0.5)
–
83.8
(4.5)
(4.2)
2.6
3.3
–
(7.6)
(0.6)
(11.0)
Year to
31 March
2010
£m
Year to
31 March
2009
£m
58.8
(2.3)
27.3
83.8
41.6
(20.0)
(32.6)
(11.0)
In the year to 31 March 2010, the exceptional tax charge of £27.3m relates to the write down of deferred tax assets on tax losses
incurred in Spain in prior years which are deemed no longer to be recoverable.
In the year to 31 March 2009, an exceptional tax credit of £5.0m was recognised in relation to the overpayment of tax in prior years
and a credit of £27.6m was recognised arising on a reorganisation within the Group.
98 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
8. Earnings per share
The calculation of basic earnings per share is based on attributable profit or loss for the year divided by the weighted average number
of ordinary shares in issue during the year. Basic and diluted earnings per share based on adjusted operating profit and the underlying
effective tax rate are also disclosed to indicate the underlying profitability of the Group.
Attributable profit for the year before exceptional items(1)
Effect of exceptional items(1) (after taxation)
Attributable profit/(loss) for the year
(1) Refer to note 4 for details of exceptional items.
Year to
31 March
2010
£m
155.2
(73.8)
81.4
Year to
31 March
2009
£m
132.1
(138.1)
(6.0)
The weighted average number of ordinary shares represents the weighted average number of Burberry Group plc ordinary shares
in issue throughout the year, excluding ordinary shares held in the Group’s employee share option plan trusts (ESOP trusts).
Diluted earnings per share is based on the weighted average number of ordinary shares in issue during the year. In addition, account
is taken of any options and awards made under the share incentive schemes, which will have a dilutive effect when exercised.
Weighted average number of ordinary shares in issue during the year
Dilutive effect of the share incentive schemes
Diluted weighted average number of ordinary shares in issue during the year
Adjusted basic earnings per share
Effect of exceptional items(1)
Basic earnings/(loss) per share
Adjusted diluted earnings per share
Effect of exceptional items(1)
Diluted earnings/(loss) per share
(1) Refer to note 4 for details of exceptional items.
9. Dividends
Prior year final dividend paid 8.65p per share (2009: 8.65p)
Interim dividend paid 3.50p per share (2009: 3.35p)
Total
Year to
31 March
2010
Millions
432.6
9.3
441.9
Year to
31 March
2010
Pence
35.9
(17.1)
18.8
Year to
31 March
2010
Pence
35.1
(16.7)
18.4
Year to
31 March
2010
£m
37.4
15.1
52.5
Year to
31 March
2009
Millions
431.3
6.8
438.1
Year to
31 March
2009
Pence
30.6
(32.0)
(1.4)
Year to
31 March
2009
Pence
30.2
(31.6)
(1.4)
Year to
31 March
2009
£m
37.2
14.5
51.7
A final dividend in respect of the year to 31 March 2010 of 10.50p (2009: 8.65p) per share, amounting to £45.7m (2009: £37.4m),
has been proposed for approval by the shareholders at the Annual General Meeting subsequent to the balance sheet date. The final
dividend has not been recognised as a liability at the year end and will be paid on 5 August 2010 to shareholders on the register at the
close of business on 9 July 2010.
Burberry Group PLC annual report 2009/10 99
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
10. Intangible assets
Cost
As at 1 April 2008
Effect of foreign exchange rate changes
Additions
Impairment charge
As at 31 March 2009
Effect of foreign exchange rate changes
Additions
Business combination (note 27)
Disposals
Impairment charge
Reclassification from assets under construction (note 11)
As at 31 March 2010
Accumulated amortisation
As at 1 April 2008
Effect of foreign exchange rate changes
Charge for the year(1)
As at 31 March 2009
Effect of foreign exchange rate changes
Charge for the year
Disposals
As at 31 March 2010
Net book value
As at 31 March 2010
As at 31 March 2009
Trade marks,
trading licences
and other
£m
Computer
software
£m
Goodwill
£m
130.1
17.9
1.3
(116.2)
33.1
2.6
–
0.6
–
(1.4)
–
34.9
–
–
–
–
–
–
–
–
15.7
2.3
0.1
–
18.1
(0.6)
0.2
–
(0.6)
–
–
17.1
5.8
0.9
1.3
8.0
(0.3)
1.4
(0.1)
9.0
34.9
33.1
8.1
10.1
Total
£m
164.6
21.0
8.6
(116.2)
78.0
2.1
7.4
0.6
(1.7)
(1.4)
5.2
90.2
14.2
1.5
4.8
20.5
(0.3)
6.2
(0.8)
25.6
64.6
57.5
18.8
0.8
7.2
–
26.8
0.1
7.2
–
(1.1)
–
5.2
38.2
8.4
0.6
3.5
12.5
–
4.8
(0.7)
16.6
21.6
14.3
(1) Included in the amortisation charge for the year ended 31 March 2009 is £0.3m of restructuring costs reported as an exceptional item.
Impairment testing of goodwill
The carrying value of the goodwill allocated to cash generating units:
Korea
Other
Total
As at
31 March
2010
£m
As at
31 March
2009
£m
23.6
11.3
34.9
21.0
12.1
33.1
On 30 August 2008, the Group terminated its franchise agreement in Guam, thereby settling a pre-existing arrangement. A new
company, Burberry Guam Inc., was incorporated which acquired the retailing businesses from the terminated franchisee. Based on
management’s current estimates, the recoverable amount of goodwill in respect of Burberry Guam Inc. does not exceed its carrying
value. Consequently, the net book value of £1.4m was written off in full during the year to 31 March 2010.
No impairment has been recognised in respect of the carrying value of the remaining goodwill balance as the recoverable amount
of goodwill for each cash generating unit exceeds its carrying value. The recoverable amount of all cash generating units have been
determined on a value-in-use basis. The value-in-use calculations were performed using pre-tax cash flow projections for 2010/11 based
on financial plans approved by management. No growth has been assumed in the cash flow projections beyond the current period. These
cash flows were discounted at pre-tax rates reflecting the Group’s weighted average cost of capital adjusted for country-specific tax rates
and risks. The cash flows in the Korean value-in-use calculation were discounted at a pre-tax rate of 16.3% (2009: 16.0%).
At 31 March 2009, an impairment provision of £116.2m was recognised in respect of the carrying value of goodwill in the Spanish business.
100 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
11. Property, plant and equipment
Cost
As at 1 April 2008
Effect of foreign exchange rate changes
Additions
Disposals
Reclassification from assets under construction
Acquisition of subsidiary
As at 31 March 2009
Effect of foreign exchange rate changes
Additions
Disposals
Reclassification from assets under construction
Business combination (note 27)
As at 31 March 2010
Accumulated depreciation
As at 1 April 2008
Effect of foreign exchange rate changes
Charge for the year(1)
Net impairment charge on certain retail assets
Disposals
As at 31 March 2009
Effect of foreign exchange rate changes
Charge for the year
Net impairment charge on assets
Disposals
As at 31 March 2010
Net book value
As at 31 March 2010
As at 31 March 2009
Freehold land
and buildings
£m
Leasehold
improvements
£m
Fixtures,
fittings and
equipment
£m
Assets in the
course of
construction
£m
Total
£m
323.1
80.7
88.1
(11.0)
–
1.6
482.5
(14.0)
65.8
(32.7)
(5.2)
0.8
497.2
145.6
31.6
44.8
10.6
(8.7)
223.9
(5.8)
46.1
6.3
(29.4)
241.1
8.5
3.0
11.5
(0.1)
(3.7)
0.9
20.1
(0.6)
9.9
(1.4)
(18.4)
–
9.6
–
–
–
–
–
–
–
–
–
–
–
76.9
20.1
0.1
–
–
–
97.1
(4.5)
–
(0.4)
–
–
90.7
31.1
38.0
(3.2)
3.6
0.7
160.9
(6.1)
17.3
(7.7)
4.8
–
147.0
26.5
38.5
(7.7)
0.1
–
204.4
(2.8)
38.6
(23.2)
8.4
0.8
92.2
169.2
226.2
28.1
9.4
12.6
5.2
(1.9)
53.4
(1.9)
14.8
2.3
(6.1)
62.5
93.5
16.0
30.2
5.4
(6.8)
138.3
(2.5)
28.9
4.0
(23.2)
145.5
24.0
6.2
2.0
–
–
32.2
(1.4)
2.4
–
(0.1)
33.1
59.1
64.9
106.7
107.5
80.7
66.1
9.6
20.1
256.1
258.6
(1) Accelerated depreciation of £4.2m and £0.2m loss on disposal of assets are included within restructuring costs as an exceptional item for the year ended 31 March 2009.
During the year to 31 March 2010, a net impairment charge of £4.7m (2009: £10.6m) was identified as part of the annual impairment
review. Of the total charge, £3.9m (2009: £5.4m) relates to certain retail stores in the US, £0.8m (2009: £4.0m) relates to certain retail
stores in Europe and £nil (2009: £1.2m) relates to certain retail stores in Spain.
A further impairment charge of £1.6m in respect of the write off of certain Spanish assets has been included within restructuring
costs as an exceptional item in the year to 31 March 2010.
The impairment review compared the value-in-use of the assets to the carrying values at 31 March 2010. The pre-tax cash flow
projections were based on financial plans approved by management and extrapolated beyond the budget year to the lease exit dates
using growth rates and inflation rates appropriate to each country’s economic conditions. The pre-tax discount rates used in these
calculations were between 11.6% and 17.3% (2009: between 11.3% and 16.1%), based on the Group’s weighted average
cost of capital adjusted for the country-specific tax rates and risk.
Burberry Group PLC annual report 2009/10 101
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
12. Deferred taxation
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax
liabilities and there is an intention to settle on a net basis, and to the same fiscal authority. The offset amounts are shown in the
table below:
Deferred tax assets
Deferred tax liabilities
Net amount
The movement in the deferred tax account is as follows:
As at 1 April
Effect of foreign exchange rate changes
(Charged)/credited to the income statement
Charged to equity
As at 31 March
As at
31 March
2010
£m
39.2
(1.6)
37.6
As at
31 March
2009
£m
57.7
(2.3)
55.4
As at
31 March
2010
£m
Year to
31 March
2009
£m
55.4
(0.5)
(12.8)
(4.5)
37.6
25.2
2.4
27.9
(0.1)
55.4
The movement in deferred tax assets and liabilities during the year, without taking into consideration the off-setting of balances within
the same tax jurisdiction, is as follows:
Deferred tax liabilities
As at 1 April 2008
Effect of foreign exchange rate changes
Charged/(credited) to the income statement
As at 31 March 2009
Effect of foreign exchange rate changes
Charged/(credited) to the income statement
As at 31 March 2010
Unrealised
inventory
profit
and other
inventory
provisions
£m
Accelerated
capital
allowances
£m
12.6
4.1
7.9
24.6
(1.7)
(7.1)
15.8
(2.0)
(0.6)
(3.5)
(6.1)
0.2
1.5
(4.4)
Derivative
instruments
£m
Unused tax
losses
£m
0.1
–
–
0.1
–
(0.1)
–
(0.3)
(0.1)
(2.6)
(3.0)
0.2
(1.6)
(4.4)
Other
£m
(1.7)
(0.4)
11.8
9.7
0.3
(10.9)
(0.9)
Total
£m
8.7
3.0
13.6
25.3
(1.0)
(18.2)
6.1
102 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
12. Deferred taxation (continued)
Deferred tax assets
Unrealised
inventory
profit
and other
inventory
provisions
£m
Accelerated
capital
allowances
£m
2.9
0.5
(1.4)
–
2.0
(0.1)
3.2
–
5.1
13.0
3.2
14.4
–
30.6
(0.5)
(13.3)
–
16.8
Share
schemes
£m
10.1
0.1
(3.3)
(2.8)
4.1
–
0.6
7.1
11.8
As at 1 April 2008
Effect of foreign exchange
rate changes
(Charged)/credited to the
income statement
(Charged)/credited to equity
As at 31 March 2009
Effect of foreign exchange
rate changes
(Charged)/credited to the
income statement
(Charged)/credited to equity
As at 31 March 2010
Derivative
instruments
£m
Unused tax
losses
£m
Other
£m
5.3
Total
£m
33.9
1.5
5.4
–
0.1
21.4
10.4
41.5
–
21.5
0.6
(15.2)
–
6.9
(0.4)
16.8
(1.5)
(6.3)
(6.6)
2.4
(0.1)
80.7
(1.5)
(31.0)
(4.5)
43.7
2.6
–
–
3.1
5.7
–
–
(5.0)
0.7
Deferred tax assets are recognised for tax losses carried forward to the extent that the realisation of the related benefit through the
future taxable profits is probable. The Group did not recognise deferred tax assets of £45.7m (2009: £7.1m) in respect of losses and
temporary timing differences amounting to £151.1m (2009: £23.1m) that can be set off against future taxable income. There is a time
limit for the recovery of £41.3m of these potential assets (2009: £2.2m) which ranges from five to fifteen years.
Deferred tax liabilities have not been recognised for tax that may be payable if earnings of certain subsidiaries were remitted to the UK.
Such amounts are either reinvested for the foreseeable future or can be remitted free of tax. Unremitted earnings totalled £219.1m
(2009: £180.7m).
Burberry Group PLC annual report 2009/10 103
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
13. Trade and other receivables
Non-current
Deposits and prepayments
Total non-current trade and other receivables
Current
Trade receivables
Provision for doubtful debts
Net trade receivables
Other receivables
Prepayments and accrued income
Total current trade and other receivables
Total trade and other receivables
As at
31 March
2010
£m
As at
31 March
2009
£m
11.0
11.0
109.1
(16.8)
92.3
15.3
20.8
128.4
139.4
9.5
9.5
154.1
(7.6)
146.5
13.7
27.0
187.2
196.7
£6.8m of the non-current receivable balance (2009: £7.5m) is due within five years from the balance sheet date, with the remainder
due at various stages after this. The entire balance is non-interest bearing.
As at 31 March 2010, trade receivables of £24.0m (2009: £8.3m) were impaired. The amount of the provision against these receivables
was £16.8m as of 31 March 2010 (2009: £7.6m). It was assessed that a portion of the receivables is expected to be recovered.
The individually impaired receivables relate to balances with trading parties which have passed their payment due dates and where
uncertainty exists over recoverability. Individually impaired receivables of £6.8m relate to the restructuring of the Spanish operations
and are included in exceptional items (note 4). The ageing of the impaired receivables is as follows:
Current
Less than one month overdue
One to three months overdue
Over three months overdue
As at
31 March
2010
£m
As at
31 March
2009
£m
8.3
6.1
3.5
6.1
24.0
–
1.6
1.4
5.3
8.3
As at 31 March 2010, trade receivables of £3.8m (2009: £13.2m) were overdue but not impaired. The ageing of these overdue
receivables is as follows:
Less than one month overdue
One to three months overdue
Over three months overdue
Movement on the provision for doubtful debts is as follows:
As at 1 April
Increase in provision for doubtful debts
Receivables written off during the year as uncollectable
Unused provision reversed
As at 31 March
104 Burberry Group PLC annual report 2009/10
As at
31 March
2010
£m
As at
31 March
2009
£m
3.5
0.3
–
3.8
5.9
4.7
2.6
13.2
Year to
31 March
2010
£m
Year to
31 March
2009
£m
7.6
11.3
(0.4)
(1.7)
16.8
5.0
4.2
(0.8)
(0.8)
7.6
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
13. Trade and other receivables (continued)
Within the other classes of trade and other receivables there are £0.1m (2009: £0.8m) impaired receivables. The maximum exposure
to credit risk at the reporting date with respect to trade receivables is the carrying amount on the Balance Sheet. The Group does not
hold any collateral as security.
The carrying amounts of the Group’s trade and other receivables are denominated in the following currencies:
Sterling
US Dollar
Euro
Other currencies
Year to
31 March
2010
£m
Year to
31 March
2009
£m
56.2
23.8
27.3
32.1
66.6
33.0
66.0
31.1
139.4
196.7
The nominal value less impairment provision of trade and other receivables is assumed to approximate its fair value because of the short
maturity of these instruments.
14. Inventories
Raw materials
Work in progress
Finished goods
Total inventories
As at
31 March
2010
£m
7.1
2.7
157.1
166.9
As at
31 March
2009
£m
12.9
3.2
246.5
262.6
The cost of inventories recognised as an expense and included in cost of sales amounted to £460.7m (2009: £519.4m).
The Group reversed £2.6m (2009: £nil) of a previous inventory writedown in the year to 31 March 2010. The cost of inventories
physically destroyed in the year is £1.5m (2009: £0.7m).
15. Derivative financial instruments
The Group Income Statement is affected by transactions denominated in foreign currency. To reduce exposure to currency fluctuations,
the Group has a policy of hedging foreign currency denominated transactions by entering into forward foreign exchange contracts.
These transactions are recorded as cash flow hedges.
Cash flow hedges
The Group’s foreign currency denominated transactions arise principally from royalty income, sales and purchases. The Group manages
these exposures by the use of forward foreign exchange contracts.
Derivative financial assets
Forward foreign exchange contracts – cash flow hedges
Forward foreign exchange contracts – held for trading
Equity swap contracts – held for trading
Total position
Comprising of:
Total non-current position
Total current position
Total cash flow hedge gains of £1.7m (2009: £20.1m) are expected to be recognised within
twelve
months.
As at
31 March
2010
£m
As at
31 March
2009
£m
1.7
0.1
2.5
4.3
1.7
2.6
20.1
3.1
–
23.2
–
23.2
Burberry Group PLC annual report 2009/10 105
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
15. Derivative financial instruments (continued)
Derivative financial liabilities
Forward foreign exchange contracts – cash flow hedges
Interest rate swap contracts – cash flow hedges
Total cash flow hedges at end of year
Forward foreign exchange contracts – held for trading
Equity swap contracts – held for trading
Total position
Comprising of:
Total non-current position
Total current position
As at
31 March
2010
£m
As at
31 March
2009
£m
(9.2)
–
(9.2)
–
–
(9.2)
(0.2)
(9.0)
(35.8)
(1.6)
(37.4)
(18.5)
(1.6)
(57.5)
(0.4)
(57.1)
Total cash flow hedge losses of £9.0m (2009: £37.0m) are expected to be recognised within twelve months.
The current portion of the financial instruments matures at various dates within one month to one year from the balance sheet date.
Net derivative financial instruments
– book value
– fair value
As at
31 March
2010
£m
(4.9)
(4.9)
As at
31 March
2009
£m
(34.3)
(34.3)
The fair value of forward foreign exchange contracts is based on a comparison of the contractual and market rates after discounting
using the appropriate yield curves as at 31 March each year. All fair value measurements are calculated using inputs which are based
on observable market data (Level 2).
Additional information
Notional principal amounts of the outstanding forward foreign exchange contracts
Notional principal amounts of the outstanding interest rate swap contracts
Notional principal amounts of the outstanding equity swap contracts
Ineffective portion of cash flow hedges released from equity to the income statement during the year
Movement on the non-designated hedges for the year recognised within net operating costs
in the income statement
Movement on the non-designated hedges for the year recognised within net finance charge
in the income statement (note 6)
Movement on interest rate swaps for the year recognised within net finance charge
in the income statement (note 6)
As at
31 March
2010
£m
313.5
As at
31 March
2009
£m
626.6
–
3.5
0.1
5.6
–
(1.4)
45.4
4.8
(4.4)
(1.3)
1.0
–
During the year, £0.1m (2009: £4.4m) of cash flow hedges were considered to be ineffective and were recognised immediately in the
Income Statement within net operating costs. This arose from changes to ‘highly probable’ forecast transactions during the year.
106 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
16. Cash and cash equivalents
Cash at bank and in hand
Short-term deposits
Total
As at
31 March
2010
£m
267.1
201.3
468.4
As at
31 March
2009
£m
249.6
2.7
252.3
The fair value of short-term deposits approximates the carrying amount because of the short maturity of the instruments.
17. Trade and other payables
Non-current
Other creditors, accruals and deferred income
Total non-current trade and other payables
Current
Trade creditors
Other taxes and social security costs
Other creditors
Accruals and deferred income
Total current trade and other payables
Total trade and other payables
The maturity of non-current trade and other payables, all of which do not bear interest, is as follows:
Between one and two years
Between two and three years
Between three and four years
Between four and five years
Over five years
Total
The fair value of trade and other payables approximate their carrying amounts and are unsecured.
As at
31 March
2010
£m
As at
31 March
2009
£m
26.5
26.5
62.1
6.2
17.7
114.2
200.2
226.7
23.8
23.8
54.8
7.8
16.4
83.4
162.4
186.2
As at
31 March
2010
£m
As at
31 March
2009
£m
3.7
2.4
2.2
3.7
14.5
26.5
2.2
0.9
2.0
2.5
16.2
23.8
Burberry Group PLC annual report 2009/10 107
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
18. Retirement benefit obligations
The Group provides post-retirement arrangements for its employees in the UK and its overseas operations, which are either defined
benefit or defined contribution in nature. Where arrangements are funded, assets are held in independently administered trusts.
The Balance Sheet obligations in respect of the Group’s post-retirement arrangements, assessed in accordance with IAS 19, were:
Defined benefit schemes
Retirement Indemnities France
Burberry (Taiwan) Co Ltd retirement scheme
Total obligation
As at
31 March
2010
£m
As at
31 March
2009
£m
0.2
0.3
0.5
0.3
0.3
0.6
No prepayments or obligations exist in respect of defined contribution schemes at 31 March 2010 (2009: £nil).
The pension costs charged to the Group Income Statement in relation to defined contribution schemes were:
Europe
Americas
Asia Pacific
Total pension costs
Year to
31 March
2010
£m
Year to
31 March
2009
£m
3.6
1.2
0.5
5.3
2.7
1.4
0.2
4.3
Costs charged to the Group Income Statement in relation to defined benefit schemes during the year to 31 March 2010 were £nil
(2009: £nil).
Defined benefit schemes
Retirement Indemnities France
Burberry France SASU offers lump sum benefits at retirement to all employees that are employed by the Company based on the length
of service and salary. There are no assets held by Group companies in relation to this commitment.
Burberry (Taiwan) Co Ltd retirement scheme
Burberry (Taiwan) Co Ltd offers lump sum benefits at retirement to employees transferred from one of the previous operators based on
the length of service up to date of transfer (i.e. 1 August 2005) and salary at retirement. There are no assets held by Group companies in
relation to this commitment. From 1 August 2005, all employees of the Company joined the defined contribution scheme operated
under local labour ordinance.
Defined contribution schemes
The Group participates in a number of defined contribution schemes. The details of the main plans are:
Burberry stakeholder plan UK
This plan was introduced on 1 April 2006 when the Experian (formerly GUS) money purchase pension plan UK closed for Burberry
employees. All UK employees are eligible to participate in this scheme. The assets of this scheme are held separately in an
independently administered fund.
Burberry money purchase plan US
The Group administers a money purchase plan in the US (a 401(k) scheme), which covers all eligible full-time employees who have
reached the age of 21 and have completed one full year of service. The assets of the scheme are held separately from those of the
Group in an independently administered fund.
Burberry Asia Limited retirement scheme
The Group administers a money purchase plan in Hong Kong, which covers all eligible full-time employees. The assets of the scheme
are held separately from those of the Group in an independently administered fund.
108 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
19. Provisions for other liabilities and charges
Balance as at 1 April 2008
Created during the year
Utilised during the year
Balance as at 31 March 2009
Effect of foreign exchange rate changes
Created during the year
Utilised during the year
Released during the year
Balance as at 31 March 2010
(1) Restructuring costs are included in exceptional items (note 4).
Analysis of total provisions:
Non-current
Current
Total
Property
obligations
£m
Restructuring
costs(1)
£m
3.7
10.7
(0.5)
13.9
0.1
2.2
(4.0)
(2.5)
9.7
–
27.5
–
27.5
(1.2)
36.9
(28.7)
(4.3)
30.2
Total
£m
3.7
38.2
(0.5)
41.4
(1.1)
39.1
(32.7)
(6.8)
39.9
As at
31 March
2010
£m
As at
31 March
2009
£m
5.5
34.4
39.9
7.9
33.5
41.4
The non-current provisions relate to provisions for onerous leases which are expected to be utilised within nine years. Onerous leases of
£1.2m are included within restructuring costs of which £0.6m are non-current. The remaining restructuring provision of £29.6m
represents a current liability.
20. Bank overdrafts and borrowings
Unsecured:
Bank overdrafts
Bank borrowings
Other borrowings
Total
As at
31 March
2010
£m
As at
31 March
2009
£m
205.2
0.7
0.5
206.4
199.3
45.4
–
244.7
Included within bank overdrafts is £205.0m (2009: £199.2m) representing balances on cash pooling arrangements in the Group.
On 13 June 2008, bilateral multi-currency revolving credit facilities, totalling £60m were agreed with two banks. At 31 March 2010, there
were no outstanding drawings (2009: £nil). Interest is charged on each of these facilities at LIBOR plus 0.95% on drawings less than
50% of the loan principal and at LIBOR plus 1.05% on drawings over 50% of the loan principal. The facilities mature on 13 June 2011.
On 16 March 2009, a £200m multi-currency revolving credit facility was agreed with a syndicate of third party banks. At 31 March 2010,
there were no outstanding drawings (2009: £45.4m). Interest is charged on this facility at LIBOR plus 2.00%. The facility matures on
30 June 2012. The undrawn facility at 31 March 2010 was £200m (2009: £154.6m).
Refer to note H on page 133 for details of the guarantees associated with these facilities.
Bank borrowings relate to a bilateral bank loan totalling £0.7m due to mature on 28 July 2010. Interest is charged on this loan at the
Japanese short-term prime rate plus 0.5%.
Other borrowings relate to a loan provided by a minority interest partner totalling £0.5m due to mature on 8 November 2010. Interest
is charged on this loan at the Japanese short-term prime rate plus 0.5%.
The fair value of borrowings and overdrafts approximate to the carrying amount because of the short maturity of these instruments.
Burberry Group PLC annual report 2009/10 109
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
21. Share capital and reserves
Authorised share capital
1,999,999,998,000 (2009: 1,999,999,998,000) ordinary shares of 0.05p (2009: 0.05p) each
Total
Allotted, called up and fully paid share capital
Ordinary shares of 0.05p (2009: 0.05p) each
As at 1 April 2009
Allotted on exercise of options during the year
As at 31 March 2010
As at
31 March
2010
£m
1,000.0
1,000.0
Number
433,137,430
1,887,352
435,024,782
As at
31 March
2009
£m
1,000.0
1,000.0
£m
0.2
–
0.2
77,215 of the 0.05p ordinary shares in issue are held as treasury shares.
A share repurchase programme commenced in January 2005 and since then a total of 79,063,397 ordinary shares have been
repurchased and subsequently cancelled. This represents 15.8% of the original issued share capital at a total cost of £351.8m.
The nominal value of the shares was £39,532 and has been transferred to a capital redemption reserve and the retained earnings have
been reduced by £351.8m since this date. During the year to 31 March 2010, no ordinary shares were repurchased and subsequently
cancelled by the Company.
The cost of own shares held in the Burberry Group ESOP Trusts has been offset against the profit and loss account, as the amounts
paid reduce the profits available for distribution by the Burberry Group and the Company. As at 31 March 2010 the amounts offset
against this reserve are £2.0m (2009: £4.5m). In the year to 31 March 2010 the Burberry Group plc ESOP trust has waived its
entitlement to dividends of £0.2m (2009: £0.3m).
During the year no profits (2009: £0.6m) have been transferred to capital reserves due to statutory requirements of subsidiaries.
The capital reserve consists of non-distributable reserves and the capital redemption reserve arising on the purchase of own shares.
Balance as at 1 April 2008
Other comprehensive income:
Cash flow hedges – losses deferred in equity
Cash flow hedges – losses transferred to income
Foreign currency translation differences
Tax on other comprehensive income
Total comprehensive income for the year
Transfer between reserves
Balance as at 31 March 2009
Other comprehensive income:
Cash flow hedges – gains deferred in equity
Cash flow hedges – losses transferred to income
Foreign currency translation differences
Tax on other comprehensive income
Total comprehensive income for the year
Balance as at 31 March 2010
Other reserves
Foreign
currency
translation
reserve
£m
37.8
–
–
116.7
(4.3)
112.4
–
150.2
–
–
(7.3)
(6.6)
(13.9)
136.3
Capital
reserve
£m
26.6
–
–
–
–
–
0.6
27.2
–
–
–
–
–
Total
£m
58.6
(27.4)
16.7
116.7
(1.2)
104.8
0.6
164.0
0.4
16.9
(7.3)
(11.6)
(1.6)
27.2
162.4
Hedging
reserve
£m
(5.8)
(27.4)
16.7
–
3.1
(7.6)
–
(13.4)
0.4
16.9
–
(5.0)
12.3
(1.1)
110 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
22. Financial commitments
Burberry Group has commitments relating to future minimum lease payments under non-cancellable operating leases on land and
buildings as follows:
Amounts falling due:
Within one year
Between two and five years
After five years
Total
As at
31 March
2010
£m
As at
31 March
2009
£m
70.7
215.8
188.0
474.5
47.0
133.7
115.9
296.6
The financial commitments for operating lease amounts calculated as a percentage of revenue (‘revenue leases’) have been based on
the minimum payment that is required under the terms of the relevant lease. Under certain revenue leases, there are no minimums and
therefore no financial commitment is included in the table above. As a result, the amounts charged to the Income Statement may be
materially higher than the financial commitment at the prior year end.
Where rental agreements include a contingent rental, this contingent rent is generally calculated as a percentage of revenue. Escalation
clauses increase the rental to either open market rent, a stipulated amount in the rental agreement, or by an inflationary index
percentage. There are no significant restrictions imposed by these lease agreements.
The total of future minimum sublease payments to be received under non-cancellable subleases is as follows:
Amounts falling due:
Within one year
Between two and five years
After five years
Total
23. Capital commitments
Capital commitments contracted but not provided for:
– property, plant and equipment
– intangible assets
Total
Land and buildings
As at
31 March
2010
£m
As at
31 March
2009
£m
0.2
1.7
0.6
2.5
–
–
–
–
As at
31 March
2010
£m
As at
31 March
2009
£m
2.7
0.7
3.4
1.2
0.5
1.7
Contracted capital commitments represent contracts entered into by the year end and future work in respect of major capital
expenditure projects where activity has commenced by the year end relating to property, plant and equipment and intangible assets.
Burberry Group PLC annual report 2009/10 111
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
24. Contingent liabilities
Under the GUS Group UK tax payment arrangements, the Group was jointly and severally liable for any GUS liability attributable to the
period of Burberry Group’s membership of this payment scheme. Burberry Group’s membership of this scheme was terminated with
effect from 31 March 2002.
25. Financial risk management
Other than derivatives, the Group’s principal financial instruments, comprise cash and short-term deposits, external borrowings,
trade receivables and payables, arising directly from operations.
The Group’s activities expose it to a variety of financial risks: market risks (including foreign exchange risk, price risk and interest rate
risk), credit risk, liquidity risk and capital risk.
Risk management is carried out by Group Treasury to reduce financial risk and to ensure sufficient liquidity is available to meet
foreseeable needs and to invest in cash assets safely and profitably. This is done in close co-operation with the Group’s operating units.
Group Treasury does not operate as a profit centre and transacts only in relation to the underlying business requirements. The policies
of the Group Treasury department are reviewed and approved by the Board of Directors. The Group uses derivative instruments to
hedge certain risk exposures.
Market risk
Foreign exchange risk
The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures.
The Group’s Income Statement is affected by transactions denominated in foreign currency. To reduce exposure to currency
fluctuations, the Group has a policy of hedging foreign currency denominated transactions by entering into forward foreign exchange
contracts (see note 15). The Group’s accounting policy in relation to derivative instruments is set out in note 2.
The Group’s Treasury risk management policy is to hedge anticipated cash flows in each major foreign currency that qualify as
‘highly probable’ forecast transactions for hedge accounting purposes.
The Group monitors the desirability of hedging the net assets of the overseas subsidiaries when translated into Sterling for
reporting purposes. It has not entered into any specific transactions for this purpose.
At 31 March 2010, the Group has performed sensitivity analysis to determine the effect of non-Sterling currencies
strengthening/weakening by 20% (2009: 20%) against Sterling with all other variables held constant. The effect of translating foreign
currency denominated net debt, receivables, payables and financial instruments at fair value through profit or loss would have
decreased/increased post-tax profit for the year by £0.8m (2009: increased/decreased £7.0m). The effect of translating forward foreign
exchange contracts designated as cash flow hedges and Sterling denominated loans held in overseas subsidiaries would have
decreased/increased equity by £12.5m (2009: £20.0m).
The following table shows the extent to which Burberry Group has monetary assets and liabilities at the year end in currencies other
than the local currency of operation, after accounting for the effect of any specific forward foreign exchange contracts used to manage
currency exposure. Monetary assets and liabilities refer to cash, deposits, borrowings and amounts to be received or paid in cash.
Foreign exchange differences on retranslation of these assets and liabilities are recognised in the Income Statement.
Net foreign currency monetary assets/(liabilities) held in currencies other than the local currency of operation:
Sterling
US Dollar
Euro
Other currencies
Total
Year to
31 March
2010
£m
Year to
31 March
2009
£m
0.9
0.7
(1.9)
–
(0.3)
0.2
(47.8)
(0.8)
(0.5)
(48.9)
112 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
25. Financial risk management (continued)
Price risk
The Group is exposed to employer’s national insurance liability due to the implementation of various employee share incentive schemes.
To reduce exposure to fluctuations in the employer’s national insurance liability due to movements in the Group’s share price, the Group
has a policy of entering into equity swaps at the time of granting share options and awards. The Group does not seek hedge accounting
treatment for equity swaps. The Group monitors its exposure to fluctuations in the employer’s national insurance liability on an ongoing
basis to ensure it remains immaterial.
Cash flow interest rate risk
The Group’s exposure to market risk for changes in interest rates relates primarily to cash, short-term deposits and external borrowings.
The external borrowings are linked to the LIBOR rate, while cash and short-term borrowings are affected by local market rates around
the Group. The borrowings at variable rates expose the Group to cash flow interest rate risk. To manage interest rate risk Burberry
Group manages its proportion of fixed and floating rate borrowings to within limits approved by the Board using interest rate swap
derivatives. The Group entered into an interest rate swap, with a notional principal of US $65m, to convert floating rate borrowings into
fixed rate borrowings, at a fixed interest rate of 3.545%. The interest rate swap was closed out during the current year in line with the
Group’s treasury policy.
The interest rate risk profile of Burberry Group’s fixed and floating rate financial liabilities by currency is as follows:
Sterling
US dollar
Other currencies
Total financial liabilities
As at 31 March 2010
As at 31 March 2009
Floating rate financial
liabilities
£m
Fixed rate financial
liabilities
£m
Floating rate financial
liabilities
£m
Fixed rate financial
liabilities
£m
–
–
1.4
1.4
–
–
–
–
0.1
–
–
0.1
–
45.4
–
45.4
The floating rate financial liabilities at 31 March 2010 and 2009 exclude cash pool overdraft balances of £205.0m (2009: £199.2m).
No interest is payable on all other non-derivative financial liabilities.
At 31 March 2010, if interest rates on Sterling denominated borrowings had been 200 basis points higher/lower (2009: 200 basis points)
with all other variables held constant, post-tax profit for the year would have been £0.1m (2009: £1.7m) lower/higher, as a result of
higher/lower interest expense on floating rate borrowings.
The Group has no other significant floating rate foreign currency borrowings and therefore is not exposed to movements in foreign
currency interest rates.
Credit risk
The Group has no significant concentrations of credit risk. It has policies in place to ensure that wholesale sales of products are made to
customers with an appropriate credit history. Sales to retail customers are made in cash or via major credit cards. In addition, receivables
balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant and default rates have
historically been very low. An ageing of overdue receivables is included in note 13. The maximum credit risk exposure of the Group’s
financial assets at the end of the period is represented by the amounts reported under the corresponding balance sheet headings.
With respect to credit risk arising from other financial assets, which comprise cash and short-term deposits and certain derivative
instruments, the Group’s exposure to credit risk arises from the default of the counterparty with a maximum exposure equal to the
carrying value of these instruments. The Group has policies that limit the amount of credit exposure to any financial institution.
The Group has deposited €0.2m (2009: €2.5m) and CHF 0.3m (2009: CHF 0.3m) which is held as collateral at a number of European banks.
Burberry Group PLC annual report 2009/10 113
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
25. Financial risk management (continued)
Liquidity risk
The Group’s financial risk management policy aims to ensure that sufficient cash is maintained to meet foreseeable needs and close out
market positions. Due to the dynamic nature of the underlying business, Group Treasury aims to maintain flexibility in funding by keeping
committed credit lines available. For further details of this, see note 20.
All short-term trade creditors, accruals, bank overdrafts and borrowings mature within one year or less. The maturity profile of the
carrying amount of non-current financial liabilities, is as follows:
As at 31 March 2010
In more than one year, but not more than two years
In more than two years, but not more than three years
In more than three years, but not more than four years
In more than four years, but not more than five years
In more than five years
Total financial liabilities
As at 31 March 2009
In more than one year, but not more than two years
In more than two years, but not more than three years
In more than three years, but not more than four years
In more than four years, but not more than five years
In more than five years
Total financial liabilities
Non-current
portion of
derivative
financial
liabilities
£m
Other
non-current
financial
liabilities
£m
Total
£m
3.4
0.9
0.7
0.6
0.3
5.9
£m
1.3
0.3
0.4
0.5
7.9
3.2
0.9
0.7
0.6
0.3
5.7
£m
0.9
0.3
0.4
0.5
7.9
10.0
10.4
0.2
–
–
–
–
0.2
£m
0.4
–
–
–
–
0.4
Other non-current financial liabilities principally relate to lease liabilities of £5.5m (2009: £6.6m) and property-related accruals of £nil
(2009: £0.9m).
The Group is in compliance with the financial and other covenants within its committed bank credit facilities.
Capital risk
The Group’s objectives when managing capital (defined as net cash plus equity) are to safeguard the Group’s ability to continue as a
going concern in order to provide returns to shareholders and benefits for other stakeholders, while maintaining a strong credit rating
and headroom and optimising return to shareholders through an appropriate balance of debt and equity funding. The Group manages
its capital structure and makes adjustments to it in light of changes to economic conditions and the strategic objectives of the Group.
26. Employee costs
Staff costs, including directors’ emoluments, incurred during the year are as shown below. The directors’ emoluments, which are
separately disclosed in the Directors’ Remuneration Report on pages 70 to 79, include gains arising on the exercise of share options
and awards and which form part of these financial statements.
Wages and salaries
Social security costs
Share based compensation (all awards and options settled in shares)
Other pension costs (note 18)
Total
Year to
31 March
2010
£m
190.0
27.1
18.1
5.3
240.5
Year to
31 March
2009
£m
170.1
23.8
4.5
4.3
202.7
114 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Employee costs (continued)
The average number of full-time equivalent employees (including executive directors) during the year was as follows:
EMEA
Spain
Americas
Asia Pacific
Rest of the World
Total
Number of employees
Year to
31 March
2010
Year to
31 March
2009
2,285
892
1,285
1,056
90
5,608
2,334
1,211
1,616
999
48
6,208
Share options granted to directors and employees
The share option and award schemes have been valued using the Black-Scholes option pricing model. The Senior Executive Restricted
Share Plan and the Exceptional Performance Share Plan, both of which have market-based performance conditions attached, have
been valued using the Black-Scholes option pricing model with a discount applied to this value, based on information obtained by
running a Monte Carlo simulation model on the scheme.
Where applicable, equity swaps have been entered into to cover future employer’s national insurance liability (or overseas equivalent)
that may arise in respect of these schemes.
Savings-Related Share Option Scheme
In the financial year ended 31 March 2007, a Savings-Related Share Option Scheme (Sharesave) offering Burberry Group plc ordinary
shares was introduced for employees.
On 30 June 2009, further options were granted under this scheme with a three-year and five-year vesting period offered to employees.
The contract commencement date of the grant was 1 September 2009. These options are ordinarily exercisable from 1 September
2012 and 1 September 2014 for the three-year and five-year schemes respectively, with vesting dependent on continued employment,
as well as a saving obligation over the vesting period. The exercise price for these options is calculated at a 20% discount to market
price over the three dealing days preceding the invitation date. Three day averages are calculated by taking middle market quotations
of a Burberry Group plc share from the London Stock Exchange.
The fair value of the options granted in the year has been calculated using a risk-free rate of 2.1%, expected volatility of 44.7% and an
expected dividend yield of 2.7%. The fair value per option for the grant was determined as £2.02. The Burberry share price at the
contract commencement date was £4.89.
Expected volatility was determined by calculating the historic annualised standard deviation of the market price of the shares over a
period of time, prior to the grant, equivalent to the life of the option.
Movements in the number of Sharesave share options in Burberry Group plc shares outstanding and their weighted average exercise
prices are as follows:
Outstanding at 1 April
Granted during the year
Lapsed during the year
Withdrawn during the year
Exercised during the year
Outstanding at 31 March
Exercisable at 31 March
Weighted
average
exercise
price
401.8p
321.0p
395.0p
411.1p
350.0p
383.5p
350.5p
Number
of shares
under
option as at
31 March
2010
1,007,438
410,974
(153,315)
(91,692)
(372,468)
800,937
130
Weighted
average
exercise
price
409.1p
399.0p
427.6p
–
350.5p
401.8p
–
Number
of shares
under
option as at
31 March
2009
989,717
273,308
(253,219)
–
(2,368)
1,007,438
–
Burberry Group PLC annual report 2009/10 115
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Employee costs (continued)
Sharesave options in Burberry Group plc shares outstanding at the end of the year have the following expiry dates and exercise prices:
Option term
23 June 2006 – 28 February 2010
30 March 2007 – 30 September 2010
24 August 2007 – 28 February 2011
28 September 2007 – 31 March 2011
26 June 2008 – 28 February 2012
30 June 2009 – 28 February 2013
30 June 2009 – 28 February 2015
Total
Exercise
price
350.5p
384.5p
505.0p
505.0p
399.0p
321.0p
321.0p
Number
of shares
under
option as at
31 March
2010
130
28,289
108,077
68,872
200,796
332,678
62,095
Number
of shares
under
option as at
31 March
2009
438,267
84,060
152,171
86,911
246,029
–
–
800,937
1,007,438
Burberry Senior Executive Restricted Share Plan 2004 (the RSP)
In June and November 2009, further awards of 5,459,100 and 16,795 ordinary shares respectively were made to executive directors
and management under the RSP (2009: 1,522,064).
In accordance with the rules of the RSP the awards vest in three stages: 50% are exercisable after three years, 25% are exercisable
after four years and 25% are exercisable after five years, subject to the achievement of two performance conditions. Vesting of RSP
shares is based 50% on Burberry’s three year Total Shareholder Return (TSR) relative to peers and 50% on three year growth in profit
before taxation (PBT).
Awards vest in full only if Burberry achieves at least upper quartile TSR compared to its global peers and at least 10% per annum PBT
growth. A proportion of an award (25%) may vest if TSR performance exceeds the median of the peer group or if PBT growth exceeds
3% per annum over three years. The vesting of these awards is also dependent on continued employment over the vesting period. The
exercise price of these share options is £nil.
Obligations under this plan will be met by the issue of ordinary shares of the Company.
Movements in the number of share awards outstanding are as follows:
Outstanding at 1 April
Granted during the year
Lapsed during the year
Exercised during the year
Outstanding at 31 March
Exercisable at 31 March
The weighted average share price at the respective exercise dates in the year was £5.73.
Number
of awards
as at
31 March
2010
6,478,852
5,475,895
Number
of awards
as at
31 March
2009
6,747,078
1,522,064
(1,377,582)
(1,315,138)
(1,265,689)
(475,152)
9,311,476
6,478,852
146,813
277,738
116 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Employee costs (continued)
Share awards outstanding at the end of the year have the following terms:
Term of the award
2 August 2004 – 1 August 2014
21 July 2005 – 20 July 2015
31 January 2006 – 30 January 2016
10 August 2006 – 9 August 2016
1 September 2006 – 31 August 2016
27 November 2006 – 26 November 2016
11 June 2007 – 10 June 2017
21 November 2007 – 20 November 2017
25 June 2008 – 24 June 2018
1 June 2009 – 31 May 2019
8 June 2009 – 7 June 2019
30 June 2009 – 29 June 2019
20 November 2009 – 19 November 2019
Total
Number
of awards
as at
31 March
2010
2,021
87,557
95,339
Number
of awards
as at
31 March
2009
330,860
350,301
254,237
268,666
1,820,819
10,000
13,773
20,000
48,709
1,782,458
1,868,126
298,541
1,357,402
5,376,924
1,500
5,500
11,795
298,541
1,487,259
–
–
–
–
9,311,476
6,478,852
For the following grants made during the year ended 31 March 2010, the fair value for the restricted shares with the PBT performance
condition was determined by applying the Black-Scholes option pricing model. A discount was applied to the restricted shares with the TSR
performance condition, by applying the Monte Carlo model. The fair value for these restricted shares was determined as shown below:
Fair value for the restricted shares
PBT performance condition
TSR performance condition
1 June 2009
8 June 2009
30 June 2009
20 November 2009
£3.81
£2.06
£4.01
£2.17
£4.08
£2.21
£5.69
£3.08
The key factors used in determining the fair value of the awards were as follows:
Weighted average share price at grant date
Exercise price
Life of award
Expected volatility
Risk free interest rate
1 June 2009
8 June 2009
30 June 2009
20 November 2009
£3.81
£nil
£4.01
£nil
£4.08
£nil
£5.69
£nil
Equivalent to
vesting period
Equivalent to
vesting period
Equivalent to
vesting period
Equivalent to
vesting period
46.8%
3.94%
46.9%
3.97%
47.1%
3.76%
47.8%
3.91%
Expected volatility was determined by calculating the historic annualised standard deviation of the market price of the shares over a
period of time, prior to the grant, equivalent to the life of the option.
Burberry Restricted Share Reinvestment Plan
On 21 July 2005 awards in respect of a total of 782,500 ordinary shares were made to senior management under the Restricted Share
Reinvestment Plan.
The awards vested in two stages: 50% were exercisable after three years and the remaining 50% became exercisable after four years.
The vesting of these share awards was dependent on the employee continuing to hold the original IPO RSP shares which were awarded
and which vested on 11 July 2005. The vesting of these share awards was also dependent on continued employment over the vesting
period. The exercise price of these share awards was £nil.
Burberry Group PLC annual report 2009/10 117
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Employee costs (continued)
Movements in the number of share awards outstanding are as follows:
Outstanding at 1 April
Exercised during the year
Outstanding at 31 March
Exercisable at 31 March
The weighted average share price at the respective exercise dates in the year was £4.94.
Term for the outstanding amount of shares is:
Term of the award
21 July 2005 – 21 July 2015
Total
Number
of awards
as at
31 March
2010
278,750
(278,750)
–
–
Number
of awards
as at
31 March
2009
567,500
(288,750)
278,750
–
Number
of awards
as at
31 March
2010
–
–
Number
of awards
as at
31 March
2009
278,750
278,750
The Burberry Senior Executive IPO Share Option Scheme (the IPO Option Scheme)
On 11 July 2002, options in respect of a total of 5,955,198 ordinary shares were made to executive directors and senior management
under the IPO Option Scheme. Participants were granted options with an exercise price equal to the price on flotation, £2.30 per
ordinary share.
The options vested in three stages: 33% were exercisable after one year, 33% were exercisable after two years and the remaining
33% were exercisable after three years. Obligations under this scheme will be met by the issue of ordinary shares of the Company.
Movements in the number of share options outstanding and their weighted average exercise price are as follows:
Outstanding at 1 April
Exercised during the year
Outstanding at 31 March
Exercisable at 31 March
Weighted
average
exercise
price
230.0p
230.0p
230.0p
230.0p
Number
of shares
under
option as at
31 March
2010
392,086
(267,086)
125,000
125,000
Share options outstanding at the end of the year have the following terms and exercise prices:
Option term
11 July 2002 – 11 July 2012
Total
Exercise
price
230.0p
230.0p
Weighted
average
exercise
price
230.0p
–
230.0p
230.0p
Number
of shares
under
option as at
31 March
2010
125,000
125,000
Number
of shares
under
option as at
31 March
2009
392,086
–
392,086
392,086
Number
of shares
under
option as at
31 March
2009
392,086
392,086
118 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Employee costs (continued)
The Burberry Group plc Executive Share Option Scheme 2002
During previous financial years, options were granted to executive directors and senior management in respect of ordinary shares in the
Company under the Executive Share Option Scheme.
The options vested in three stages: 33% were exercisable after one year, 33% were exercisable after two years and the remaining 33%
were exercisable after three years. The vesting of these share options was dependent on continued employment over the vesting period.
Movements in the number of share options outstanding and their weighted average exercise prices are as follows:
Outstanding at 1 April
Exercised during the year
Outstanding at 31 March
Exercisable at 31 March
Weighted
average
exercise
price
325.2p
331.7p
307.6p
307.6p
Number
of shares
under
option as at
31 March
2010
837,762
(611,472)
226,290
226,290
The weighted average share price at the respective exercise dates in the year was £5.82.
Share options outstanding at the end of the year have the following terms and exercise prices:
Option term
13 June 2003 – 12 June 2013
2 August 2004 – 1 August 2014
Total
Exercise
price
258.0p
378.0p
Weighted
average
exercise
price
321.1p
258.0p
325.2p
325.2p
Number
of shares
under
option as at
31 March
2010
132,752
93,538
226,290
Number
of shares
under
option as at
31 March
2009
891,928
(54,166)
837,762
837,762
Number
of shares
under
option as at
31 March
2009
368,583
469,179
837,762
All Employee Share Plan
In previous financial years all employees were offered awards of ordinary shares in the Company at a nil exercise price under an All
Employee Share Plan. All awards vested after three years and the vesting of these share awards was dependent on continued
employment over the vesting period.
These ordinary shares are held in two trusts, being the Burberry Group Share Incentive Plan Trust and the Burberry Group plc ESOP Trust.
Movements in the number of share awards outstanding are as follows:
Outstanding at 1 April
Lapsed during the year
Exercised during the year
Outstanding at 31 March
Exercisable at 31 March
Number
of awards
as at
31 March
2010
141,830
–
(60,727)
81,103
81,103
Number
of awards
as at
31 March
2009
360,200
(27,560)
(190,810)
141,830
141,830
Burberry Group PLC annual report 2009/10 119
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Employee costs (continued)
Share awards outstanding at the end of the year have the following terms:
Term of the award
12 July 2002 – 18 July 2082(1)
30 August 2003 – 18 July 2082(1)
20 August 2004 – 18 July 2082(1)
1 September 2005 – 18 July 2082(1)
Total
Number
of awards
as at
31 March
2010
13,850
15,900
24,650
26,703
81,103
Number
of awards
as at
31 March
2009
20,650
26,300
52,800
42,080
141,830
(1) No date has been specified when awards lapse. The cessation date of the trust in which the awards are held is 18 July 2082.
The Burberry Co-Investment Plan
In previous financial years executive directors and certain senior management were able to defer receipt of all or part of their annual bonus
and invest it in ordinary shares in the Company with up to a 2:1 match based on individual and Group performance during the year.
The matching share awards do not vest for three years and are forfeited if the executive leaves due to resignation within that period.
The exercise price of these share awards is £nil. No awards were made during the year to 31 March 2010 (2009: 1,726,131).
Movements in the number of share awards outstanding are as follows:
Outstanding at 1 April
Granted during the year
Lapsed during the year
Exercised during the year
Outstanding at 31 March
Exercisable at 31 March
The weighted average share price at the respective exercise dates in the year was £6.25.
Share awards outstanding at the end of the year have the following terms:
Term of the award
29 July 2004 – 28 July 2009
21 July 2005 – 20 July 2010
20 June 2007 – 19 June 2012
3 June 2008 – 2 June 2013
Total
Number
of awards
as at
31 March
2010
3,215,009
–
(4,343)
(1,336,640)
Number
of awards
as at
31 March
2009
1,729,589
1,726,131
(26,867)
(213,844)
1,874,026
3,215,009
–
339,721
Number
of awards
as at
31 March
2010
–
–
Number
of awards
as at
31 March
2009
39,173
300,548
147,895
1,726,131
1,149,157
1,726,131
1,874,026
3,215,009
120 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Employee costs (continued)
The Burberry Exceptional Performance Share Plan
In 2007, awards in respect of a total of 4,210,000 ordinary shares were made to executive directors and senior management under
the Exceptional Performance Share Plan which was introduced as a one-off long-term incentive plan.
The awards vest in two stages: 50% are exercisable after three years and 50% are exercisable after four years. The vesting of these
share awards is dependent on two performance conditions. The award is based 50% on relative Total Shareholder Return (TSR) and
50% on growth in profits over the three and four year performance periods to 2010 and 2011. No awards vest unless Burberry’s TSR
exceeds the median of the comparator group or growth in profit before tax and amortisation of goodwill per share (PBT) exceeds 50%
over the four year performance period to 2010 or 75% over the five year performance period to 2011. The vesting of these share
awards is also dependent on continued employment over the vesting period. The exercise price of these share awards is £nil.
Movements in the number of share awards outstanding are as follows:
Outstanding at 1 April
Lapsed during the year
Outstanding at 31 March
Exercisable at 31 March
Share awards outstanding at the end of the year have the following terms:
Term of the award
26 July 2007 – 25 July 2012
21 November 2007 – 25 July 2012
Total
Number
of awards
as at
31 March
2010
Number
of awards
as at
31 March
2009
3,935,000
4,210,000
–
(275,000)
3,935,000
3,935,000
–
–
Number
of awards
as at
31 March
2010
Number
of awards
as at
31 March
2009
3,850,000
3,850,000
85,000
85,000
3,935,000
3,935,000
Burberry Group PLC annual report 2009/10 121
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
27. Business combinations
On 1 October 2009 the Group formed Burberry India Private Limited (Burberry India), a company registered in India, with a third party
company registered in India, Genesis Colors Private Limited. Burberry India will manage all Burberry retail and wholesale distribution
within the Indian market.
Burberry has a 51% interest in the issued share capital of the company, the majority of the voting rights and the power to appoint the
majority of the directors. Burberry India has been consolidated as a subsidiary as at 31 March 2010. The minority interest in the
consolidated net assets of this company has been identified as a separate component of equity.
On 28 January 2010, the Group terminated its franchisee agreement in India and Burberry India acquired the Burberry retailing business
from the terminated franchisee. This business contributed revenues of £0.4m and a loss of £0.3m to the Group for the period from
acquisition to 31 March 2010.
If the business combination had occurred on 1 April 2009, the acquisition would have contributed £2.1m to revenue and an operating
loss of £1.0m for the full year to 31 March 2010.
Details of the net assets acquired and goodwill are as follows:
Cash paid
Total purchase consideration
Fair value of net identifiable assets acquired
Goodwill
£m
2.0
2.0
1.4
0.6
The goodwill arising on the acquisition, which is included in intangible assets, is attributable to the acquisition of the Indian business
assets and the benefits expected from further expansion in this region.
The assets and liabilities arising from the acquisition are as follows:
Inventories
Property, plant and equipment
Receivables
Net identifiable assets acquired
Net identifiable assets acquired attributable to minority interest
Outflow of cash to acquire business, net of cash acquired:
Cash consideration
Direct costs relating to acquisition
Cash outflow on acquisition
Acquiree’s
carrying
amount
£m
Fair value
£m
0.7
1.0
0.3
2.0
0.4
0.8
0.2
1.4
0.7
£m
2.0
–
2.0
122 Burberry Group PLC annual report 2009/10
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
28. Related party transactions
Transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on
consolidation and are not disclosed in this note. The related party transactions relate to total compensation paid to key management,
who are defined as the Board of Directors and certain members of senior management, and a loan from a minority interest partner.
The total compensation paid to key management during the year was as follows:
Salaries and short-term benefits
Post-employment benefits
Share based compensation
Total
Year to
31 March
2010
£m
Year to
31 March
2009
£m
8.6
0.3
4.0
12.9
4.7
0.4
1.8
6.9
The aggregate cost to the Group of the exercise of share options and awards to key management in the year to 31 March 2010 was
£5.2m (2009: £1.5m).
During the year, Mitsui & Co Limited, a minority interest partner in Japan, provided a subsidiary company with a loan totalling £0.5m.
The loan is due to mature on 8 November 2010. Interest is charged on this loan at the Japanese short-term prime rate plus 0.5%.
Burberry Group PLC annual report 2009/10 123
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
29. Principal subsidiaries
Company
EMEA
Burberry Limited
Burberry Italy Retail Limited
The Scotch House Limited(1)
Woodrow-Universal Limited(1)
Burberry France SASU
Burberry (Suisse) SA(1)
Burberry Italy SRL(1)
Burberry (Deutschland) GmbH
Burberry (Austria) GmbH
Burberry Antwerp N.V.
Burberry Czech Rep s.r.o.
Burberry Hungary kft.
Burberry Ireland Limited
Burberry Netherlands BV
Country of incorporation Nature of business
UK
UK
UK
UK
France
Switzerland
Italy
Germany
Austria
Belgium
Czech Republic
Hungary
Ireland
Netherlands
Luxury goods retailer, wholesaler and licensor
Luxury goods retailer
Luxury goods brand and licensor
Textile manufacturer
Luxury goods retailer and wholesaler
Luxury goods retailer
Luxury goods wholesaler
Luxury goods retailer and wholesaler
Luxury goods retailer
Luxury goods retailer
Luxury goods retailer
Luxury goods retailer
Luxury goods retailer
Luxury goods retailer
Burberry Middle East LLC (49%)
United Arab Emirates
Luxury goods retailer and wholesaler
Burberry India Private Limited (51%)
India
Luxury goods retailer and wholesaler
Spain
Burberry (Spain) S.A.
Burberry (Spain) Retail SL
Americas
Burberry Limited
Burberry (Wholesale) Limited
Burberry Canada Inc
Asia Pacific
Burberry Asia Limited
Spain
Spain
USA
USA
Canada
Luxury goods retailer and wholesaler
Luxury goods retailer
Luxury goods retailer
Luxury goods wholesaler
Luxury goods retailer
Hong Kong
Luxury goods retailer and wholesaler
Burberry (Singapore) Distribution Company Pte Ltd Singapore
Luxury goods retailer and wholesaler
Burberry Pacific Pty Ltd
Burberry Korea Limited
Burberry (Taiwan) Co Ltd
Burberry (Malaysia) Sdn. Bhd
Burberry Japan K.K.
Burberry International K.K. (51%)
Burberry Guam, Inc
(1) Held directly by Burberry Group plc.
Australia
Luxury goods retailer and wholesaler
Republic of Korea
Luxury goods retailer and wholesaler
Taiwan
Malaysia
Japan
Japan
Guam
Luxury goods retailer
Luxury goods retailer
Luxury goods retailer, wholesaler and licensor
Luxury goods retailer
Luxury goods retailer
In accordance with Section 410(2)(a) of the Companies Act 2006, the above information is provided solely in relation to principal subsidiaries.
As at 31 March 2010, all principal subsidiary undertakings are wholly owned except where indicated differently above and operate in
the country in which they are incorporated with the exception of Burberry Italy Retail Limited, which operates principally in Italy. All the
subsidiary undertakings have been consolidated as at 31 March 2010. Burberry has a 59% share in profits of Burberry Middle East LLC
and has the power to appoint the majority of directors. Non-operating intermediate holding and financing companies are excluded from
the list above.
Details of all Burberry subsidiaries will be annexed to the next Annual Return of Burberry Group plc to be filed at Companies House.
124 Burberry Group PLC annual report 2009/10
FIVE YEAR SUMMARY
Year to 31 March
Revenue by channel
Retail
Wholesale
Licensing
Total
Revenue by product
Womenswear
Menswear
Non-apparel
Childrenswear
Retail/Wholesale
Licensing
Total
Revenue by destination
Europe
Spain
Americas(1)
Asia Pacific
Rest of World(1)
Retail/Wholesale
Licensing
Total
Profit by channel
Retail/Wholesale
Licensing
Adjusted operating profit(2)
Net interest income/(expense)
Restructuring costs
Goodwill impairment
Store impairments and onerous lease provisions
Negative goodwill
Relocation of headquarters
Project Atlas costs
Treorchy closure costs
Profit/(loss) on ordinary activities before taxation
Tax on profit/(loss) on ordinary activities
Profit/(loss) on ordinary activities after taxation
Margin analysis
Gross margin as percentage of revenue
Retail/Wholesale adjusted operating profit(2) as a percentage
of Retail/Wholesale revenue
Licensing adjusted operating profit(2) as a percentage of
Licensing revenue
Total adjusted operating profit(2) as a percentage of revenue
2006
£m
318.5
343.3
81.1
742.9
£m
249.3
206.2
189.2
17.1
661.8
81.1
742.9
£m
191.5
134.1
177.9
144.6
13.7
661.8
81.1
742.9
£m
96.2
69.4
165.6
2.5
–
–
–
–
–
(11.1)
–
157.0
(50.6)
106.4
%
60.0
14.5
85.6
22.3
2007
£m
410.1
354.1
86.1
850.3
£m
305.5
227.0
211.2
20.5
764.2
86.1
850.3
£m
229.8
151.8
196.5
167.5
18.6
764.2
86.1
850.3
£m
111.7
73.4
185.1
(0.7)
–
–
–
–
–
(21.6)
(6.5)
156.3
(46.1)
110.2
%
61.3
14.6
85.2
21.8
2008
£m
484.4
426.2
84.8
995.4
£m
345.2
247.8
289.7
27.9
910.6
84.8
995.4
£m
291.8
161.6
234.8
189.1
33.3
910.6
84.8
995.4
£m
135.6
70.6
206.2
(6.0)
–
–
–
–
15.1
(19.6)
–
195.7
(60.5)
135.2
%
62.1
14.9
83.3
20.7
2009
£m
629.7
489.2
82.6
2010
£m
748.8
433.6
97.5
1,201.5
1,279.9
£m
412.8
298.4
366.3
41.4
£m
415.5
288.5
419.6
58.8
1,118.9
1,182.4
82.6
97.5
1,201.5
1,279.9
£m
379.8
144.5
308.9
240.0
45.7
£m
408.1
107.1
324.8
282.7
59.7
1,118.9
1,182.4
82.6
97.5
1,201.5
1,279.9
£m
110.1
70.7
180.8
(6.2)
(54.9)
(116.2)
(13.4)
1.7
(7.9)
–
–
(16.1)
11.0
(5.1)
%
55.4
9.8
85.6
15.0
£m
137.7
82.2
219.9
(5.1)
(48.8)
–
–
–
–
–
–
166.0
(83.8)
82.2
%
62.8
11.6
84.3
17.2
(1) Revenue amounts reported for 2009 have been restated on the adoption of IFRS 8 (note 3).
(2) Adjusted for exceptional items.
Burberry Group PLC annual report 2009/10 125
FIVE YEAR SUMMARY CONTINUED
Year to 31 March
Earnings and dividends
Earnings per share – basic
Adjusted earnings per share – basic(1)
Earnings per share – diluted
Adjusted earnings per share – diluted(1)
Dividend per share (on a paid basis)
Diluted weighted average number of ordinary shares in issue
during the year (millions)
Dividend cover (on a paid basis) (2)
As at 31 March
Balance sheet
Fixed assets and other intangible assets
Working capital (excluding cash and borrowings)
Other long-term liabilities
Net operating assets
Goodwill
Deferred consideration for acquisitions
Cash at bank, net of overdraft and borrowings
Taxation (including deferred taxation)
Net assets
Year to 31 March
Cash flow
Adjusted operating profit(1)
Restructuring costs
Goodwill impairment
Store impairments and onerous lease provisions
Negative goodwill
Relocation of headquarters
Project Atlas costs
Treorchy closure costs
Operating profit/(loss)
Depreciation, impairment, amortisation and negative goodwill
Loss/(profit) on disposal of fixed assets and similar
non-cash charges
Fair value (gains)/losses on derivative instruments
Charges in respect of employee share incentive schemes
(Increase)/decrease in inventories
(Increase)/decrease in receivables
Increase/(decrease) in payables
Net cash inflow from operations before capital expenditure
Purchase of tangible and intangible fixed assets
Proceeds from sale of property, plant and equipment
Net cash inflow from operations adjusted for capital
expenditure
(1) Adjusted for exceptional items.
(2) Based on adjusted diluted earnings per share.
2006
pence
per share
2007
pence
per share
2008
pence
per share
2009
pence
per share
2010
pence
per share
22.9
24.7
22.3
24.1
7.0
477.6
3.4
2006
£m
181.2
121.7
(19.2)
283.7
121.2
(11.5)
12.5
(19.3)
386.6
2006
£m
165.6
–
–
–
–
–
(11.1)
–
154.5
24.9
(1.6)
–
7.4
(17.8)
2.2
(21.2)
148.4
(30.7)
3.6
25.2
29.7
24.7
29.1
8.4
446.1
3.5
2007
£m
179.5
136.1
(12.2)
303.4
116.9
(10.0)
(2.8)
(10.6)
396.9
2007
£m
185.1
–
–
–
–
–
(21.6)
(6.5)
157.0
26.7
1.1
–
10.8
(33.4)
(33.8)
32.8
161.2
(34.3)
0.1
31.3
32.4
30.5
31.6
11.0
442.8
2.9
2008
£m
197.8
260.0
(13.7)
444.1
130.1
–
(64.2)
(14.7)
495.3
2008
£m
206.2
–
–
–
–
15.1
(19.6)
–
201.7
32.2
(19.1)
(0.5)
14.3
(122.6)
(29.1)
28.8
105.7
(48.5)
28.3
(1.4)
30.6
(1.4)
30.2
12.0
18.8
35.9
18.4
35.1
12.2
438.1
2.5
441.9
2.9
2009
£m
283.0
221.2
(24.4)
479.8
33.1
–
7.6
23.4
543.9
2009
£m
180.8
(54.9)
(116.2)
(13.4)
1.7
(7.9)
–
–
(9.9)
174.7
2.0
10.7
4.5
55.7
2.1
2.2
242.0
(89.9)
0.1
2010
£m
285.8
61.3
(27.0)
320.1
34.9
–
262.0
(13.5)
603.5
2010
£m
219.9
(48.8)
–
–
–
–
–
–
171.1
60.0
4.2
(11.9)
18.1
87.4
56.2
40.5
425.6
(69.9)
–
121.3
127.0
85.5
152.2
355.7
126 Burberry Group PLC annual report 2009/10
INDEPENDENT AUDITORS’ REPORT
TO THE MEMBERS OF BURBERRY GROUP PLC
We have audited the parent Company financial statements of Burberry Group plc for the year ended 31 March 2010 which comprise
the parent Company Balance Sheet and the related notes. The financial reporting framework that has been applied in their preparation
is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice).
Respective responsibilities of directors and auditors
As explained more fully in the Statement of Directors’ Responsibilities set out on page 80, the directors are responsible for the
preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit the financial
statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to
comply with the Auditing Practices Board’s Ethical Standards for Auditors.
This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with Chapter 3
of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility
for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly
agreed by our prior consent in writing.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements to give reasonable assurance that
the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether
the accounting policies are appropriate to the Company’s circumstances and have been consistently applied and adequately disclosed;
the reasonableness of significant accounting estimates made by the directors; and the overall presentation of the financial statements.
Opinion on financial statements
In our opinion the parent Company financial statements:
• Give a true and fair view of the state of the Company’s affairs as at 31 March 2010;
• Have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
• Have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion:
• The part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the Companies Act
2006; and
• The information given in the Directors’ Report for the financial year for which the parent Company financial statements are prepared
is consistent with the parent Company financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our
opinion:
• Adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received
from branches not visited by us; or
• The parent Company financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement
with the accounting records and returns; or
• Certain disclosures of directors’ remuneration specified by law are not made; or
• We have not received all the information and explanations we require for our audit.
Other matter
We have reported separately on the Group financial statements of Burberry Group plc for the year ended 31 March 2010.
Kim Green (Senior Statutory Auditor)
For and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London, 25 May 2010
Burberry Group PLC annual report 2009/10 127
COMPANY BALANCE SHEET
Fixed assets
Derivative assets
Investments in Group companies
Current assets
Debtors receivable within one year
Debtors receivable after one year
Derivative assets
Cash and cash equivalents
Current liabilities
Creditors payable within one year
Derivative liabilities
Net current liabilities
Total assets less current liabilities
Non current liabilities
Creditors payable after one year
Net assets
EQUITY
Share capital
Share premium
Capital reserve
Hedging reserve
Profit and loss account
Total equity
Note
C
D
D
E
As at
31 March
2010
£m
1.7
1,975.0
1,976.7
As at
31 March
2009
£m
–
1,613.6
1,613.6
1,007.3
743.5
0.8
0.8
3.1
1.5
–
0.4
1,012.0
745.4
F
(2,246.5)
(1,731.8)
–
(1,234.5)
742.2
(0.2)
742.0
0.2
186.1
0.9
4.1
550.7
742.0
F
G
G
G
G
G
G
(1.6)
(988.0)
625.6
–
625.6
0.2
175.9
0.9
3.9
444.7
625.6
The financial statements on pages 128 to 133 were approved by the Board on 25 May 2010 and signed on its behalf by:
John Peace
Chairman
Stacey Cartwright
Executive Vice President, Chief Financial Officer
128 Burberry Group PLC annual report 2009/10
NOTES TO THE COMPANY FINANCIAL STATEMENTS
A. Basis of preparation
Burberry Group plc (‘the Company’) is the parent Company of the Burberry Group. Burberry Group plc is listed on the London Stock
Exchange and its principal business is investment.
Burberry Group is a global luxury goods manufacturer, wholesaler and retailer. Retail/Wholesale revenues are generated by the sale of
luxury goods through Burberry mainline stores, concessions and outlets as well as Burberry franchisees and prestige department stores
globally. Licensing revenues are generated through the receipt of royalties from Burberry’s licensees in Japan and global licensees of
fragrances, eyewear, timepieces and European childrenswear. All of the companies, which comprise Burberry Group, are owned by
the Company either directly or indirectly.
These financial statements have been prepared on a going concern basis under the historical cost convention, with the exception of
financial instruments which are included in the financial statements at fair value, and in accordance with applicable accounting standards
in the United Kingdom and the Companies Act 2006.
B. Accounting policies
The principal accounting policies adopted in the preparation of these financial statements are set out below. These policies have been
consistently applied to all the years presented, unless otherwise stated.
Share schemes
Employees in Burberry Group (including executive directors) receive certain share incentives, relating to Burberry Group plc shares.
The cost of the share incentives is measured with reference to the fair value of the equity instruments awarded at the date of grant.
The Black-Scholes option pricing model is used to determine the fair value of the award made. The impact of performance conditions is
not considered in determining the fair value on the date of grant, except for conditions linked to the price of Burberry Group plc shares
i.e. market conditions. Vesting conditions which relate to non-market conditions are allowed for in the assumptions about the number
of options expected to vest. The estimate of the number of options expected to vest is revised at each balance sheet date.
The cost of the share based incentives are recharged and recognised as an expense over the vesting period of the awards by the entity
which employs the relevant participants. A corresponding increase in equity is recognised.
The proceeds received from the exercise of the equity instruments awarded, net of any directly attributable transaction costs,
are credited to share capital and share premium.
Full disclosures are presented in note 26 of the consolidated financial statements of the Burberry Group.
Dividend distribution
Dividend distributions to Burberry Group plc’s shareholders are recognised as a liability in the period in which the dividends are
approved by the shareholders in the case of final dividends or when they are paid in respect of interim dividends.
Investments in Group companies
Investments in Group companies are stated at cost, less any provisions to reflect impairment in value.
Loans to Group companies are considered to be part of the net investment in the subsidiary and any foreign exchange gain or losses
made on these loans are recognised in the profit and loss account.
Impairment of assets
Assets that have an indefinite useful economic life are not subject to amortisation and are tested annually for impairment. Assets that are
subject to amortisation are reviewed for impairment whenever events or changes in circumstance indicate that the carrying amount may
not be recoverable. An impairment loss is recognised for the amount by which the carrying amount exceeds its recoverable amount.
The recoverable amount is the higher of an asset’s net realisable value and value in use. For the purpose of assessing impairment,
assets are grouped at the lowest levels for which there are separately identifiable cash flows (income-generating units).
Deferred tax
Deferred taxation is recognised as a liability or asset if transactions have occurred at the balance sheet date that give rise to an
obligation to pay more taxation in future, or a right to pay less taxation in future. An asset is not recognised to the extent that the
realisation of economic benefits in the future is uncertain. Deferred tax assets and liabilities are not discounted.
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity
as a deduction, net of tax, from the proceeds.
Burberry Group PLC annual report 2009/10 129
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
B. Accounting policies (continued)
Where the Company purchases its own equity share capital (treasury shares), the consideration paid, including any directly attributable
incremental costs, is deducted from equity attributable to the Company’s equity holders until the shares are cancelled, reissued or
disposed of. Where such shares are subsequently sold or reissued, any consideration received, net of any directly attributable
incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.
Financial instruments
Financial instruments are reported and measured in accordance with FRS 25 and FRS 26 respectively. The Company used the
exemption not to present FRS 25 disclosures in the notes to the entity financial statements as full equivalent disclosures are presented
within the consolidated financial statements.
Foreign currency transactions
Transactions denominated in foreign currencies are translated into Sterling at the exchange rate ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies, which are held at the year end, are translated into Sterling at the
exchange rate ruling at the balance sheet date. Exchange differences on monetary items are recognised in the profit and loss account
in the period in which they arise.
Cash flow statement
The Company is exempt from the requirement to prepare a cash flow statement under FRS 1 (revised 1996) ‘Cash flow statements’,
as it is a part of Burberry Group and the cash flow for the Group is included in the consolidated financial statements of Burberry Group.
Related party transactions
FRS 8, ‘Related Party Disclosures’ requires the disclosure of the details of material transactions and balances between the reporting
entity and related parties. The Company has taken advantage of the exemption under the terms of FRS 8, not to disclose details of
transactions with entities that are part of Burberry Group.
C. Investments in Group companies
Cost
As at 1 April 2008
Additions
Impairment
As at 31 March 2009
Additions
Impairment reversal
Disposals
As at 31 March 2010
£m
1,197.4
557.2
(141.0)
1,613.6
496.8
139.2
(274.6)
1,975.0
The principal subsidiaries of the Burberry Group are listed in note
29
of the Group financial statements.
During the year, previously recognised impairments on certain subsidiary companies totalling £139.2m were reversed through the
profit and loss account in accordance with Financial Reporting Standard 11 ‘Impairment of Fixed Assets and Goodwill’.
Burberry Group sold its investment in a subsidiary company at its pre-impairment book value of £272.0m. Accordingly, the impairment
loss of £137.5m previously recognised in respect of this investment was reversed immediately prior to disposal.
130 Burberry Group PLC annual report 2009/10
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
D. Debtors
Amounts receivable from Group companies
Provision in respect of amounts receivable from Group companies
Net amounts receivable from Group companies
Prepayments and other debtors
Total debtors receivable within one year
Prepayments
Total debtors receivable after one year
Total debtors
As at
31 March
2010
£m
1,011.5
(4.9)
1,006.6
0.7
1,007.3
0.8
0.8
1,008.1
As at
31 March
2009
£m
742.7
–
742.7
0.8
743.5
1.5
1.5
745.0
Included in amounts receivable from Group companies are loans of £88.3m (2009: £93.1m) which are interest bearing. The interest rate
earned is based on relevant national LIBOR equivalents.
The maturity of debtors due after one year is as follows:
Between one and two years
Between two and three years
Between three and four years
Total debtors
E. Cash and cash equivalents
Cash and cash equivalents
Cash at bank and in hand earns interest based on the relevant LIBOR equivalents.
F. Creditors
Unsecured:
Trading balances payable to Group companies
Loan balances payable to Group companies
Accruals and deferred income
Total creditors payable within one year
Accruals
Total creditors payable after one year
Total creditors
As at
31 March
2010
£m
As at
31 March
2009
£m
0.6
0.2
–
0.8
0.7
0.6
0.2
1.5
As at
31 March
2010
£m
3.1
As at
31 March
2009
£m
0.4
As at
31 March
2010
£m
114.7
2,128.9
2.9
As at
31 March
2009
£m
65.4
1,664.8
1.6
2,246.5
1,731.8
0.2
0.2
–
–
2,246.7
1,731.8
Burberry Group PLC annual report 2009/10 131
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
G. Equity
Authorised share capital
1,999,999,998,000 (2009: 1,999,999,998,000) ordinary shares of 0.05p (2009: 0.05p) each
Total
Allotted, called up and fully paid share capital
Ordinary shares of 0.05p (2009: 0.05p) each
As at 1 April 2009
Allotted on exercise of options during the year
As at 31 March 2010
77,215 of the 0.05p ordinary shares in issue are held as treasury shares.
Reconciliation of movement in Company shareholders’ funds
As at 1 April 2008
Retained profit for the year before
dividends paid
Dividends paid
Total recognised loss for the year
Employee share option scheme
– value of share options granted
– exercise of share options
Cash flow hedge loss deferred in equity
Purchase of shares by ESOP trusts
Sale of shares by ESOP trusts
Share
capital
£m
0.2
Share
premium
£m
174.3
Capital
reserve
£m
0.9
–
–
–
–
–
–
–
–
–
–
–
–
1.6
–
–
–
–
–
–
–
–
–
–
–
Profit and loss
account
£m
470.0
27.1
(51.7)
(24.6)
4.5
–
–
(5.4)
0.2
As at 31 March 2009
0.2
175.9
0.9
444.7
Retained profit for the year before
dividends paid
Dividends paid
Total recognised
gain
for the year
Employee share option scheme
– value of share options granted
– exercise of share options
Cash flow hedge gain deferred in equity
Purchase of shares by ESOP trusts
Sale of shares by ESOP trusts
Treasury shares
As at 31 March 2010
–
–
–
–
–
–
–
–
–
–
–
–
–
10.2
–
–
–
–
–
–
–
–
–
–
–
–
–
146.2
(52.5)
93.7
18.1
–
–
(7.5)
2.1
(0.4)
As at
31 March
2010
£m
As at
31 March
2009
£m
1,000.0
1,000.0
1,000.0
1,000.0
Number
433,137,430
1,887,352
435,024,782
Hedging
reserve
£m
(0.1)
–
–
–
–
–
4.0
–
–
3.9
–
–
–
–
–
0.2
–
–
–
£m
0.2
–
0.2
Total
equity
£m
645.3
27.1
(51.7)
(24.6)
4.5
1.6
4.0
(5.4)
0.2
625.6
146.2
(52.5)
93.7
18.1
10.2
0.2
(7.5)
2.1
(0.4)
0.2
186.1
0.9
550.7
4.1
742.0
Profit on ordinary activities, but before dividends payable, was £146.2m (2009: profit of £27.1m). As permitted by section 408 of the
Companies Act 2006, the Company has not presented its own profit and loss account. Dividend disclosures are provided in note 9
of the Group accounts. Audit fee disclosure is provided in note 5 and is borne by a subsidiary.
132 Burberry Group PLC annual report 2009/10
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
G. Equity (continued)
A share repurchase programme commenced in January 2005 and since then a total of 79,063,397 ordinary shares have been
repurchased and subsequently cancelled. This represents 15.8% of the original issued share capital at a total cost of £351.8m.
The nominal value of the shares was £39,532 and has been transferred to a capital redemption reserve and the retained earnings have
been reduced by £351.8m since this date. During the year to 31 March 2010, no ordinary shares were repurchased and subsequently
cancelled by the Company.
The cost of own shares held in the Burberry Group ESOP Trusts has been offset against the profit and loss account, as the amounts
paid reduce the profits available for distribution by the Company. As at 31 March 2010 the amounts offset against this reserve are
£2.0m (2009: £4.5m). In the year to 31 March 2010 the Burberry Group plc ESOP trust has waived its entitlement to dividends of £0.2m
(2009: £0.3m).
The capital reserve consists of non-distributable reserves and the capital redemption reserve arising on the purchase of own shares.
H. Financial guarantees
Burberry Group plc, together with Burberry Limited, Burberry Treasury Limited, Burberry Spain SA, Burberry Asia Limited, Burberry
(Wholesale) Limited (US) and Burberry Limited (US) make up the Guarantor Group for a £200m multi-currency revolving facility
agreement which commenced 16 March 2009 and matures 30 June 2012. The facility was co-ordinated by Lloyds Bank plc (Co-
ordinator and Agent) and the mandated lead arrangers were Lloyds TSB Bank plc and Societe General S.A. both of which had a £40m
commitment. The remaining commitment was provided by Royal Bank of Scotland plc, Abbey National Treasury Services plc, Unicredit
SpA and Caixa D’Estalvis I Pensions De Barcelona, each with a £30m commitment. Interest is currently charged on this loan at LIBOR
plus 2.00% per annum.
The same Guarantor Group supports the £60m multi-currency revolving credit facility provided by HSBC Bank plc, £30m, and Lloyds TSB
Bank plc, £30m, which commenced on 13 June 2008 and matures on 13 June 2011. Interest is charged on each of these facilities at
LIBOR plus 0.95% on drawings less than 50% of the loan principal and at LIBOR plus 1.05% on drawings over 50% of the loan principal.
The fair value of the financial guarantee as at 31 March 2010 is £nil (2009: £nil).
A potential liability may arise in the future if one of the Group members defaults on the loan facility. Each guarantor, including
Burberry Group plc would be liable to cover the amounts outstanding, including principal and interest elements.
I. Employee costs
The Company had no employees during the year to 31 March 2010 (2009: nil).
Burberry Group PLC annual report 2009/10 133
SHAREHOLDER INFORMATION
Shareholder enquiries
Enquiries relating to shareholdings, such as the transfer of
shares, change of name or address, lost share certificates
or dividend cheques, should be referred to the Company’s
Registrar, Equiniti, using the details below:
Equiniti
Aspect House
Spencer Road
Lancing
West Sussex BN99 6DA
Tel: 0871 384 2839
Tel: +44 121 415 7047 (from outside the UK)
Company website
This Annual Report and other information about Burberry,
including share price information and details of results
announcements, are available on the Group’s website at
www.burberryplc.com.
Electronic communication
Shareholders may at any time choose to receive all shareholder
documentation in electronic form via the internet, rather than in
paper format. Shareholders who decide to register for this
option will receive an email each time a shareholder document
is published on the internet. Shareholders who wish to receive
documentation in electronic form should register online at
www.shareview.co.uk.
Equiniti offers a range of shareholder information and services
online at www.shareview.co.uk. A textphone facility for those
with hearing difficulties is available by calling: 0871 384 2266
(or +44 121 415 7028 from outside the UK).
Duplicate accounts
Shareholders who have more than one account due to
inconsistency in account details may avoid duplicate mailings
by contacting Equiniti and requesting the amalgamation of their
share accounts.
American Depositary Receipts (ADRs)
Burberry established a sponsored Level 1 American Depositary
Receipt (ADR) program to enable US investors to purchase ADRs
in US Dollars. Each ADR represents two Burberry ordinary shares.
For queries relating to ADRs in Burberry, please use the
following contact details:
Deutsche Bank Trust Company Americas
c/o American Stock Transfer & Trust Company
Peck Slip Station
PO Box 2050
New York, NY 10272-2050
Email enquiries
DB@amstock.com
Tel: toll free within the US: +1 800 301 3517
Tel: International: +1 (718) 921 8137
Financial calendar
First quarter trading update
Annual General Meeting
First half trading update
Interim results announcement
Third quarter trading update
Second half trading update
Preliminary results announcement
13 July 2010
15 July 2010
13 October 2010
16 November 2010
January 2011
April 2011
May 2011
Dividends
The interim dividend for the financial year ended 31 March 2010
of 3.5p per ordinary share was paid on 4 February 2010. A final
dividend of 10.5p per share has been proposed and, subject to
approval at the Annual General Meeting on 15 July 2010, will be
paid on 5 August 2010 to shareholders on the register at the
close of business on 9 July 2010.
Dividends can be paid by BACS directly into a UK bank
account, with the tax voucher being sent to the shareholders
address. A dividend mandate form is available from Equiniti or
at www.shareview.co.uk.
Record date
9 July 2010
Final date for return of DRIP mandate forms
22 July 2010
Payment date and DRIP purchase
Interim dividend payable
5 August 2010
Expected
February 2011
Dividend Reinvestment Plan
Burberry’s Dividend Reinvestment Plan (DRIP) enables
shareholders to use their dividends to buy further shares in the
Company. Full details of the DRIP can be obtained from Equiniti.
If you would like your final and future dividends to qualify for the
DRIP, completed application forms must be returned to Equiniti
by 22 July 2010.
Dividends payable in foreign currencies
Equiniti are able to pay dividends to shareholders in over 30
countries worldwide through the Overseas Payment Service.
An administrative fee will be deducted from each dividend
payment. Further details can be obtained from Equiniti or
online at www.shareview.co.uk.
The ADR local payment date will be approximately five business days
after the proposed dividend payment date for ordinary shareholders.
134 Burberry Group PLC annual report 2009/10
Shareholder information CONTINUED
Annual General Meeting
Burberry’s Annual General Meeting will be held at the offices of
Slaughter and May at:
One Bunhill Row
London
EC1Y 8YY
on Thursday, 15 July 2010 at 9.30 am.
The Notice of Meeting, together with details of the business to
be conducted at the meeting, is available on the Company’s
website www.burberryplc.com.
The voting results for the 2010 Annual General Meeting,
including proxy votes and votes withheld, will be accessible on
the Company’s website at www.burberryplc.com, shortly after
the meeting.
Share price information
The latest Burberry share price is available on the Group’s
website at www.burberryplc.com.
Share dealing
Burberry Group plc shares can be traded through most banks,
building societies or stock brokers. Equiniti offers a telephone
and internet dealing service. Terms and conditions and details
of the commission charges are available on request.
For telephone dealing please telephone 08456 037 037 between
8.00am and 4.30pm, Monday to Friday, and for internet dealing
visit www.shareview.co.uk/dealing. Shareholders will need their
reference number which can be found on their share certificate.
ShareGift
Shareholders with a small number of shares, the value of which
makes them uneconomic to sell, may wish to consider donating
their shares to charity through ShareGift, a donation scheme
operated by The Orr Mackintosh Foundation (registered charity
1052686). A ShareGift donation form can be obtained from
Equiniti Limited. Further information is available at
www.sharegift.org or by telephone on +44 (0) 20 7930 3737.
Unauthorised brokers (boiler room scams)
Shareholders are advised to be very wary of any unsolicited
advice, offers to buy shares at a discount or offers of free
company reports. These are typically from overseas-based
‘brokers’ who target UK shareholders offering to sell them
what often turn out to be worthless or high-risk shares in US
or UK investments.
More detailed information can be found on the FSA website,
at www.moneymadeclear.org.uk.
If you receive unsolicited investment advice:
• make sure you get the correct name of the person
and organisation
• check that they are properly authorised by the FSA before getting
involved. You can check this by visiting the FSA Register
• the FSA also maintains a list of unauthorised overseas firms
who are targeting, or have targeted, UK investors. This list
can be found at
www.fsa.gov.uk/pages/doing/regulated/law/alerts/
unauthorised.shtml
• any approach from such organisations should be reported to
the FSA using the online form so that this list can be kept up
to date and any other appropriate action can be considered
• inform the Registrar
Registered office
Burberry Group plc
Horseferry House
Horseferry Road
London SW1P 2AW
www.burberryplc.com
Registered in England and Wales
Registered Number 03458224
Burberry Group PLC annual report 2009/10 135
EXECUTIVE TEAM
Executive directors
Angela Ahrendts
Chief Executive Officer
Stacey Cartwright
Executive Vice President
Chief Financial Officer
Senior management
Christopher Bailey
Chief Creative Officer
John Douglas
Senior Vice President
Information Technology
Carol Fairweather
Senior Vice President
Group Finance
Emilio Foa
Senior Vice President
Emerging Markets
Joy Frommer
President, Europe
Stephen Gilbert
Senior Vice President
Retail Development
Andy Janowski
Chief Operations Officer
William Kim
Senior Vice President
Digital Commerce
Andrew Maag
Senior Vice President
Menswear
136
Michael Mahony
Senior Vice President
Commercial Affairs and General Counsel
Sarah Manley
Senior Vice President
Marketing and Communications
Matt McEvoy
Senior Vice President
Strategy and Licensing
Pascal Perrier
President, Asia Pacific
Paul Price
Senior Vice President
Non-Apparel
Reg Sindall
Executive Vice President
Corporate Resources
Michele Smith
Senior Vice President
Womenswear
Mark Taylor
Senior Vice President
Human Resources
Eugenia Ulasewicz
President, Americas