Informa Annual Report 2014

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FY2014 Annual Report · Informa

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UNDERSTANDING
INFORMA

Annual Report
and Financial
Statements 2014

Whilst continuing to deliver
positive results, 2014 was a
year of Measured Change.

This report reviews those
changes and explains what
Informa is and does today.

We outline the Group divisional
structure p8, Group strategy p12,
and explain how our business
model creates value p19.

We highlight how we measure
performance p60, manage
risk p62 and celebrate talent
and entrepreneurialism.

STRATEGIC REPORT
About us
2
4
Chairman’s statement
6 Highlights of the year
8
12 Group Chief Executive’s Review
19 Business model
20 Understanding our Divisions

Informa at a glance

23 Academic Publishing
29 Business Intelligence
35 Global Exhibitions
41 Knowledge & Networking
47 Global Support

52 Business review
56 Financial review
60 Key performance indicators
62 Principal risk factors
66 Corporate responsibility

GOVERNANCE
70 Board of Directors
72 Advisers
73 Directors’ Report
78 Corporate Governance Statement
84 Nomination Committee Report
86 Audit Committee Report
90 Remuneration Report

FINANCIAL STATEMENTS
108 Independent auditor’s report
112 Consolidated Income Statement
113 Consolidated Statement

of Comprehensive Income

114 Consolidated Statement
of Changes in Equity
115 Consolidated Statement
of Financial Position

116 Consolidated Cash Flow Statement
117 Notes to the Consolidated
Financial Statements
186 Company Balance Sheet
187 Notes to the Company

Financial Statements

193 Five Year Summary

COMPANY INFORMATION
194 Legal notice
195 Shareholder information

CONNECTION.
INSIGHT. ADVANTAGE.

Informa’s global portfolio of knowledge, event and information-
based businesses connects people, providing unrivalled access to
high quality, specialist intelligence and links across commercial,
professional and academic communities.
Our content and connectivity deliver insights, networks and
competitive advantage, enabling individuals, organisations and
communities to connect, work smarter and achieve their goals.

ABOUT US

WHO WE ARE
Informa operates at the heart of the Knowledge
and Information Economy. It is one of the world’s
leading business intelligence, academic publishing,
knowledge and events businesses. With more than
6,500 employees globally, it has a presence in
all major geographies, including North America,
South America, Asia, Europe, the Middle East
and Africa.

WHAT WE DO
Informa’s global portfolio of knowledge, event and
information-based businesses connects people,
providing unrivalled access to high quality,
specialist intelligence and links across commercial,
professional and academic communities. At a
Group level we provide the stewardship, strategy
and structure that enable these businesses to
focus on being the very best they can be.

Our ACADEMIC PUBLISHING Division
publishes specialist academic books
and journals. We produce unique,
trusted content by expert authors,
spreading knowledge and promoting
discovery globally. We aim to broaden
thinking and advance understanding,
providing academics and professionals
with a platform to share ideas and
realise their individual potential.

p.23

Informa PLC Annual Report 2014

In BUSINESS INTELLIGENCE we offer
expert analysis of data and information
that delivers unique insights to create
competitive advantage. Across five core
industry sectors, we help our customers
identify new opportunities, understand
and mitigate risk and make better
decisions faster.

p.29

www.informa.comWHY INVEST?
Informa has strong Brands that are well positioned
in attractive markets, providing a framework for
delivering consistent returns. Our business model
is robust and highly cash generative, allowing
us to balance organic investment with targeted
acquisitions and the payment of dividends to
shareholders. This is reflected in the commitment
to grow annual dividends by a minimum of 2% per
annum throughout the period of the 2014-2017
Growth Acceleration Plan.

OUR STRATEGY
The 2014-2017 Growth Acceleration Plan is
Informa’s strategy to accelerate growth and
improve the returns generated across all four
Operating Divisions. It is referred to throughout
this report and covers six key areas:

Operating structure
Management model
Portfolio management
Acquisition strategy
Investment
Funding

In GLOBAL EXHIBITIONS we
connect Groups seeking to identify
new contacts, develop relationships,
improve and expand their business.
We bring communities together to
share information, gain inspiration
and secure new business, creating
platforms for organisations to build
profitable alliances, create value
and drive commercial success.

p.35

In KNOWLEDGE & NETWORKING, we
nurture, build and connect communities
through the exchange of insights and
strategic thinking. We create platforms
online and through face-to-face events
that facilitate learning and networking,
helping people build knowledge, work
smarter and become leaders in their field.

p.41

Annual Report 2014 Informa PLC

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT
CHAIRMAN’S STATEMENT

hen I introduced our last Annual Report,
I marked my fifth year as your Non-
Executive Chairman by highlighting the
significant leadership change at Informa.
Twelve months on, the “wind of change”
has been felt in almost every corner of
the Company.

This change has been led by Stephen A. Carter, who became
your Group Chief Executive at the beginning of 2014. When
Stephen was appointed, his mandate from the Board was
to manage the transition effectively and seek to position the
Group to ensure we are extracting full value from the attractive
markets in which we operate.

I am pleased to report solid progress following an initial
period of Measured Change, which led in mid-2014 to the
announcement of the Growth Acceleration Plan. This plan,
which encapsulates the Group strategy through to 2017,
is explained in detail within this Strategic Report, including
reviews of each of our Operating Divisions.

BUSINESS HIGHLIGHTS
In the last financial year, basic earnings per share rose to 40.3p,
and the Board recommended a final dividend of 12.9p, lifting
the total dividend per share by 2% to 19.3p (2013: 18.9p). This
dividend reflects the Board’s confidence in the strategy and

growth plan put in place by Stephen and his strengthened
management team.

Your new management team has successfully launched and
begun to implement a new growth strategy, whilst maintaining
a disciplined operational focus in our balanced portfolio of
businesses. This has resulted in strong performances in two
of our four Operating Divisions, and renewed focus on growth
and reorganisation at the two remaining business areas.

Global Exhibitions was the highlight, as organic revenue
and profits rose strongly in a healthy Exhibitions market.
This performance was enhanced by a number of targeted
acquisitions, including the Division’s first major foray into the
important US market. This helps to lift the annualised revenue
of Global Exhibitions to around £250m annually, reinforcing
its position as one of the leading Exhibition groups globally.

The Academic Publishing Division also performed well,
delivering consistent organic growth in a benign budgetary
environment. Its success is a testament to the strength of our
academic Brands and our differentiated approach to authors
and customers. Towards the end of the year, we transferred
our Medical Journals business from Business Intelligence
to Academic Publishing. This will add valuable scale to our
journal portfolio and generate cost savings, and should enable
us to target the institutional market with its products much
more effectively.

Informa PLC Annual Report 2014

www.informa.comR
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The Business Intelligence and Knowledge & Networking
Divisions had a more difficult year. Some key end markets
and geographies remain challenging but we also recognised
a need to make changes to the operating structure and focus
of these businesses. This is already under way, following the
appointment of new Divisional Management Teams in 2014,
and I have confidence that we will see steady operational
progress by both businesses through 2015.

Your Board also supports the greater focus within our “fifth”
Division, Global Support. This Division plays an increasingly
important role in generating value across the Group. Management
worked hard to improve our Shared Services function in 2014,
consolidating the number of geographic hubs operated by
the Company and delivering back-office efficiencies.

STRATEGY – 2014–2017 GROWTH
ACCELERATION PLAN
The Board welcomes the commitment to accelerate growth
across the Group. The good long-term growth prospects of
Informa’s markets within the wider Knowledge and Information
Economy give us confidence we can deliver on this ambition.

Our growth priorities were identified as part of an in-depth
review led by Stephen and his senior team shortly after he
became Group Chief Executive in January 2014. This review’s
conclusions provided the blueprint for the 2014–2017 Growth
Acceleration Plan, a new Group strategy announced in July.

I am pleased that the plan will build on our existing strengths
and align the Group more closely to customers. As you will
read elsewhere in this report, the Growth Acceleration Plan
is a comprehensive programme, addressing the operating
structure, management, portfolio discipline, acquisition strategy
and funding of the Group. It includes significant investment
into a range of growth initiatives identified across the Group.

GOVERNANCE
Informa is committed to the highest standards of governance.
The Corporate Governance Statement (pages 78 to 83) outlines
these standards.

At Board level, we added further breadth and depth of
experience in 2014 with the appointment of several new
Non-Executive Directors. This included Gareth Bullock, former
Group Executive Director at Standard Chartered, who was
also appointed Senior Independent Non-Executive Director.

TALENT AND CULTURE
As we invest in various initiatives as part of the Growth
Acceleration Plan and as the shape of the Group evolves,
one constant is the value of our people. It might be a cliché,
but we are a people business. All our achievements are
dependent on the hard work and commitment of our teams
around the globe.

Our Group has a wide array of talented individuals, and we will
invest continually in developing and strengthening this most
valuable of resources. In 2014, Tom Moloney was appointed to
the new post of Director of Talent & Transformation. Tom, the
former Chief Executive of media group EMAP, has significant
experience in change management. His appointment reflects
the importance we place on this aspect of the business.

With people comes culture. At Informa, we believe our culture
is unique, reflecting the value we place on our staff and the
freedom we provide them to innovate, develop and succeed.

This extends to our belief in a balanced and inclusive working
environment, where everyone has an equal opportunity to
participate and flourish. For example, the latest Group statistics
show that more than half of our employees are female (57% in
2014 and 2013).

In terms of remuneration, the role of your Board Remuneration
Committee is to ensure the right balance between short and
long-term rewards. These rewards are linked to value creation
and delivery against our business strategy. Detailed information
on our remuneration approach can be found on pages 90 to 107.

At Informa, our culture also reflects a strong sense of
responsibility towards community and the environment,
something encapsulated in our Group Sustainability Strategy.
This is an area we constantly re-evaluate to see how we can
do more. Later in 2015 we are planning to re-launch this
programme, in a bid to focus our efforts and more closely align
our activities with the core skills and capabilities of the Group.

OUTLOOK
Informa can look forward to the year ahead with confidence.
Our robust and disciplined performance in 2014, combined
with a strengthened management team and simplified
operating model, gives us belief that we can continue to deliver
on market expectations whilst investing in the various growth
initiatives identified across the Group, as part of the broader
Growth Acceleration Plan strategy.

This belief is reflected in the commitment of the Board to raise
the annual dividend by a minimum of 2% through the period
of the Growth Acceleration Plan. This pledge gives strong
visibility to shareholders as we invest in the future growth of
the business. This investment in strengthening the business,
the reorganisation launched in 2014 and the accelerated
momentum of change will, I am confident, create further
value for all our stakeholders in 2015.

DEREK MAPP
CHAIRMAN

www.informa.com

Annual Report 2014 Informa PLC

STRATEGIC REPORT
HIGHLIGHTS OF THE YEAR

FINANCIAL HIGHLIGHTS

Group revenue increased to £1,137m (2013: £1,130m1)

Adjusted operating profit consistent at £334.1m
(2013: £334.7m1)

Adjusted diluted EPS ahead at 40.3p (2013: 40.1p)

Free cash flow strong at £232.5m (2013: £207.8m1)

Total dividend per share increased by 2% to 19.3p;
final dividend of 12.9p (2013: 18.9p)

Non-cash impairment of £219m leads to statutory
pre-tax loss of £31.2m (2013: £115.4m profit1)

1 Restated for the change in accounting for joint ventures (see Note 5).

OPERATIONAL HIGHLIGHTS

2014-2017 Growth Acceleration Plan launched
and implementation under way

Strong organic growth in Global Exhibitions
with revenues up 18.9%; expanding US presence

Differentiated operating model delivering consistent
organic growth in Academic Publishing

Organic decline demands increased market
and customer focus in Business Intelligence

New management at Knowledge & Networking
pursuing community engagement model

Full portfolio review leads to exit from certain
conference businesses and a full provision
for our Chinese Pharmaceutical loans

Balance sheet write down of underperforming
Datamonitor information assets acquired in 2007

Refinanced balance sheet; net debt/EBITDA ratio
within target range of 2.0 to 2.5 times

REVENUE
BY REGION £M

United Kingdom

£149.0m

North America

£416.4m

Continental Europe £235.1m

Rest of world

£336.5m

ASSETS
BY REGION £M

United Kingdom £1,130.2m

North America

£1,334.6m

Continental Europe

£77.3m

Rest of world

£342.4m

Informa PLC Annual Report 2014

www.informa.com

REVENUE

ADJUSTED OPERATING PROFIT

£1,137.0m

+0.6% £334.1m

-0.2%

1,140.0

1,137.0

1,130.0

1,111.1

1,096.1

334.7

334.1

330.5

313.3

290.0

2010

2011

2012

2013

2014

2010

2011

2012

2013

2014

ADJUSTED DILUTED EPS

DIVIDEND PER SHARE

40.3p

+0.5% 19.3p

+2.1%

40.1

40.3

19.3

18.9

18.5

37.6

36.0

32.8

16.8

14.0

2010

2011

2012

2013

2014

2010

2011

2012

2013

2014

Annual Report 2014 Informa PLC

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT
INFORMA AT A GLANCE

ACADEMIC
PUBLISHING

p.23

BUSINESS
INTELLIGENCE

p.29

GLOBAL

EXHIBITIONS

p.35

KNOWLEDGE &

NETWORKING

p.41

WHAT IT DOES
The Academic Publishing Division publishes specialist books and journals.
Operating as the Taylor & Francis Group, it is recognised internationally as
one of the world’s leading education publishers through its five leading
imprints: Taylor & Francis, Routledge, CRC Press, Garland Science and
Cogent OA. It has a portfolio of more than 100,000 book titles and 2,100
journals available in both print and digital formats, across subject areas
within Humanities and Social Sciences, and Science, Technology
and Medicine.

WHAT IT DOES
The Business Intelligence Division provides specialist data,
intelligence and insight to businesses, helping them make better
decisions, gain competitive advantage and enhance return on
investment. It has a portfolio of more than 400 digital subscription
products, providing critical intelligence to niche communities within
five core industry verticals: Pharma & Healthcare, Finance, Maritime
& Law, Technology/Media/Telecoms and Agriculture/Food.

WHAT IT DOES

The Global Exhibitions Division organises transaction-oriented Exhibitions

The Knowledge & Networking Division incorporates all the Group’s

and trade shows, which provide buyers and sellers across different

training, learning, conference, advisory and congress businesses.

industries and communities with a powerful platform to meet face to face,

It organises content-driven events and programmes that provide a

build relationships and conduct business. Informa has a portfolio of over 150

platform for communities to meet, network and share knowledge.

Exhibitions, serving a number of core verticals, including Health & Nutrition,

It runs around 3,000 conferences and training events across the

Beauty, Property & Construction and Pop Culture.

globe each year, covering a range of subject areas, but with a

particular focus on Life Sciences, Technology/Media/Telecoms

(“TMT”)and Finance.

SELECTED BRANDS/PRODUCTS
The Molecular Biology of the Cell, Journal of Natural History, Applied
Economics, Journal of Modern Optics, CMRO – Current Medical
Research & Opinion

SELECTED BRANDS/PRODUCTS
Lloyd’s List, Citeline, Datamonitor Healthcare, Scrip, Sagient, Ovum,
Informa Global Markets, EPFR Global

SELECTED BRANDS/PRODUCTS

Arab Health, Middle East Electricity, Cityscape Global, China Beauty Expo,

SuperReturn, Fund Forum, Bio-Europe, AfricaCom, Broadband World

Vitafoods, World of Concrete, Fan Expo

Series, TV Connect

CONTRIBUTION TO 2014 REVENUE

36%

REVENUE BREAKDOWN

Subscriptions

Copy sales

53%

47%

25%

REVENUE BREAKDOWN

Subscriptions

87%

Copy sales

Advertising

HIGHLIGHTS OF THE YEAR
3.0% organic revenue growth
The number of book titles available passed 100,000
Expansion of open access offering through Cogent OA

HIGHLIGHTS OF THE YEAR

Appointment of Patrick Martell as Divisional Chief Executive
and creation of senior management team
Simplified operating structure via reorganisation into five
market-facing verticals
Targeted investment programme created following in-depth review

HIGHLIGHTS OF THE YEAR

Strong organic revenue growth, +18.9% year-on-year

Appointment of Andrew Mullins as Divisional Chief Executive

Expansion into the US, the single largest Exhibitions market globally

and creation of senior management team

Strengthened position in Real Estate & Construction, Health & Nutrition,

Strong performance in Life Sciences and large-scale Finance events

and Pop Culture

US West Coast TMT operation established and major Internet of

KEY STRATEGIES

Continued growth at, or ahead of, the academic market
Increase revenue from developing markets
Continued expansion of open access offering

KEY STRATEGIES

Positive organic revenue growth run rate by end 2016
Immediate focus on sales and subscription management
Investment in product innovation and format flexibility

KEY STRATEGIES

Continued growth ahead of the Exhibitions market

Positive organic revenue growth run rate by end 2015

Balance fast-growth emerging markets exposure with more mature markets

Migrate from a spot transaction to community engagement model

Enhance customer experience through engagement and technology

Harness technology to drive differentiation in products and marketing

UNDERPINNED BY:
GLOBAL SUPPORT

p.47

The team behind the teams, working effectively to provide the strategy,
stewardship and structure that enable our Operating Divisions to focus
on being the very best they can be.

Strategy & Planning

Talent & Transformation

Finance, Tax & Treasury

Technology

Capital Allocation

Communications

Legal

Intellectual Property

Informa PLC Annual Report 2014

REVENUE BREAKDOWN

17%

Exhibitors

Attendees

Sponsorship

Advertising

79%

10%

22%

Attendees

Sponsorship

Exhibitors

Advertising

60%

23%

15%

Things event launched

KEY STRATEGIES

www.informa.com
ACADEMIC

PUBLISHING

WHAT IT DOES

p.23

BUSINESS

INTELLIGENCE

WHAT IT DOES

The Academic Publishing Division publishes specialist books and journals.

The Business Intelligence Division provides specialist data,

Operating as the Taylor & Francis Group, it is recognised internationally as

intelligence and insight to businesses, helping them make better

one of the world’s leading education publishers through its five leading

decisions, gain competitive advantage and enhance return on

imprints: Taylor & Francis, Routledge, CRC Press, Garland Science and

investment. It has a portfolio of more than 400 digital subscription

Cogent OA. It has a portfolio of more than 100,000 book titles and 2,100

products, providing critical intelligence to niche communities within

journals available in both print and digital formats, across subject areas

five core industry verticals: Pharma & Healthcare, Finance, Maritime

within Humanities and Social Sciences, and Science, Technology

& Law, Technology/Media/Telecoms and Agriculture/Food.

and Medicine.

p.29

GLOBAL
EXHIBITIONS

p.35

KNOWLEDGE &
NETWORKING

p.41

WHAT IT DOES
The Global Exhibitions Division organises transaction-oriented Exhibitions
and trade shows, which provide buyers and sellers across different
industries and communities with a powerful platform to meet face to face,
build relationships and conduct business. Informa has a portfolio of over 150
Exhibitions, serving a number of core verticals, including Health & Nutrition,
Beauty, Property & Construction and Pop Culture.

WHAT IT DOES
The Knowledge & Networking Division incorporates all the Group’s
training, learning, conference, advisory and congress businesses.
It organises content-driven events and programmes that provide a
platform for communities to meet, network and share knowledge.
It runs around 3,000 conferences and training events across the
globe each year, covering a range of subject areas, but with a
particular focus on Life Sciences, Technology/Media/Telecoms
(“TMT”)and Finance.

SELECTED BRANDS/PRODUCTS

The Molecular Biology of the Cell, Journal of Natural History, Applied

Lloyd’s List, Citeline, Datamonitor Healthcare, Scrip, Sagient, Ovum,

Economics, Journal of Modern Optics, CMRO – Current Medical

Informa Global Markets, EPFR Global

SELECTED BRANDS/PRODUCTS
Arab Health, Middle East Electricity, Cityscape Global, China Beauty Expo,
Vitafoods, World of Concrete, Fan Expo

SELECTED BRANDS/PRODUCTS
SuperReturn, Fund Forum, Bio-Europe, AfricaCom, Broadband World
Series, TV Connect

CONTRIBUTION TO 2014 REVENUE

17%

22%

REVENUE BREAKDOWN

Exhibitors

Attendees

Sponsorship

Advertising

79%

10%

Attendees

Sponsorship

Exhibitors

Advertising

60%

23%

15%

Research & Opinion

36%

REVENUE BREAKDOWN

Subscriptions

Copy sales

53%

47%

25%

REVENUE BREAKDOWN

Subscriptions

87%

Copy sales

Advertising

HIGHLIGHTS OF THE YEAR

3.0% organic revenue growth

The number of book titles available passed 100,000

Expansion of open access offering through Cogent OA

HIGHLIGHTS OF THE YEAR

Appointment of Patrick Martell as Divisional Chief Executive

and creation of senior management team

Simplified operating structure via reorganisation into five

market-facing verticals

Targeted investment programme created following in-depth review

KEY STRATEGIES

Continued growth at, or ahead of, the academic market

Increase revenue from developing markets

Continued expansion of open access offering

KEY STRATEGIES

Positive organic revenue growth run rate by end 2016

Immediate focus on sales and subscription management

Investment in product innovation and format flexibility

HIGHLIGHTS OF THE YEAR

Strong organic revenue growth, +18.9% year-on-year
Expansion into the US, the single largest Exhibitions market globally
Strengthened position in Real Estate & Construction, Health & Nutrition,
and Pop Culture

Appointment of Andrew Mullins as Divisional Chief Executive
and creation of senior management team
Strong performance in Life Sciences and large-scale Finance events
US West Coast TMT operation established and major Internet of
Things event launched

KEY STRATEGIES

Continued growth ahead of the Exhibitions market
Balance fast-growth emerging markets exposure with more mature markets
Enhance customer experience through engagement and technology

Positive organic revenue growth run rate by end 2015
Migrate from a spot transaction to community engagement model
Harness technology to drive differentiation in products and marketing

UNDERPINNED BY:

GLOBAL SUPPORT

The team behind the teams, working effectively to provide the strategy,

stewardship and structure that enable our Operating Divisions to focus

p.47

on being the very best they can be.

Strategy & Planning
Talent & Transformation
Finance, Tax & Treasury
Technology

Capital Allocation
Communications
Legal
Intellectual Property

Annual Report 2014 Informa PLC 9

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS

Informa PLC Annual Report 2014

UNDERSTANDING THE INFORMA GROUP

STEWARDSHIP
AND STRUCTURE...

Annual Report 2014 Informa PLC

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING THE INFORMA GROUP
GROUP CHIEF EXECUTIVE’S REVIEW

// The goal is simple but demanding:

progressively to return every part of our
business to growth, and simultaneously to
build the capabilities and platforms needed
for future scale and consistent performance. //

STEPHEN A. CARTER CBE
GROUP CHIEF EXECUTIVE

Informa PLC Annual Report 2014

www.informa.com// In the past year, we have made solid
progress by introducing a simplified
divisional operating model. We also
enhanced the management team,
refinanced our balance sheet and
seized acquisition opportunities. //

// We operate in some of the most
exciting and valuable sectors of
our industry: specialist business
information, must-have academic
content, Exhibitions and events that
are a showcase for different sectors. //

// The market opportunity is reflected

by industry estimates that the
Information Economy, in which
Informa operates, is worth more
than £200bn globally. //

// The Growth Acceleration Plan is
a multi-year strategy to improve
operational performance and better
exploit the growth opportunities in
our core markets. //

n 2014, Informa embarked on a period of
transition. It was a year in which we took
concerted action to enhance our business
performance and strengthen the leadership
team, our operating model and our
corporate culture.

Steadily and surely, we have begun to deliver on this transition,
with two overriding objectives: improving operational fitness,
and creating the conditions for long-term growth.

Since our last Annual Report to shareholders, a long-term
growth strategy has been unveiled, building on the strong
basic foundations of Informa’s Academic Publishing,
Business Intelligence, Global Exhibitions and Knowledge
& Networking Divisions. This Strategic Report provides details
of how this strategy is being implemented through our Group
Business Model (page 19) and via the individual Business
Models of each of the four Operating Divisions (from page 23).

The goal is simple but demanding: progressively to return every
part of our business to growth, and simultaneously to build the
capabilities and platforms needed for future scale and
consistent performance.

In the past year, we have made solid progress by introducing
a simplified divisional operating model. We also enhanced the
management team, refinanced our balance sheet and seized
acquisition opportunities, particularly in the important US
market, to expand our Global Exhibitions business. Together,
these measures will deliver sustainable shareholder returns.

To implement this strategy, we announced the 2014–2017
Growth Acceleration Plan in July of last year.

As part of that plan, we expect the current year to be one of
execution and delivery, positioning Informa for subsequent
growth and improving our ability to operate at scale.

In executing the Growth Acceleration Plan, your management
team will prioritise financial discipline and operational focus,
ensuring that we continue to deliver revenue growth,
consistent underlying profits and positive cash generation.

The full year figures in this report reflect our focused
performance in 2014.

There are significant challenges ahead, and there are areas
of our portfolio that require investment and an injection of
fresh thinking. But the opportunities in the Knowledge and
Information industries far outweigh the risks. And this means
that our management, Informa colleagues and shareholders
can look forward with confidence to the period ahead.

Annual Report 2014 Informa PLC 13

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING THE INFORMA GROUP
GROUP CHIEF EXECUTIVE’S REVIEW (CONTINUED)

MARKET OPPORTUNITY
Informa’s market opportunity, as we reshape the business,
reflects the worldwide expansion of the Knowledge and
Information Economy.

We operate in some of the most exciting and valuable sectors
of our industry: specialist business information, must-have
academic content, and business Exhibitions and events
that are a showcase for different sectors.

Informa benefits from business confidence, itself a by-product
of economic growth, in markets such as the US, in China and
parts of Western Europe such as the UK. We are also exposed
to long-term, predictable, areas of content demand, notably
for the academic journals and content published by Taylor
& Francis. We are also present in emerging markets, where
growth rates remain attractive – albeit volatile. And we are
leaders in specialist business-to-business Exhibitions, where
demand from delegates and exhibitors alike is on the increase.

Your company is, therefore, well placed from a market
perspective. There are countries where we need to be bigger,
notably the US, China, the Middle East and Africa. But our
overall geographic presence is building and gives us a platform.

Nevertheless, this poses a challenge that we began to address
in 2014: have we been operating effectively in all these markets,
with the right mix of assets, the most efficient portfolio and the
right go-to-market strategies? We set out to answer those
questions with a Group-wide review last year. It confirmed the
market opportunities before us: especially given the explosion
in data sharing, business information exchange and demand
for the sort of specialist information that we provide.

The market opportunity is reflected by industry estimates that
the Information Economy, in which Informa operates, is worth
more than £200bn globally. This figure is growing at 2% to 6%
a year, creating significant expansion potential for the Group.
To seize those opportunities, Informa requires a more focused,
growth-oriented and reorganised business proposition. That is
what we started to put in place during 2014 – a year in which
we also delivered solid financial results.

The past year’s results, set out in more detail in the Financial
Review, reflect the attractive nature of the markets in which
we operate. But they also show that we must take a long hard
look at our portfolio; we must maintain our financial discipline;
and we must perform consistently during the coming period
of transition.

FINANCIAL PERFORMANCE
In the 12 months to 31 December 2014, Informa delivered
stable revenues of £1.13bn and adjusted operating profits of
£334.1m. This was a creditable performance given challenging
conditions in some of our markets, particularly impacting
Business Intelligence.

DATA IS THE POWER
BEHIND TODAY’S
BUSINESSES
It has been calculated that in 2013 there
was 4.4ZB of data worldwide.

ZB
A zettabyte (ZB) is 1 followed by 21 zeros
of bytes – that is, a trillion gigabytes.
By 2020, that total is forecast to have
grown to 40ZB. Such numbers are
unimaginably large. We generate useful
information from this mass.

Informa PLC Annual Report 2014

www.informa.comWe generated strong free cash flow of £232.5m – up
from £207.8m in the prior year – as our leading positions
in Academic Publishing and Global Exhibitions offset
volatility in other businesses.

future expansion and accelerated growth in 2014. We concluded
that a revised strategy was required to deliver growth in all our
markets and improve the returns we generate for shareholders.
This was the basis for the Growth Acceleration Plan.

As part of the strategic review undertaken in 2014 and our
annual assessment of the future returns from our businesses
and investments, we reassessed our business portfolio, and
the asset values attached to different businesses. Following
that review, we took a non-cash impairment charge of £219.0m
against our 12 month earnings, which resulted in a statutory
pre-tax loss for the year of £31.2m. This reflects our
determination to be financially prudent, and to continually
reassess our portfolio mix.

Gareth Wright, who was appointed Group Finance Director
during the year, explains the results and divisional performance
in more detail in the Financial Review (pages 56 to 59). But
shareholders can be reassured that our cash generation and
earnings per share remain solid; our balance sheet is strong;
and we have sufficient confidence in the trading outlook to
recommend to the Board an increase to the full year dividend.

In the current year and beyond, several parts of the business
are growing and have the potential to grow faster. And we
believe we have the potential to double in size over the long
term. Given this opportunity, we laid down a roadmap for

2014-2017 GROWTH ACCELERATION PLAN

2014–2017 GROWTH ACCELERATION PLAN
In July of last year, we announced the 2014–2017 Growth
Acceleration Plan, which is a multi-year strategy to improve
operational performance and better exploit the growth
opportunities in our core markets.

As mentioned earlier in this report to shareholders – and in that
of the Chairman – the Growth Acceleration Plan aims to have
all four Operating Divisions delivering a positive organic growth
run rate by the end of 2016.

The Growth Acceleration Plan comprises six core elements:
a new operating structure for the Group; a strengthened
management team; enhanced portfolio management; a
focused acquisition strategy; a new investment programme;
and finally, a new funding model. Given the time that has
elapsed since we first unveiled the Growth Acceleration Plan,
it is worth reminding shareholders about what we are
seeking to do.

MEASURED CHANGE >

ACCELERATED CHANGE >

STRENGTHEN >

– Funding

– Portfolio management

– Targeted mergers and
acquisitions (“M&A”)

– Catch-up investment

OPERATIONAL FITNESS >

– Strategic review

– Operating structure

– Strengthening talent

– Organisational efficiencies

– Internal engagement

ACCELERATE AND SCALE >

– Growth investment

– Performance acceleration

– Return on investment

Annual Report 2014 Informa PLC 15

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING THE INFORMA GROUP
GROUP CHIEF EXECUTIVE’S REVIEW (CONTINUED)

// The 2014–2017 Growth Acceleration Plan is
a multi-year strategy to improve operational
performance and better exploit the growth
opportunities in our core markets. //

1. OPERATING STRUCTURE
Under the operating structure unveiled in July 2014, Informa
now has four market-facing Operating Divisions: Academic
Publishing, Business Intelligence, Global Exhibitions and
Knowledge & Networking.

The four Divisional Chief Executives have formed their own
senior management teams through a mixture of internal
transfers and external recruitment. This leaves each Operating
Division with a well-defined organisational structure and clear
lines of authority and accountability.

I believe, as does the Board and management, that this structure
aligns the Group more closely with the markets it serves. It
improves our customer focus, and will encourage collaboration
within business segments and across geographies. Additionally,
it creates the potential to leverage scale more effectively.

At the Group level, Tom Moloney has joined Informa as
Director of Talent & Transformation, and Alex Roth as Director
of Strategy & Business Planning. Each brings their own
experience to their roles, complementing other internal
appointments made to the Executive Management Team.

The four Operating Divisions are supported by a “fifth” Division:
Global Support, incorporating all central Group functions such
as Shared Services, Information Technology and Finance. As
the Group builds scale globally, the Global Support Division
will become increasingly important in ensuring we maximise
scale efficiencies across process functions and the broader
back office.

2. STRENGTHENED MANAGEMENT TEAM
As I mentioned earlier, Gareth Wright was appointed Group
Finance Director in July, stepping up from his previous role
as Deputy Finance Director. Gareth explains our financial
performance and the impact of balance sheet changes
following our 2014 refinancing on pages 56 to 59 of this report.

At the divisional operating level, we have appointed Patrick
Martell as Chief Executive of Business Intelligence and
Andrew Mullins as Chief Executive of Knowledge &
Networking. They have brought fresh perspective and focus
to our management planning in those businesses, and will
be implementing a range of growth measures during 2015.

As the Chairman highlights in his report, we also added further
valuable experience to the Board in 2014.

3. PORTFOLIO MANAGEMENT
One of the principles behind the Growth Acceleration Plan
is to continually reassess the mix and focus of the Group.
This enables us to ensure we are allocating capital to the right
areas, where the potential to improve returns are greatest.
Our thorough review in 2014 led to a number of key decisions:

transferring the management of the Medical Journals
business from Business Intelligence to Academic
Publishing and several other small assets to Knowledge
& Networking;
creating a single Informa operating centre in Shanghai, China;
considering strategic alternatives for the smaller
Consumer information and forecasting businesses
within Business Intelligence;
fully providing for the loans to the Chinese Pharmaceutical
data business;
closing our conference business in Johannesburg and
events business in Melbourne; and

Informa PLC Annual Report 2014

www.informa.comtaking an impairment against the carrying value of certain
information assets acquired as part of the 2007 Datamonitor
acquisition, including the Consumer portfolio under review.

4. ACQUISITION STRATEGY
As part of the Growth Acceleration Plan, Informa has a targeted
and disciplined acquisition strategy to build scale and capability
across priority industry verticals and geographic markets.

In 2014, acquisition activity was primarily focused on the Global
Exhibitions Division, with a particular emphasis on building our
US presence. This is the largest Exhibitions market in the world
and, consequently, it leads the industry in terms of innovation
and product development.

In August, we acquired Virgo Holdings and its portfolio of
six major Health and Nutrition shows – including SupplySide
West. This event complements our established Vitafoods
Exhibition Brand, which runs the leading equivalent event
in Europe, as well as events in Asia and Latin America.
This confirms Informa’s position as the market leader
in this growing vertical.
In December, we acquired Hanley Wood Exhibitions, with
a portfolio of 17 major Exhibitions and trade shows in
Construction and Real Estate, including World of Concrete
and Greenbuild. This acquisition complements our leading
position within this vertical in Canada, through Brands such
as Construct and the Real Estate Global Forum, and in the
Middle East, through the Cityscape series of events.
More recently, we completed the bolt-on acquisition of the
Orlando MegaCon Consumer Exhibition. This expands our
strong Canadian Fan Expo Pop Culture franchise further into
the US, following the acquisition of the Dallas ComiCon in
2014, strengthening our position in this exciting and fast
growing vertical.

These businesses offer the prospect of strong growth and
good potential for synergies through customer marketing
and geo-cloning. They enhance our existing presence in
each business segment.

With newly acquired businesses, we remain focused on
post-acquisition integration, increasing the attention paid to
businesses after they have been bought, to facilitate a smooth
and efficient transition and ensure potential synergies are
maximised. In our recently acquired businesses, forward
bookings are strong, and World of Concrete (held in February
2015) reported an increase in revenue of more than 20% on
the previous year.

5. ORGANIC INVESTMENT
One of the most significant elements of the Growth Acceleration
Plan is a commitment, over the next three years, to invest up to
£90m in a range of internal projects across the Group. These
initiatives represent a mixture of catch-up investment and
incremental growth projects, falling into four key categories:

People and organisation
Customer engagement and value creation
Product and content refresh
Production agility and scale

The investment programme spans all four Operating Divisions,
as well as the Global Support Division, with a particular
weighting towards Business Intelligence. This Division is
expected to account for about one third of the total spend.

The deployment of capital into these initiatives will be carefully
managed, with each project assessed on its merits and
funds only provided in stages, depending on delivery to
specific targets.

The first priority projects were submitted for funding in January
2015 and the volume of work streams is expected to build
through the year. The Group expects to invest between
£70m and £90m in Growth Acceleration Plan projects
over the next three years, with between £30m and £40m
budgeted for 2015.

It is anticipated that by 2017, the investment programme will
deliver a positive cash return on investment, with a full cash
payback expected the following year.

6. FUNDING
The Group’s ambition is to retain a robust financing framework
for the duration of the 2014–2017 programme, incorporating a
varied and balanced mix of funding sources and maintaining
net debt to earnings before interest, taxes, depreciation and
amortisation (“EBITDA”) within the Group’s target range of 2.0
times to 2.5 times. This will ensure adequate liquidity to fund
all elements of the Growth Acceleration Plan, including the
investment programme and acquisition strategy. Our funding
plan will also allow the Group to meet its stated commitment
to increase annual dividends per share by a minimum of 2%
per annum through the 2014–2017 period.

The first step in delivering this strategy was the refinancing
of the Group’s revolving credit facility in October 2014, with a
maturity of October 2019, and increasing its size from £625m
to £900m at an interest rate of LIBOR +0.6 to 1.2%, depending
on the ratio of actual net debt/EBITDA.

Annual Report 2014 Informa PLC 17

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING THE INFORMA GROUP
GROUP CHIEF EXECUTIVE’S REVIEW (CONTINUED)

// Informa has emerged from the 2014 transition
year with purpose, with performance and with
a clear plan for growth. //

More recently, we raised £207m through the issue of 45m
new shares. This ensured that the Group’s net debt to EBITDA
ratio at year end stood at 2.2 times, within our target range,
providing ongoing flexibility for the pursuit of targeted
acquisitions, in line with the Growth Acceleration Plan
acquisition strategy.

OUR 2015 ROADMAP
I hope to have demonstrated that Informa has emerged from
the 2014 transition year with purpose, with performance
and with a clear plan for growth. We have made a detailed
assessment of our strengths and weaknesses; and we examined
the global markets in which we operate to better understand
our customers and the opportunities for expansion. This led to
our plan for accelerated growth. It is a plan to ensure Informa
achieves its full potential and improves returns for shareholders.

We have begun to put this plan into action. We now have a
simplified operating structure and a strengthened management
team. Our balance sheet is robust, providing flexibility to invest
in the business and pursue acquisitions. We have discipline and
patience. This gives us positive momentum and strong belief
we are on the right path.

The year ahead will see further change as we continue with
the Growth Acceleration Plan. But we also expect to see
steady operational progress, as these changes start to
have a positive impact.

I am confident that our operating discipline will ensure we also
continue to deliver on our promises and, in Year Two of the
Growth Acceleration Plan, assuming current exchange rates
are maintained, we intend to deliver another year of adjusted
earnings growth, alongside our commitment to further dividend
growth and over £30m of investment into the Growth
Acceleration Plan.

This will require discipline and hard work throughout the Group.
It also depends on Informa preserving the best of its past,
and applying its quality franchises and management talent
to a future of sustained, focused growth. We have made an
encouraging start. I firmly believe that all the right ingredients
are in place: we have assets from which to grow; an international
team of talented colleagues; and an increasingly united vision
of what can be achieved.

I would like to thank our shareholders, our customers, our
suppliers and business partners for their support as we
embark on this growth strategy.

STEPHEN A. CARTER CBE
GROUP CHIEF EXECUTIVE

Informa PLC Annual Report 2014

www.informa.comBUSINESS MODEL
Our business model is based on providing oversight, strategy and governance at the centre,
to support the individual business models of each of the autonomous Operating Divisions,
as laid out in the respective sections of this report. Within a strong framework of value
drivers, our goal is to improve returns and sustain shareholder value over the long term.

CORE OFFERING

VALUE DRIVERS

ENABLERS

AS T R U

FR
IN

CE L L E
IN ALL W

X
E

E
C
E D O

RELATIO

E
S

SUSTAINED
SHAREHOLDER
VALUE

TIO

N SIBLY
C TIN G

A L E N T

RELATIONSHIPS &
RESOURCES
Informa’s history is one of forging
strong relationships. Our
communities provide the content
and customer base for many of our
products. Our strong cash flow
and financial headroom provide the
means to invest and grow.

TALENT
Our people are the driving force
behind Informa, delivering
expertise, insight and innovation.
Finding, developing and retaining
talent is pivotal to our success. We
invest to attract, nurture, develop
and reward our talent.

VALUE PROTECTION
Value is protected by the
stewardship of the Group.
Clear strategic direction and a
governance framework provide the
structure within which the Divisions
work. Monitoring of performance
provides feedback to highlight
where an adaptation in approach
may be necessary.

INFRASTRUCTURE
Our global scale and reach enable
the Divisions to bring new products
to existing markets or existing
products into new markets.

The provision of unified, consistent
services drives cost-efficiency
and ensures compliance.

STRATEGY

OPERATING
STRUCTURE
Alignment to markets
served, improving
customer focus,
facilitating leverage of
scale and ensuring
divisional/geographic
collaboration.

MANAGEMENT
MODEL
Maintain a well-defined
organisational structure,
build management
capability and define
clear lines of authority
and accountability.

PORTFOLIO
MANAGEMENT
Continual reassessment
of the mix and focus of
the Group, ensuring
efficient allocation
of capital, to where
the potential returns
are greatest.

ACQUISITION
STRATEGY
Targeted and disciplined
approach, focused on
building scale and
capability across priority
industry verticals and
geographic markets.

INVESTMENT
Commitment to invest
up to £90m over three
years on a range of
internal projects to
accelerate growth
across the Group.

FUNDING
Retain a robust and
flexible financing
framework to fund
investment and
acquisition strategy.

DELIVERED BY OUR DIVISIONS

ACADEMIC
PUBLISHING

BUSINESS
INTELLIGENCE

GLOBAL
EXHIBITIONS

KNOWLEDGE &
NETWORKING

GLOBAL
SUPPORT

Annual Report 2014 Informa PLC 19

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS

UNDERSTANDING OUR DIVISIONS

A PORTFOLIO
OF LEADING
INFORMATION
BUSINESSES...

Annual Report 2014 Informa PLC 21

STRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
22

Informa PLC Annual Report 2014

www.informa.comSTRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
ACADEMIC PUBLISHING

A GLOBAL LEADER
IN EDUCATION

BUSINESS MODEL

CORE OFFERING

VALUE DRIVERS

ENABLERS

The Academic Publishing Division publishes specialist
books and journals. Operating as the Taylor & Francis
Group, it is recognised internationally as one of the world’s
leading education publishers through its five leading
imprints: Taylor & Francis, Routledge, CRC Press, Garland
Science and Cogent OA. Its core strengths include a
catalogue of more than 100,000 book titles and 2,100
peer reviewed journals available in both print and digital
formats, across subject areas within Humanities and
Social Sciences, and Science, Technology and Medicine.

The Division provides academics, researchers and
businesses with the knowledge and information to stay at
the forefront of their fields of expertise, and a publishing
platform to promote new theories and discoveries.

Book and journal titles include The Molecular Biology of
the Cell, Journal of Natural History, Applied Economics,
Journal of Modern Optics and CMRO – Current Medical
Research & Opinion.

This Division accounts for 36% of Informa’s revenue.

WORLD-CLASS CONTENT AND DISTRIBUTION
In the Academic Publishing Division, our goal is to
enhance Academic understanding, through a business
model built around the quality and value of content. For
generations, we have secured loyalty with authors and
customers by delivering high quality, peer reviewed content.

The operating model is differentiated by taking a long-
term view to relationships with authors and institutions,
building trust over many years. The publishing strategy
concentrates on being a leading player in a broad range
of specialist niches. Control of the content and pricing is
key to our success.

In terms of production and distribution, we rely upon a lean
and efficient infrastructure. Where possible, Academic
Publishing centralises processes and harnesses technology
to drive down costs. These processes are designed to
ensure cost-effective production of content and efficient
distribution to end-users. The production process is 100%
digital but the format output is flexible, enabling the Division
to respond to customer requirements.

In this business, customers and their needs come first.
Whether for authors or readers, products are tailored
to demand. In print, online or on demand, content is
searchable and discoverable, and can be purchased
or rented in increasingly innovative ways.

Annual Report 2014 Informa PLC 23

ENHANCE ACADEMIC UNDERSTANDINGDISTRIBUTIONRELIANCETRUST ANDCONTENTPRODUCTIONVALIDATION ANDQUALITY CONTROLVALUE PROTECTIONRELATIONSHIPS & RESOURCESTALENTINFRASTRUCTUREwww.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
ACADEMIC PUBLISHING (CONTINUED)

// The publishing strategy concentrates on being
a leading player in a broad range of specialist
niches. Control of the content and pricing is
key to our success. //

Informa PLC Annual Report 2014

www.informa.comREVENUE

£408.9m
(2013: £407.8m)

ADJUSTED OPERATING PROFIT

£150.0m
(2013: £150.9m)

PROPORTION OF
GROUP REVENUE

36%

MARKET TRENDS

The global academic publishing market is growing
2%–3% annually
Investment in higher education in emerging markets
is a growth opportunity
English remains the primary language of academia
Peer reviewed journals are a validation tool for
academic research
The academic market is seasonal rather than cyclical

STRATEGIC PRIORITIES

Continue to grow at, or ahead of, the academic market
Increase revenue from developing markets
Continue to expand our content database through
expansion of front-list publishing and targeted acquisitions
Increase content origination from developing markets
Remain flexible on format delivery, reflecting
customer demand
Continue to expand open access offering

PERFORMANCE HIGHLIGHTS IN 2014

Organic revenue growth of 3%
More than 5,000 new books published, the highest
number ever produced by the Division
Book catalogue passed 100,000 titles
Expansion of open access offering through Cogent OA
Merger of Medical Journals business into Taylor & Francis

RELIABLE AND CONSISTENT GROWTH
The Academic Publishing Division has grown consistently,
contributing reliable and robust income for the Group. In 2014,
organic revenue growth was 3%.

For the Division, the Books business represents 47% of
revenue. It published more than 5,000 new titles in 2014, taking
the total number of books in the catalogue to over 100,000 in
multiple formats, providing customers with flexibility and choice.
In 2014, 22% of sales were ebooks, up from 20% in 2013.
All front-list titles are available digitally, as well as 60% of
the backlist.

Academic Publishing publishes specialist books in niche
subject areas. Typically sold in relatively low volumes, our
books are highly valued by our customers, who rely
on our author expertise in particular subject areas. Our core
audience ranges from second year undergraduates through
to postgraduates and professional researchers.

Many of the books are one-off studies and remain relevant for
many years. Some are repeatable, updated regularly into new
editions. In 2014, for example, we published the 6th Edition
of one our best-selling textbooks, The Molecular Biology of
the Cell.

The Journals business represents 53% of Academic Publishing
revenue. It publishes more than 2,100 journals, mainly in the
English language, and predominantly in two subject areas:
Science, Technical and Medical, and Humanities and Social
Sciences, where it is the world leader.

This is a digital business, from the front end to the back end.
The journals are produced and published digitally.

Annual Report 2014 Informa PLC 25

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
ACADEMIC PUBLISHING (CONTINUED)

Overall content usage is increasing, reflecting its value and
international relevance, as the global number of students
continues to grow. This also highlights the flexibility of digital
content and the impact that the ability to search, index,
reference and link content has on discoverability.

For all players in the industry, growth depends partly on library
and education budgets, research and development trends and
advances in technology. But investment in higher education
and professional research within developing markets provides
a long-term growth opportunity.

The majority of journals are sold through annual subscriptions.
However, with the recent development in open access models,
Academic Publishing offers authors flexibility in how their
content is used and sold. Through Cogent OA, a leading
portfolio of open access journals is being created. Here,
fees are received for accepted peer reviewed content
which is then available for free at the point of use.

In 2014, Informa transferred its Medical Journals operation
from the Business Intelligence Division to Academic
Publishing. This added 181 titles to the journal portfolio,
increasing the scale and relevance for some customers.
The combination will generate cost savings in 2015 but the
real opportunity lies in accelerating growth and increasing
penetration and usage in the academic sector.

The enlarged Division depends upon a robust and efficient
infrastructure. Processes are centralised where possible
and technology is deployed to improve production speed
and flexibility.

MARKET TRENDS SHAPING GROWTH
In total, the academic market is worth $16bn–$17bn worldwide.
While the market is relatively mature in the developed world,
opportunities for sourcing content and generating revenue
are increasing in emerging markets. In these regions English
continues to grow in importance, being the primary language
of academia.

The structure of the market is characterised by a number of
large-scale players with global reach, including Taylor & Francis.
There is then a broad spectrum of smaller, niche suppliers,
many of whom specialise in a particular subject area.

FUTURE PROSPECTS – CONTENT GROWTH
AND DISCOVERABILITY
For the Division, the US is the single largest market, accounting
for almost 50% of sales in 2014. While it is mature, growth
opportunities exist in the US in unexploited publishing niches,
through increased discoverability and product innovation.

Developing markets have strong growth prospects. Rising
numbers of students, new universities and research and
development all provide attractive underlying expansion
opportunities. As these economies mature, the Division
anticipates growing demand for Humanities and Social
Sciences subject areas. Growing content creation accelerates
in developing regions such as India and China, and greater
regional emphasis on revenue generation should follow.

Across the business, the core customer segment remains the
academic community with academic libraries accounting for
around 75% of revenue. But, increasingly, growth opportunities
are emerging in business and professional markets.

The Division’s performance in 2014 and the prospects for
future growth reinforce its view that content is central to
everything Academic Publishing does. This is the lifeblood
and the currency and will remain the key driver of future
growth. Identifying new niches, re-purposing existing
content, developing new formats, increasing discoverability,
expanding front list, building open access offerings – all
provide opportunities to drive incremental value from content.
The Division is well positioned to benefit from these trends in
2015 and beyond.

// The Division’s performance in 2014 and
the prospects for future growth reinforce
its view that content is central to everything
Academic Publishing does. //

Informa PLC Annual Report 2014

www.informa.comTALENT

BRYAN VICKERY
OPEN ACCESS
DIRECTOR,
COGENT OA

// It’s only with the support
of an organisation like
Informa that we could
have achieved so much
so quickly. //

I joined Taylor & Francis in 2013 to create a new team
and launch a new imprint focused specifically on open
access publishing, having previously been Chief Operating
Officer at a large open access publisher for six years.
My passion is the use of technology to facilitate research
communication and a publishing process that allows
researchers to do what they do best – carry out research.

I have been given the autonomy to set up this new unit
based on my knowledge of how open access works and the
differences to the traditional journal publishing models.
The first year disappeared in the blink of an eye – setting
out the strategy and business plan, creating and testing
the Brand, overseeing our PDF designs (which use a font
designed to be accessible to those with a learning
difficulty), building the editorial boards for our journals,
developing the new functionality that drives our website
and, of course, working with authors on their manuscripts.
In 2014 Cogent OA was born and now publishes 18 journals.

Starting something from scratch is daunting – but having
the chance to critically look at each part of our business is
ultimately rewarding. I’m delighted that many of the things
we do “differently” are already being adopted across the
wider business. It’s only with the support of an organisation
like Informa that we could have achieved so much so
quickly – the can-do approach of so many teams from
across the business and around the world was remarkable.

Annual Report 2014 Informa PLC 27

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
28

Informa PLC Annual Report 2014

www.informa.comSTRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
BUSINESS INTELLIGENCE

SPECIALIST INSIGHT
AND INTELLIGENCE

BUSINESS MODEL

CORE OFFERING

VALUE DRIVERS

ENABLERS

The Business Intelligence Division provides specialist
data, intelligence and insight to businesses around the
world, helping customers to make better decisions faster,
gain competitive advantage and enhance return on
investment. The Division has a portfolio of more than
400 digital subscription products, providing critical
insight and intelligence into niche communities across
five core industry verticals: Pharma & Healthcare, Finance,
Maritime & Law, Telecoms/Media/Technology (“TMT”),
and Agriculture/Food.

Our Brands and products include Lloyd’s List, Citeline,
Datamonitor Healthcare, Scrip, Sagient, Ovum, Informa
Global Markets and EPFR Global.

In total, this Division accounts for 25% of Informa’s revenue.

TURNING INSIGHT INTO ADVANTAGE
In the digital age the volume and range of information
are growing exponentially. As this mass of information
gets larger, extracting insight and intelligence becomes
increasingly valuable. When insight translates into
competitive advantage, it becomes indispensable.

This is at the heart of how our business model in the
Business Intelligence Division creates value. Operating
across five core industry verticals, it supplies intelligence
and insight into niche communities within them.

Its insight and analysis help customers make better
decisions, providing industry intelligence that enables
users to pursue relevant strategies and, ultimately, to
drive a higher return on investment.

Where possible, intelligence is embedded directly into
customers’ workflow. The aim is for the Division’s services
to become an integral part of customers’ daily routine,
whether providing specific news and critical alerts on
developments in a particular market, or sensitivity analysis
on market data. The more integrated it becomes, the more
efficient it is for customers and the more valuable Business
Intelligence becomes to them, making it more difficult to
cancel its product.

Annual Report 2014 Informa PLC 29

PROVIDE HIGHLY SPECIALISED ACTIONABLE INTELLIGENCEDEMANDINCREASE CUSTOMERAND WORKFLOWPRODUCT INNOVATIONIDENTIFYNICHESCREATE RICH DATAAND INSIGHTVALUE PROTECTIONRELATIONSHIPS & RESOURCESTALENTINFRASTRUCTUREwww.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
BUSINESS INTELLIGENCE (CONTINUED)

// Its insight and analysis help customers

make better decisions, providing industry
intelligence that enables users to pursue
relevant strategies and, ultimately, to drive
a higher return on investment. //

Informa PLC Annual Report 2014

www.informa.comREVENUE

£281.7m
(2013: £305.9m)

ADJUSTED OPERATING PROFIT

£75.2m
(2013: £86.8m)

PROPORTION OF
GROUP REVENUE

25%

MARKET TRENDS

Global market over $70bn a year, more than half in
North America
Historical growth rates of 3%–5% per annum, varying
by sector
Growing importance of insight and intelligence for corporate
decision making and compliance/regulation
Large-scale platform players in major sectors; competition
less intense and more specialised within individual niches

STRATEGIC PRIORITIES

Achieve a positive organic growth run rate by end 2016
Focus on five core industry verticals
Improve customer focus and engagement
Immediate focus on subscription management and
reversing customer “churn”
Invest in product innovation and format flexibility

PERFORMANCE HIGHLIGHTS IN 2014
As part of the Growth Acceleration Plan, a major reorganisation
was announced in Business Intelligence. This included:

Appointment of Patrick Martell, former CEO of St Ives,
as Divisional Chief Executive
Strengthened senior management team including key
appointments in sales and content
Simplified operating structure through reorganisation into
five market-facing verticals
Increased focus through transfer of Medical Journals to
Academic Publishing
Targeted investment programme created following
in-depth review

OPERATING AND MARKET FOCUS
The Knowledge and Information Economy is growing rapidly
and the Business Intelligence Division operates at the heart
of it. The Group-wide strategic review undertaken in 2014
confirmed the long-term attractions of these markets and
niches. But the business has struggled to grow in recent
years, with organic revenues contracting by 8.5% in 2014.

In part, this reflects short-term challenges in certain verticals
such as Pharma & Healthcare, but there have also been
some fundamental issues with the structure and focus of
the business. In 2014, Patrick Martell was appointed as
Chief Executive. Patrick was formally CEO of St Ives, the
print services group, where he led its transformation from
a traditional printing press operation to a digital marketing
services group.

Patrick has since appointed his senior management team,
bringing together experienced colleagues from within Informa
alongside a number of external appointments, including in
sales and content.

The new management team immediately set about simplifying
the operating model, pulling together a disparate historical
structure and reorganising into market-facing units focused
on five priority verticals: Finance, Pharma & Healthcare, TMT,
Maritime & Law and Agriculture/Food.

Reflecting this increased focus, the Division announced
that it is considering options for its Consumer information and
forecasting businesses which include Brands such as Verdict.
It is a small player in what is a broad, competitive market.
Given its focus on speciality areas, its presence in Consumer
information remains under review.

The Division also transferred the Medical Journals business to
Academic Publishing. This leaves the Division more focused
on insight and intelligence products, and less on knowledge

Annual Report 2014 Informa PLC 31

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STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
BUSINESS INTELLIGENCE (CONTINUED)

In some sectors, such as Pharma, consolidation has
reduced the number of customers.

A number of large competitors exist within the broader
information market, typically offering platforms in some of the
larger verticals. They tend to compete by offering large volumes
of content but often they lack the depth of content in niches,
where Business Intelligence products are targeted. Within
these specific niches, competition tends to be less intense and
more specialised. Typically the Division only competes with one
or two players and the landscape is fragmented.

The US is by far the biggest market for intelligence products,
reflecting high levels of sophistication and regulation.

FUTURE PROSPECTS – CONTINUING
TRANSFORMATION
The Business Intelligence Division is undergoing a period
of change. It is a business that operates in attractive, growing
markets. It has talented people, good products and established
Brands, many of which are synonymous with their target
market, such as Lloyd’s List, Citeline and Ovum. This provides
a good base on which to build.

It has simplified the operating structure of the business,
removing internal barriers, encouraging collaboration and
focusing on priority business segments. This has reorientated
the business towards its customers. The refocus has been
implemented by a strengthened management team, adding
expertise and experience in relevant areas. All of this the
Division positive momentum as it exits 2014.

In 2015, we will launch a programme of investment through
the Growth Acceleration Plan which will continue throughout
2015. It has identified an array of different projects and
initiatives, all designed to improve its core capabilities and
accelerate growth over time. These range from product
enhancements and workflow integration to customer
engagement and sales management. All bring the Division
closer to its customers and more focused on its
priority markets.

The subscription nature of the business means it will take time
for the changes the Division is making to be reflected on the
bottom line. But it should see operational progress along the
way. This will be evident in the detailed matrix of operating
metrics by which the business is tracked, including improving
subscription renewals, reduced attrition and growing
annualised contract values. It has a target to return to positive
organic growth by the end of 2016. Given the attractive markets
in which it operates and the momentum it is building, the
Business Intelligence Division is well placed to return to
growth over the medium term.

and information. It also gives that business a greater chance
of penetrating the academic institutional market, becoming
part of a much broader journal portfolio.

Subscriptions represent the bulk of revenues in Business
Intelligence. Renewal rates have been under pressure and
this is an immediate focus for new management. A key priority
is to increase the focus on customers and improve engagement
levels throughout the subscription cycle. The Division needs to
be closer to its customers to understand how they are using its
products and additional benefits they could offer. It needs to
to remind them how good the products are and give them
reasons to renew.

At the same time, the Division needs to keep its products best
in class. It has strong Brands but customer demands change
quickly and it needs to be responsive to this, to adapt the way
it supplies content, to personalise its products to suit their
needs. It needs to shift the focus away from information and
news towards intelligence and insight. This is where the added
value lies.

This will require investment and about one third of the funds
from the £70m–£90m Growth Acceleration Plan programme
are earmarked for the Business Intelligence Division. This
will be invested across a range of projects and initiatives.

MARKET TRENDS SHAPING GROWTH
The global market for business information and intelligence is
worth around £70bn, with a historical growth rate of around
3%–5%. Growth rates vary by sector and fluctuate with the
wider macro cycle.

The Division’s direct markets are a subset of this, as it
operates in specific niches. It does not offer broad datasets or
a one-stop shop for information in sectors such as Healthcare.
It offers deep and rich insight into niche verticals. For example,
TrialTrove offers comprehensive, real-time intelligence on clinical
trials globally, covering 180 diseases across eight major
therapeutic areas.

As information and data proliferate and compliance and
regulation grow, intelligence markets become more important.
Decisions have to be justified, investments verified. Intelligence
provides insight and potentially competitive advantage. At this
end of the information market, the outlook is healthy.

Despite these positive long-term trends, in recent years a
number of short-term factors have impacted specific verticals:

In verticals such as Finance and Pharma, macro and secular
pressures have forced companies to focus on cost-efficiency
and protecting the bottom line, ahead of investment.
Procurement teams have gained influence with a remit
to target third party supplier costs. At best, they have
lengthened the lead time for subscriptions; at worst they
have cancelled whole product categories without consulting
internal end users.

Informa PLC Annual Report 2014

www.informa.comTALENT

RUTH JANSSEN
SENIOR CONSULTANT,
EBENCHMARKERS,
BUSINESS
INTELLIGENCE

// As a One Young World
Ambassador, I want to
encourage a positive
impact on our community
and Informa’s Young
Philanthropy syndicate
has helped me to fulfil
this ambition. //

I am a Senior Consultant at eBenchmarkers, part of the
Business Intelligence Division of Informa. We provide
the UK’s leading financial services providers with
powerful strategic insights. My role is very diverse
and it includes responsibilities such as: establishing
strong client relationships, data analysis, writing
reports, delivering tailored workshops, and product
and business development.

Informa has recently given me the opportunity to
participate in the One Young World Conference, which
brings together young leaders from around the globe and
empowers them to develop solutions to some of the world’s
most pressing issues. The people that I have met through
this event, together with Informa’s Young Leaders
Conference, have been very inspiring for me.

As a One Young World Ambassador, I want to encourage
a positive impact on our community and Informa’s
Young Philanthropy syndicate has helped me to fulfil
this ambition. Together with my fellow syndicate members,
we support our charity “Springboard for Children” not
merely through our funding, but more importantly by
sharing our professional skills.

All of these experiences have enabled me to widen
my knowledge and professional skills, ultimately
benefiting my core work. As a result, working for Informa
has significantly supported my personal development.

Annual Report 2014 Informa PLC 33

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34

Informa PLC Annual Report 2014

www.informa.comSTRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
GLOBAL EXHIBITIONS

INTERNATIONAL PLATFORMS
FOR TRADE AND COMMERCE

The Global Exhibitions Division organises Exhibitions and
trade shows, which provide buyers and sellers across related
industries and communities with a platform to meet face to
face, build relationships and conduct business. Informa has
a portfolio of more than 150 Exhibitions, serving a number
of market segments including Health & Nutrition, Beauty,
Property & Construction and Pop Culture.

Our Exhibition Brands include Arab Health, Cityscape,
China Beauty Expo, World of Concrete and Fan Expo.

This Division accounts for 17% of Informa’s revenue.

BUSINESS MODEL

CORE OFFERING

VALUE DRIVERS

ENABLERS

BUILDING PLATFORMS FOR BUYING AND SELLING
The business model in the Global Exhibitions Division
generates value by creating platforms for buyers and
sellers to congregate, network and transact.

Identifying and attracting the right audiences for the
right location is critical. Exhibitors measure the success
of an event through the number of contracts they sign and
the quality of leads they generate. Attracting visitors is
therefore key to the success of Exhibitions, and this often
requires strong relationships with industry associations
and government bodies.

Location is critical to success and so relationships with
venue owners are very important.

Exhibition Brands have value. Well-established events
become the annual destination for an industry to
congregate. Building strong Brands drives competitive
advantage and barriers to entry.

Annual Report 2014 Informa PLC 35

PROVIDE TRADING PLATFORMS IN KEY VERTICALSSPACESELL EXHIBITORATTENDEESATTRACTSCALE ANDGEO-CLONEIDENTIFYNICHESVALUE PROTECTIONRELATIONSHIPS & RESOURCESTALENTINFRASTRUCTUREwww.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
GLOBAL EXHIBITIONS (CONTINUED)

// Informa is a leading player in the
Exhibitions industry, with revenue
close to £250m annually, putting it
among the top organisers globally. //

Informa PLC Annual Report 2014

www.informa.comREVENUE

£200.2m
(2013: £160.2m)

ADJUSTED OPERATING PROFIT

£67.4m
(2013: £50.0m)

PROPORTION OF
GROUP REVENUE

17%

MARKET TRENDS

The Exhibitions market is global and worth around £28bn
It is highly fragmented; the largest operator only has
a 3% market share
The market is dominated by small producers, many
of them entrepreneurs
Exhibitions are well suited to emerging markets

STRATEGIC PRIORITIES

Deliver continued growth ahead of the Exhibitions market
Maintain a portfolio of Exhibitions that achieves a balance
between fast growing emerging markets and more
mature markets
Pursue a targeted and disciplined acquisition strategy
that strengthens Global Exhibitions’ position in priority
verticals and geographies
Enhance the customer experience through engagement
and the use of technology

PERFORMANCE HIGHLIGHTS IN 2014

Strong organic revenue growth, 18.9% year-on-year
Expansion into the US, the single largest Exhibition
market globally
Strengthened position in Real Estate & Construction,
Health & Nutrition, and Pop Culture verticals
Annualised revenue going forward of about £250m,
putting us within the top five

STRONG GROWTH ACROSS MAJOR REGIONS
Exhibitions are platforms for networking and commerce.
Organisers are trusted partners who have the knowledge
and connections to bring communities together effectively.
Identifying and attracting the relevant audience in the right
location for an Exhibition is a key skill. Often this requires strong
relationships with industry associations and government

bodies, whose support is needed to encourage attendance.
For this reason, some new Exhibitions fail to gain traction.
But those that do can build momentum over many years to
become the annual industry meeting point, a must-attend event
for meeting existing customers face to face, identifying new
customers and promoting new products and services.

Ten years ago, Exhibitions did not feature on the corporate
budget for media investment or business development. Today,
Exhibitions are viewed as an essential part of the marketing
mix and one of the most efficient mediums. The return on
investment from exhibiting at the right industry Exhibition is
often extremely high. And it is readily measurable, as both the
costs and the return are visible, with contracts signed on-site
or leads generated that subsequently result in a deal.

Informa is a leading player in the Exhibitions industry, with
revenue close to £250m annually, putting it among the top
organisers globally. This follows a period of rapid growth,
through both organic expansion and a series of targeted
acquisitions. In 2014, the Division reported exceptional organic
growth of 18.9%, reflecting very strong performances from its
larger Exhibitions, particularly in the Middle East and China.

In 2014, Global Exhibitions set out to establish a presence in
the US market, the single largest Exhibition market globally by
some distance. This was an obvious gap in its portfolio and,
given the level of investment and innovation, one that it needed
to fill to be a true global player. It pursued a targeted and
disciplined acquisition strategy to identify US businesses
that would give the Division strong Brands, management
capability and added value to its established position in key
market segments.

This led to a number of high profile acquisitions. In August
it acquired a portfolio of six major trade shows, including
SupplySide West, the leading US Health & Nutrition Exhibition.

Annual Report 2014 Informa PLC 37

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STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
GLOBAL EXHIBITIONS (CONTINUED)

It is highly complementary to its established Vitafoods
franchise. In December, it acquired a portfolio of 17 major
Exhibitions in the Construction & Real Estate segment,
including well-known Brands such as World of Concrete and
Greenbuild. This complements its strong position within this
vertical outside of the US, through leading Brands such as
Construct in Canada and Cityscape in the Middle East. The
Division recently acquired the Orlando MegaCon Consumer
Exhibition, extending its Canadian Fan Expo Pop Culture
franchise to the US.

Following these deals, we have an established position in
most of the major Exhibition markets, including North America,
the Middle East, Brazil, China and Europe. This provides
a framework of relationships, giving detailed insight into
developments in local markets and a capability for geo-cloning
successful Exhibitions.

One of the strengths of Exhibitions is that they provide
businesses with an effective entry into emerging markets.
With relatively little investment, a company can use a local
Exhibition to promote themselves and develop contacts in
an untapped region. Alternatively, the Exhibition might reveal
that the appetite for its products and services is not sufficient
to warrant further investment, or the industry might not yet
have reached sufficient maturity.

A successful Exhibition can be highly profitable. It also creates
a credible Brand and a team with valuable knowledge and data
on the industry it serves. This can be exploited by exporting
the Exhibition to other regions where there may be demand,
leveraging exhibitor relationships to encourage participation,
and then working with local associations and government to
attract relevant visitors. We call this geo-cloning and it is a core
part of our Exhibition strategy. Good examples where we have
geo-cloned a successful Brand to other territories include Arab
Health, Vitafoods, The Anti-Aging Medicine World Congress,
Cityscape and Fan Expo.

Geo-cloning is one way to broaden and deepen the relationship
with exhibitors. It creates an international partnership, as the
Division provides them with platforms to do business in multiple
territories around the world. It is constantly looking for other
ways to extend the relationship with exhibitors beyond the major
annual show. Innovation and development are continuing in the
digital space, using tools such as webinars, social networking,
blogs and white papers to strengthen and deepen the relationship
with exhibitors and visitors to its shows. In the US, one of the
Division’s businesses has developed a “ladder of engagement”
approach for customers, engaging with them on various levels
to build towards the big annual event. In some cases, this is
having a marked impact on new business and retention rates.

MARKET TRENDS SHAPING GROWTH
The Exhibitions market is global and worth around £28bn
per annum. It is highly fragmented – the biggest player only

has a 3% market share – and highly entrepreneurial. Most
shows launched from scratch are created by individuals
who are often part of a community or industry, and see the
need for a meeting point, a gathering to network. Those that
are successful often develop a strong following at a local or
regional level. But often the individual operators reach a size
where taking it to the next level requires investment or an
international capability that it doesn’t have. This is a natural
point when it might look to partner or sell to a larger player
with the resources, expertise and relationships to grow it to the
next level. The combination of fragmentation, entrepreneurial
ownership and underlying Exhibition market growth is driving
merger and acquisition activity in the sector.

Individual shows generally reflect the health of the particular
sector they serve. Immature, growth industries tend to fuel
rapid expansion in Exhibition space as the number of industry
participants proliferates and investment into the sector is high.
Larger and more established shows tend to be more resilient
through economic cycles.

FUTURE PROSPECTS – GEOGRAPHIC AND
VERTICAL EXPANSION
Global Exhibitions continues to look for growth opportunities
by expanding the space rented at existing events, maximising
yield, geo-cloning in new territories, new launches and targeted
acquisitions. In a strong Exhibition industry, free of structural
pressures and at an attractive point in the cycle, all of these
channels should deliver growth.

The Division will also look for incremental value opportunities.
Sponsorship and promotion, digital content and conferences
are just some of the ways it increasingly looks to generate
additional revenue on top of core Exhibition income streams.
The deeper and broader its engagement with customers,
the more value it should generate.

The Division will continue to pursue a proactive, targeted and
disciplined acquisition strategy. It will look to strengthen its
geographic reach and position in core markets, and build
on its leading positions in priority market segments. At the
same time, it constantly looks to identify unexploited markets,
growing industries or derivative verticals that might provide
an opportunity.

Its acquisition strategy is focused on making the most of
businesses once it has bought them. It ensures there is
a smooth integration process and synergies are optimised,
both on the cost side and in relation to revenue.

The Division continues to leverage its global infrastructure
effectively and transfer best practice across the business.

The combination of attractive market and business dynamics
positions the Global Exhibitions Division well for the year
ahead, giving it confidence it can deliver on its ambition
to continue to grow ahead of the wider Exhibition market.

Informa PLC Annual Report 2014

www.informa.comTALENT

RICHARD BROOK
DIVISIONAL
MARKETING
INTEGRATION
DIRECTOR, GLOBAL
EXHIBITIONS

// I spend a lot of time

travelling but the pay-off
is meeting diverse groups
of colleagues who all share
the objective of delivering
successful events. //

I joined Informa in 2006 and I’m currently based in our
Dubai office. Over the years I have been responsible for
marketing activity across a number of our trade and
Consumer Exhibitions as well as being the Exhibition
Director for PALME Middle East and the Middle East
EVENT Show. In my current role as the Divisional
Marketing Integration Director for Global Exhibitions
I support each business within the portfolio in the
development and delivery of successful marketing
strategies. The priority for me right now is driving
change to take advantage of the opportunities
digita transformation offers nimble and forward
thinking businesses.

My job means I spend a lot of time travelling but the
pay-off is meeting diverse groups of colleagues who
all share the objective of delivering successful events.
It’s inspiring to hear of things that have gone well and
communicate this news around the business for others
to benefit. It’s also motivating to join in the brainstorming
sessions when unforeseen challenges get transformed
into opportunities by creative and resourceful minds.

Informa prides itself on being a people business and with
that nurtures a culture of empowerment and innovation
that is rewarding to be part of.

Annual Report 2014 Informa PLC 39

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40

Informa PLC Annual Report 2014

www.informa.comSTRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
KNOWLEDGE & NETWORKING

COMMUNITY ENGAGEMENT
& LEARNING PLATFORMS

The Knowledge & Networking Division incorporates all
the Group’s training, learning, conference, advisory and
congress businesses. It organises content-driven events
and programmes that provide a platform for communities
to meet, network and share knowledge. It runs around
3,000 conferences and training events across the globe
each year, covering a range of subject areas, but with
a particular focus on Life Sciences, TMT and Finance.

Our events include Bio-Europe, SuperReturn,
Funds Forum and the Broadband World Series.

to justify their presence. It is about engagement – both
around an event, providing continuous community
engagement and relevant content, and also at an event,
providing a mechanism to enable attendees to connect
with relevant people and encourage networking.

BUSINESS MODEL

CORE OFFERING

This Division accounts for 22% of Informa’s revenue.

VALUE DRIVERS

ENABLERS

CONNECTING AND ENGAGING COMMUNITIES
The business model in Knowledge & Networking aims to
connect like-minded individuals within a community or
niche and facilitate the sharing of knowledge and insight.
Value lies in content, Brands and networks.

Producing these events well requires a wide range of skills,
knowledge and experience. At one end of the spectrum,
generating attractive content is critical. This is a research-
driven operation: identifying key developments or themes
within communities, attracting relevant and interesting
speakers to bring them to life, and then pulling together
a format and agenda that will engage the audience. This
requires the Division to be an expert in its chosen verticals,
to live and breathe the industry, to build strong relationships
with key decision makers within these communities.

The quality of its content drives its reputation. Engaging
events that attract the best speakers and become a regular
fixture for a community become Brands in their own right.
Industries congregate around them to learn about the
latest developments and network with peers.

At the other end of the spectrum, the Division’s business
is about execution. Co-ordinating events effectively is
complex and time-consuming, with many different
stakeholders to manage, often under time pressure.

Increasingly, producing effective and popular events is
about innovating. The prevalence of free content online
means the attraction of individual speakers is sometimes
not enough. The Division has to add more value for
attendees, providing a better return on investment

Annual Report 2014 Informa PLC 41

CONNECT PEOPLE AND SHARE KNOWLEDGENETWORKINGFACILITATEFORUMSESTABLISHSTRENGTHENRELATIONSHIPSIDENTIFYCOMMUNITIESVALUE PROTECTIONRELATIONSHIPS & RESOURCESTALENTINFRASTRUCTUREwww.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
KNOWLEDGE & NETWORKING (CONTINUED)

// Knowledge & Networking identifies and
frames the business issues of today and
tomorrow, and is deeply connected with
leading industry thinkers and speakers. //

Informa PLC Annual Report 2014

www.informa.comREVENUE

£246.2m
(2013: £256.1m)

ADJUSTED OPERATING PROFIT

£41.5m
(2013: £47.0m)

PROPORTION OF
GROUP REVENUE

22%

MARKET TRENDS

The global events market generates in excess of $200bn
annually, dominated by small operators
The market is cyclical, fluctuating with the wider
economic cycle
Market participants vary, from professional producers
to corporates and not-for-profits
The internet and social media have lowered barriers to
entry, making it easier to identify and target communities

STRATEGIC PRIORITIES

Deliver positive organic growth run rate by the end of 2015
Migrate from a spot transaction to a community
engagement model
Focus and scale around three priority verticals of Finance,
Life Sciences and TMT
Harness technology to drive differentiation in products
and marketing
Focus on large events with strong Brands, multiple
revenue streams and geo-cloning potential

PERFORMANCE HIGHLIGHTS IN 2014

Increased focus by separating Knowledge & Networking
and Global Exhibitions
Appointment of Andrew Mullins as Divisional Chief Executive
and creation of divisional senior management team
Strong performance in Life Sciences and large-scale
Finance events
US West coast TMT operations established and major
Internet of Things event launched
Simplified operating structure and targeted
investment programme

MARKET FOCUS AND PRODUCT INNOVATION
Knowledge & Networking’s business ranges from providing
one-to-one web-training programmes to high intensity small
seminars to large sector-leading international conferences.

Every year Knowledge & Networking creates and runs around
3,000 events. Approximately 80% of its revenue is derived from
conference activity.

Conferences are a content-rich, research-based operation. The
Division identifies and frames the business issues of today and
tomorrow, and is deeply connected with leading industry thinkers
and speakers. It is therefore able to marry high value content with
engaging delivery, connecting those who know with those who
want, or need, to know.

These characteristics are very different from those of an Exhibition
business, where the skill is in building platforms for commerce,
bringing together relevant buyers and sellers to trade. This
is one of the reasons the Group decided to split its Events
Division in two in 2014, creating Global Exhibitions and
Knowledge & Networking.

This split also allows the Division to increase the focus on its
conference and learning activities by breaking out their financials.
It brings the various individually run businesses together to be
run as a cohesive unit, further improving focus and enabling it
to leverage its scale and knowhow more effectively.

In 2014, revenue in Knowledge & Networking was £246.2m,
slightly down on the previous year. This partly reflects the
challenging conditions in markets such as Europe and Australia,
but the historical lack of focus and reluctance to invest and
innovate are also factors.

The Division’s businesses operate across a wide range of
industries. It has set about focusing its efforts into the three
verticals where it has a particularly strong presence and well-
established Brands. These are Finance, Life Sciences, and TMT.

Annual Report 2014 Informa PLC 43

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
KNOWLEDGE & NETWORKING (CONTINUED)

In 2014, Life Sciences performed well, with strong growth across
the EBD Group series of events, as did large-scale Finance events
such as SuperReturn.

This means profitability is sometimes not the main objective,
with companies using conferences as a loss leader to generate
content and fuel other areas of the business.

It is also concentrating its geographic footprint in strategic regions.
It operates in around 80 countries but the reality is that it does not
need presence on the ground in order to exploit the market
opportunity. The majority of its profitability is derived from content
that is generated in the US, the UK and the Middle East. This led
to the expansion of its US presence recently, with the opening of
a West Coast TMT operation. By contrast, the Division believes
that it can become even more effective at exporting ideas and
Brands into smaller markets and this led to the closure of its
Johannesburg office in 2014.

Knowledge & Networking is putting greater emphasis on larger
events, where the rewards are higher and there is the potential to
develop strong Brands that are recognised meeting points for a
community. Examples include Bio-Science within Life Sciences
and the Broadband World Forum within TMT. The top 25%
of events account for around 70% of the Division’s revenue.
Nonetheless, the thousands of smaller conferences and learning
events it runs still have a place as these are where most of the
large events begin. But it can be more targeted and efficient in its
approach to these events, focusing on profitability and verticals
that offer the most potential for growth. This is illustrated by the
ambitious launch of a major Internet of Things event by its new
US TMT operation in 2015.

In 2014, the Division appointed Andrew Mullins as Chief Executive
of this newly established Division. Andrew’s background is in
Brands and content, having previously been Chief Executive
of the Independent and Evening Standard Newspaper Group.

Following the formation of a senior management team, which
includes a blend of internal transfers and external hires, a plan
has been developed to simplify the structure of the business
and further increase its focus. This includes a programme of
investment in a range of organic initiatives as part of the Growth
Acceleration Plan.

MARKET TRENDS SHAPING GROWTH
The global events market is very large, estimated at over $200bn
annually including all formats and varieties.

Market participants vary widely. There are a number of professional
event producers similar to Informa, although none with its depth
and global reach. Some specialise in particular geographies or
sectors while others are generalists, opportunistically targeting
areas of current interest. This includes some of the Exhibition
groups, who produce ad hoc conferences to run in tandem
with trade shows.

Increasingly, other corporates are also organising conferences
and events. Often these are non-core initiatives, designed to
leverage a Brand or support the main focus of the business.

This trend is increasing the level of competition in the event
market. Historically, it was more difficult for these new entrants
to launch events but the internet and the rise of social media
have made it easier, providing readily identifiable communities
and networks to target.

The conference and learning market tends to be cyclical,
reflecting the wider macro economy. The majority of income is
generated through corporate budgets, which mirror the cycle.
Hence, in tough times expenditure on conferences comes under
pressure with less flexibility for spend on delegate fees and
sponsorship. The more established an event and the more
it is viewed as a critical congregation point for a community,
the more resilient it is likely to be.

This cyclical bias is reflected in the recent regional trading
backdrop, with Continental Europe proving particularly tough
and regions such as the US and the Middle East more buoyant.

FUTURE POTENTIAL – CONTINUOUS
COMMUNITY ENGAGEMENT
The conference and training market is dynamic and fast moving.
While it is sensitive to economic conditions, innovative and
cutting-edge events can still perform well throughout the cycle.
If an event is viewed as a “must attend” for a community, it will
always attract an audience.

However, competition is fiercer than ever and relevant content
is increasingly available for free online. This puts the emphasis
on being flexible and innovative, developing alternative income
streams and offering attendees added value through
new initiatives.

In order to achieve this, the Knowledge & Networking Division
needs to evolve its approach to markets and customers and
focus its efforts on attracting them. It needs a fresh approach,
to break free from the mould of the traditional conference and
innovate, harnessing the power of digital technology.

Led by the new management team, this transformation is already
under way. The vision is to become an invaluable, continuous and
timely originator and facilitator of knowledge exchange. This will
be enabled via the creation of year-round, sector-leading interactive
communities, generating insight, engagement and opportunities.
This shifts the relationship with customers from one of a “point
transaction” to one of continuous engagement and partnership.

In the year ahead, the Division will be investing to turn this vision
into reality, improving its digital capabilities and leveraging its
expertise in innovative areas such as Partnering. It will also
continue to increase its focus on priority verticals and geographies
where the potential returns are more attractive. It comes into the
year with positive momentum, giving it confidence it can meet
its target to return to a positive organic growth run rate by the
end of 2015.

Informa PLC Annual Report 2014

www.informa.comTALENT

ANNA CHRISMAN
MANAGING DIRECTOR,
EBD GROUP

I am the Managing Director of the EBD Group, and we are
the leading partnering group for the Life Sciences industry.
When friends and family ask what we do, the shortest
answer is that we provide professional speed dating
for the biotech industry. The slightly longer answer is
that the most innovative biotech companies and large
pharma companies rely on our tools and events to start
partnerships that will bring new medicines to patients.

// Probably the best

aspect of my job is
leading the EBD team,
a group of people with
unmatched attention
to detail and dedication
to the company. //

My job is rewarding on many different levels: providing
value to the Life Sciences industry and working closely
with these incredibly smart executives and scientists is
quite humbling. There is no better reward than when a
company reports important milestones on a promising
drug, and I know that the partnership was initiated at
one of our events.

Also, working in such an international company and in
an industry that doesn’t have borders is fascinating. I am
a German living in California, and on any given day I will
interact with colleagues, partners and clients from China,
Ecuador, Turkey, France, Israel etc.

But probably the best aspect of my job is leading the
EBD team, a group of people with unmatched attention
to detail and dedication to the company. We have a very
dynamic team of strong individuals who are never shy to
speak their mind and get engaged to improve processes
and thus our products.

Annual Report 2014 Informa PLC 45

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46

Informa PLC Annual Report 2014

www.informa.comSTRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
GLOBAL SUPPORT

THE TEAM BEHIND
THE TEAMS

Following the change in operating structure in 2014,
Informa has moved to four Operating Divisions. Their
objective is to deliver the best results in their chosen
markets. Our fifth Division – Global Support – delivers
the support services to make that possible.

Global Support provides functional services, acting as a
facilitator for the Operating Divisions: supplying capital,
improving efficiency, providing strategic advice, ensuring
compliance with regulations etc. As the Group grows in
scale and complexity, Global Support will become more
important in connecting different parts of the Group and
ensuring we run our businesses as efficiently as possible.

Global Support comprises a number of separate functions:
Strategy & Planning, Talent & Transformation, Finance,
Tax & Treasury, Technology, Capital Allocation,
Communications, Legal and Intellectual Property.

STRATEGIC PRIORITIES

Identifying, investing and nurturing internal and external talent
Developing, implementing and supporting Group
strategic direction
Ensuring Informa meets its obligations operationally
and legally
Providing capital for investment in projects and acquisitions
Implementing and supporting best practice in areas such
as compliance, communication, finance and Branding
Co-ordinating business planning and performance
management across the Group
Building trust in the Informa Brand

PERFORMANCE HIGHLIGHTS IN 2014

Re-domicile of head office from Switzerland back to London
Co-ordination of strategic review of Group operations
and markets
Creation of the Executive Management Team
Development of new operating model, providing clear lines
of authority between Group and Operating Divisions
Development of the Growth Acceleration Plan in partnership
with operating Divisions
Successful launch of an employee share matching
scheme, ShareMatch

SIMPLIFIED STRUCTURE, FOCUS AND EFFICIENCY
One of the early tasks for Global Support in 2014 was to
complete the re-domicile of the Group to the UK after four years
in Switzerland. This was a complicated process, pulling on
resources across the Legal, Tax, Finance and Communications
teams. This was part of the strategy to simplify the executive
management structure and business operations of the Group.

To coincide with the return, Informa launched a new Group-
wide employee share scheme. This encourages employees
to invest in the Group, with every two shares bought by an
employee matched by a free one from Group. Prior to the
launch of ShareMatch, share ownership across the Group was
very low, at around 3% of employees. ShareMatch has proved
popular though, with more than 10% of employees now having
signed up in regions where it is currently available.

Early in 2014, Informa launched a Group-wide strategic review,
assessing the attractions and opportunities of the markets
where we operate, and the structure and capabilities across the
Group to exploit them. This was the first time such an in-depth
study had been carried out and it involved detailed data
collection and analysis from all the Operating Divisions. This
process was co-ordinated by a small, central team within the
Strategy function, who worked closely with teams from each
of the Divisions.

The findings from the review provided the basis for the
development of the 2014–2017 Growth Acceleration Plan,
the Group’s new all-encompassing strategy. This was
announced in July and was fully effective from January 2015.
The development of the Growth Acceleration Plan was again
led by the Strategy function, in close collaboration with
members of the Executive Management Team, functional
experts and other divisional representatives. A small project
management team has since been assembled to manage the
implementation and support for the Growth Acceleration Plan
from 2015, with particular focus on the £70m–£90m investment
programme, which is an important component of it.

We worked hard in 2014 to improve the efficiency of our Shared
Service Centre (“SSC”) activities. We consolidated the number
of geographic locations we now operate three hubs, in the UK,
the US and Singapore. This has enabled us to service the
various offices more effectively and improve our cost-efficiency.

Annual Report 2014 Informa PLC 47

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING OUR DIVISIONS
GLOBAL SUPPORT (CONTINUED)

STRATEGY, BUSINESS PLANNING
AND CORPORATE FINANCE
This department is responsible for mapping out business goals
and developing Group-wide strategy. This involves detailed
planning and analysis of market and business trends. It also
includes the identification and pursuit of business development
opportunities and potential acquisitions, all in close partnership
with the Operating Divisions.

CORPORATE COMMUNICATIONS
The Corporate Communications team incorporates the internal
and external communications, investor relations, Brand and
corporate responsibility functions. The team helps manage
internal and external perception of the Group with all our
stakeholders, by defining standards and values, creating
assets and delivering targeted messaging.

On the investor relations side, the team is responsible for
communicating with financial markets, managing shareholder
relationships and attracting new investors to the Group.

GROUP FINANCE, TAX AND TREASURY
The Group Finance function co-ordinates and consolidates
financial and non-financial information from across the Group.
This is used internally by the Operating Divisions, management
and the Board to assess performance, and identify risks
and opportunities.

Group Finance co-ordinates the annual budgeting process,
setting targets for the year ahead and tracking performance
against them. It also acts as the steward of the Group’s capital,
assessing potential investment projects.

Working alongside Group Finance, the Group Tax function
ensures that tax affairs are managed effectively and efficiently,
ensuring compliance with relevant legislation and payment of
tax liabilities. The Group Tax function also ensures we are not
involved in, or party to, any tax practices that could harm the
reputation and trust Informa has gained over many years.

This team also includes the Treasury function which manages
the Group’s debt finances, ensuring we have an attractive cost
of capital and adequate liquidity to satisfy working capital and
other investment requirements.

SHARED SERVICE CENTRES
The three SSCs in the UK, the US and Singapore provide
the powerful back-office support that allows our Divisions the
freedom to focus on their operational roles. By centralising
certain tasks, they can leverage scale to drive efficiency in
cost and process.

Activities include standard financial support such as general
ledger, accounts payable, accounts receivable, payroll,
budgeting, taxation, compliance and forecasting, all of which
feed directly into Group Finance. It is also responsible for
customer operations support ranging from purchase through
to product delivery.

INTELLECTUAL PROPERTY
Informa IP GmbH owns, manages and protects a central portfolio
of intellectual property assets for the collective benefit of the
Group. Creative ideas – whether new products, technology
or Brands – are legally protected to ensure they have the
opportunity to reap their full potential value. The team has
expertise in finance, law, Brand management and protection.

LEGAL
The central Legal team provides expert advice on issues such
as commercial contracts, compliance and corporate transactions.
At both Group and Divisional levels, the Legal team negotiates,
advises and offers general legal support as required. The
Compliance function ensures we meet our legal and regulatory
obligations and act ethically to accepted best practices.

The Company Secretary also sits within this team, ensuring
the maintenance of corporate governance standards.

TALENT, TRANSFORMATION AND TECHNOLOGY
People are at the heart of everything we do at Informa.
Finding and retaining the right calibre of people who share
our values, spirit and ambition is a vital component of the
Group’s future success.

Our Human Resource teams manage this process effectively,
working closely with management to build the most effective
teams across the Group, adding new skills and expertise where
required, while nurturing and developing existing talent.

When we acquire companies, we take great care to ensure
a smooth integration so that the transition for new colleagues
is a positive one. We assign an Integration Officer to each
transaction for this purpose, who acts as an interface for
communication and process management.

Technology is another core element of our strategy, both at
Group and Divisional level. From a product standpoint, we
are essentially a digital company, with technology woven
into the fabric of most of the products and services we offer.
We also employ cutting-edge technologies such as powerful
customer relationship management platforms, finance systems
and marketing tools to maximise efficiency.

Informa PLC Annual Report 2014

www.informa.comTALENT

LINDA CLARK
REPORTING
ACCOUNTANT,
UK SSC

// Informa has been

supportive and allowed
me to progress my career
by providing experience
and knowledge. //

I started working at Informa’s UK Shared Service Centre
in April 2007 as a Finance Administrator working on
the publishing royalties for Taylor & Francis. Informa
supported me through my AAT qualification by giving
me the opportunity to take on additional tasks to develop
my accounting skills. I continued my studies after AAT
by pursuing my ACCA qualification, again supported
by Informa.

I then moved into an accounting role where I prepared
the balance sheet reconciliations and the management
accounts for the UK SSC and Technology departments,
which progressed into the role of Assistant Business
Analyst. This gave me exposure to rolling forecasts and
budgeting. In 2014 I became ACCA qualified and stepped
into a Senior Accountant role supporting Knowledge &
Networking’s Technology, Media and Telecoms business,
where I developed my role further and gained
understanding of another Informa business.

My most recent promotion to Reporting Accountant
continues to provide new challenges and further career
development such as the responsibility for managing staff.
Informa has been supportive and allowed me to progress
my career by providing experience and knowledge. The
Company is exciting and varied, which can only continue
to provide opportunities in the future.

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50

Informa PLC

UNDERSTANDING 2014 PERFORMANCE

SUSTAINED
VALUE DURING
MEASURED
CHANGE...

Annual Report 2014 Informa PLC 51

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STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
BUSINESS REVIEW

These results, achieved against
significant currency headwinds,
deliver on our promise of improved
earnings, increased dividends and
stronger cash flow in 2014.

To have achieved this outcome whilst
implementing the first phase of our
Growth Acceleration Plan – which
included a new operating structure,
balance sheet refinancing and several
targeted acquisitions - is a testament
to the quality of our people, improved
operating discipline and a growing
international presence. The underlying
business performance, combined with
initial momentum from our growth
strategy, underpins the proposed
increase to the final dividend.

In 2014, we conducted a detailed
portfolio review, leading to increased
focus and simplification of our
business operations. A review
of our balance sheet has also
led to the write down of certain
underperforming Datamonitor assets.
Following a year of Measured Change,
we are now focused on accelerating
growth in all four Operating Divisions.
Assuming current exchange rates
persist, in 2015 we intend to deliver
another year of adjusted EPS growth
alongside our commitment to further
dividend growth and over £30m of
investment into the Growth
Acceleration Plan.

he Group reported a robust operating
performance in 2014, successfully
delivering growth in earnings and cash
flow whilst implementing the first phase
of the Growth Acceleration Plan. Strict
operating discipline, combined with a
balanced, international portfolio, were key

to this result, with organic growth within the Global Exhibitions
and Academic Publishing Divisions more than offsetting
some weakness within Knowledge & Networking and
Business Intelligence Divisions.

The fluctuation in exchange rates had a marked impact on
reported financials, mainly due to the strength of sterling
(“GBP”) versus the US dollar (“USD”) during most of the year.
If exchange rates had remained constant at 2013 average
rates, Group revenue in 2014 would have been £39.6m higher,
adjusted operating profit £12.7m higher and adjusted diluted
earnings per share (“EPS”) 1.8p higher.

This implies constant currency adjusting EPS of 42.1p in
2014, equating to earnings growth of 4.5%.

The commentary below includes statutory and adjusted
measures. We believe adjusted operating profit is a
useful additional measure in monitoring divisional
trading performance.

The reconciliation from statutory to adjusted operating profit
for each Division can be found on page 56.

ACADEMIC PUBLISHING

Revenue

Statutory operating profit

Adjusted operating profit

Adjusted operating
margin (%)

2014
£m

2013
£m

Actual
%

Organic
%

408.9

106.3

150.0

407.8

101.9

150.9

0.3

4.3

(0.6)

3.0

3.3

36.7

37.0

The Academic Publishing Division publishes specialist books
and journals. Operating as the Taylor & Francis Group, it
is recognised internationally as one of the world’s leading
education publishers through its five leading imprints: Taylor &
Francis, Routledge, CRC Press, Garland Science and Cogent
OA. It has a portfolio of more than 100,000 book titles and
2,100 journals available in both print and digital formats, across
subject areas within Humanities and Social Sciences, and
Science, Technology and Medicine.

In 2014, Academic Publishing represented 36% of Group
revenue and 45% of adjusted operating profit.

Informa PLC Annual Report 2014

www.informa.com
It was another consistent performance by the Academic
Publishing Division in 2014, recording organic revenue growth
of 3.0% against what was a challenging comparable in 2013.

In addition, we continued with our bolt-on acquisition strategy,
completing a number of small deals during the year, including
Sharpe and Landes BioScience. However, overall reported
revenue was flat, reflecting the US bias of the business and,
hence, the negative impact of sterling’s strength against the
US dollar (“USD”).

Journal subscriptions remained robust with high renewal rates
and continued strong growth in both article submissions and
content usage. Cogent OA, our open access imprint, continues
to track ahead of its initial plan. Fifteen journal titles are now
accepting articles and submission rates have remained
consistently ahead of schedule.

Our Books business had another good year, particularly in
Humanities and Social Science, which performed strongly
in the US. In November, we published the 6th Edition of The
Molecular Biology of the Cell, one of our most popular and
well-known textbooks, selling nearly 25,000 copies by year end.

Ebook sales varied month-to-month through 2014 and while
overall growth remained strong, the trend suggests print will
remain important for some time. We continue to take a neutral
approach to product format. All our production and design
processes are digital but we have the flexibility to supply
customers in the format they want with relatively low
differences in marginal cost.

We continue to target customers who previously submitted
orders through Swets, the now bankrupt subscription agent.
We estimate cash receipts were adversely impacted by
about £15m in 2014 due to the delay in re-routing customers.
We expect this cash shortfall largely to be recouped during
the first half of 2015.

BUSINESS INTELLIGENCE

2014
£m

2013
£m

Actual
%

Organic
%

Revenue

281.7

305.9

(7.9)

(8.5)

Statutory operating
(loss)/profit

Adjusted operating profit

Adjusted operating
margin (%)

(155.2)

75.2

49.9

86.8

(411.0)

(13.4)

(16.8)

26.7

28.4

The Business Intelligence Division provides specialist data,
intelligence and insight to businesses, helping them make
better decisions, gain competitive advantage and enhance
return on investment. It has a portfolio of more than 400 digital
subscription products, providing critical intelligence to niche
communities within five core industry verticals: Pharma &
Healthcare, Finance, Maritime & Law, Technology/Media/
Telecoms and Agriculture/Food.

In 2014, Business Intelligence represented 25% of Group
revenue and 23% of adjusted operating profit.

The Division reported an organic revenue decline of 8.5%,
reflecting challenging trading conditions, which resulted in
lower one-off product sales and a decline in advertising
revenue. Subscription trends continue to vary by vertical and
product but average renewal rates remain low by historical
levels. Addressing this is a priority for the new management
team, which brings with it substantial experience in the areas
of sales, subscription management and content delivery.

The year saw a significant amount of change within the Division,
in terms of both structure and management and, inevitably, this
created some uncertainty and disruption. This contributed to
the weak performance in 2014 but it leaves the business better
resourced and with a structure more aligned to customers in
its core markets, providing a solid framework through which
to implement the Growth Acceleration Plan.

Following the portfolio review we undertook in 2014, we
announced in November that we were considering alternatives
for the Consumer information and forecasting businesses within
Business Intelligence. This process is ongoing. These include
some strong Brands, such as Verdict, which are relatively small
players in a broad, competitive market.

In addition, after careful consideration we have decided to
fully provide for the loans to the Chinese Pharmaceutical data
business. Similarly, after reviewing the balance sheet carrying
value of all our assets, we have taken an impairment against
certain information assets, including the Consumer assets and
some pharmaceutical products, which were acquired as part
of the Datamonitor acquisition in 2007.

GLOBAL EXHIBITIONS

Revenue

Statutory operating profit

Adjusted operating profit

Adjusted operating
margin (%)

2014
£m

20131
£m

Actual
%

Organic
%

200.2

160.2

24.5

67.4

23.6

50.0

25.0

3.8

34.8

18.9

18.2

33.7

31.2

1 Restated for the change in accounting for joint ventures.

Annual Report 2014 Informa PLC 53

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STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
BUSINESS REVIEW (CONTINUED)

The Knowledge & Networking Division incorporates all
the Group’s training, learning, conference, advisory and
congress businesses. It organises content-driven events
and programmes that provide a platform for communities to
meet, network and share knowledge. It runs around 3,000
conferences and training events across the globe each year,
covering a range of subject areas, but with a particular focus
on Life Sciences, Technology/Media/Telecoms and Finance.

In 2014, Knowledge & Networking represented 22% of
Group revenues and 12% of adjusted operating profit.

The performance across the Knowledge & Networking
Division was mixed. Our major regional hubs in the UK, the
Middle East and North America all reported year-on-year
growth but this was offset by weakness elsewhere, notably in
Australia and Continental Europe. In addition, the geo-political
backdrop in Eastern Europe had a marked impact on activity
levels in this region. Overall the Division reported an organic
revenue decline of 3.2%, which translated into a lower operating
margin, at 16.9%.

As part of our drive to improve efficiency and focus the
business in areas where we have well-established Brands and
strong expertise, we took the decision to close our conference
and training businesses in Johannesburg. We continue to run
some selective events in Africa by exporting from our major
hubs, but without the fixed cost of local infrastructure.

There were some strong individual performances through
the year, notably from the EBD Group’s portfolio of Partnering
events for the Life Sciences industry. Its innovative model,
which uses technology to enhance the networking potential of
its conferences, continues to gain strong traction in the market.
Delegate numbers are growing healthily and re-sign rates are
far higher than for more traditional conferences.

This is a consistent theme across the Division, with those
events where there is investment in the delegate experience,
deep community engagement and a focus on building
long-term Brand equity generally performing better. This is
something the new management team will look to build on
as it implements its new strategy through the Growth
Acceleration Plan.

The Global Exhibitions Division organises transaction-oriented
Exhibitions and trade shows, which provide buyers and sellers
across different industries and communities with a powerful
platform to meet face to face, build relationships and conduct
business. Informa has a portfolio of over 150 Exhibitions,
serving a number of core verticals, including Health & Nutrition,
Beauty, Property & Construction and Pop Culture.

In 2014, Global Exhibitions represented 17% of Group
revenues and 20% of adjusted operating profit.

It was a strong year for the Global Exhibitions Division,
recording organic revenue growth of 18.9%. This included
the benefit of both the Brazilian biennial, Formobile, and the
quadrennial Exhibition, IPEX, but even excluding these events,
the Division delivered good double-digit growth. The strong
revenue performance translated into a higher operating margin,
at 33.7%, a level which reflects the underlying quality of our
portfolio of Exhibitions and trade shows.

The Middle East region was particularly strong, led by the
large Exhibitions that take place early in the year, such as
Arab Health and Middle East Electricity. But there were
also strong performances by European Exhibitions such
as Vitafoods, and in Asia, events such as China Beauty Expo,
which was acquired in 2013.

Our strategy in Global Exhibitions is to blend ongoing organic
expansion – through a combination of higher space sales,
optimising yield and geo-cloning – with targeted acquisitions
in priority verticals and geographies.

In 2014, a key objective was to establish a presence in the
important US market and we achieved this through the
acquisitions of Virgo Group in August and Hanley Wood
Exhibitions in December. Both are highly complementary to
our existing vertical mix and provide good potential for revenue
synergies over time through cross-marketing, transfer of best
practice and geo-cloning. Further details on these acquisitions
is provided in Note 19.

In 2015, we expect North America to represent more than 35%
of divisional revenue.

KNOWLEDGE & NETWORKING

2014
£m

20131
£m

Actual
%

Organic
%

Revenue

246.2

256.1

(3.9)

(3.2)

Statutory operating
profit/(loss)

Adjusted operating profit

Adjusted operating
margin (%)

22.0

41.5

(29.4)

174.8

47.0

(11.7)

(17.2)

16.9

18.4

1 Restated for the change in accounting for joint ventures.

Informa PLC Annual Report 2014

www.informa.com
TRADING OUTLOOK
We have not assumed any marked improvement in recent
macro trends within our budgets for 2015. Regional variances
are set to continue, with a relatively robust outlook in North
America, the Middle East, Africa and Asia, whilst Continental
Europe and Latin America remain more challenging.

Internally, much focus will be on the Growth Acceleration Plan
as we start to invest in a variety of growth initiatives across the
Group. We anticipate investing £30m–£40m in 2015. This will
impact earnings, through increased operating expenditure and
the depreciation from higher capital spending. We expect
operational benefits quickly but the full financial return will take
time to materialise. Our goal remains to have all four Divisions
delivering a positive run rate in organic growth by end 2016.

Our strong operating and financial discipline, combined with
good early momentum in key markets, gives us confidence
that, at current exchange rates, Informa should be able to
deliver further growth in adjusted earnings per share in 2015,
even allowing for the impact of the investment in the Growth
Acceleration Plan.

This outlook also enables us to commit to increase the annual
dividend per share by a minimum of 2% per annum through
the period of the 2014–2017 Growth Acceleration Plan.

ACADEMIC PUBLISHING
The Academic Publishing market remains stable, although
budget trends vary by geography and sector. We anticipate
another solid year for journal subscriptions in 2015 alongside
further progress in the roll-out of our open access offering at
Cogent OA. Additionally, the merger of our Medical Journals
business into the Division will generate cost savings in 2015
and growth beyond. In Books, we will continue to expand the
front list in niche subject areas, which should support further
revenue growth, and the business will remain flexible in its
approach to ebooks, reflecting customer demand.

The outlook points to another consistent performance. Our
differentiated operating model and long-term approach to
industry relationships position us well to deliver growth at,
or ahead of, the market.

BUSINESS INTELLIGENCE
We are not assuming any significant change in the market
backdrop through 2015. While there have been signs of
stabilisation in parts of the Finance market sector, the
Pharmaceutical sector remains challenging, with tight
controls on procurement amongst many customers.

The new Divisional Management Team is moving quickly to
focus on customer relationships and subscription management,
ahead of investing more broadly in product innovation via
the Growth Acceleration Plan. We are anticipating steady
operational progress in 2015. The subscription nature of the
business means this will take time to translate into revenue
growth but we take some encouragement from recent trends
in deferred income. The business is now organised around
five priority verticals and 40 major Brands, closely tracked by
a detailed matrix of operating metrics. We remain confident
that with focused management we can return Business
Intelligence to a positive run rate of organic growth by the
end of 2016.

GLOBAL EXHIBITIONS
The global market for Exhibitions remains structurally and
cyclically robust. Informa is now an established international
player, with strong positions in North America, the Middle
East, Brazil, China and France, with particular strengths in
Construction & Real Estate, Health & Nutrition, Beauty and
Pop Culture. The breadth and quality of this portfolio give us
confidence that we can deliver further strong organic growth
in 2015, albeit year-on-year comparisons will be impacted by
the absence of biennial and quadrennial events. Our large
Exhibitions in the first quarter, including Arab Health in Dubai
and World of Concrete in the US, have performed strongly.

The pipeline for potential acquisitions remains healthy. We will
remain proactive and disciplined in those assets we add to
our portfolio and those that do not meet our strategic and
financial criteria.

KNOWLEDGE & NETWORKING
The outlook for our conference and learning businesses
continues to vary by region. Prospects in the UK, North
America and the Middle East are good, particularly for our
larger, Branded events and those with value added services
such as Partnering.

The strengthened Divisional Management Team is pursuing a
new strategy based on deeper community engagement across
core verticals where we have established Brands and strong
relationships. It is targeting a positive organic growth run rate
by the end of 2015.

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STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
FINANCIAL REVIEW

OVERVIEW
The Group reported a robust operating performance in 2014,
delivering growth in earnings and cash flow. This leaves the
Group in a strong financial position, with the ratio of net debt
to EBITDA at 2.2 times.

GROUP

2014
£m

20131
£m

Actual
%

Organic
%

Revenue

1,137.0 1,130.0

0.6

0.7

Statutory operating
(loss)/profit

(2.4)

146.0

(101.6)

Adjusted operating profit

334.1

334.7

(0.2)

(2.6)

Adjusted operating
margin (%)

29.4

29.6

1 Restated for the change in accounting for joint ventures.

The Group’s revenue has stayed broadly constant at £1,137.0m
(2013: £1,130.0m). The statutory result decreased to a loss of
£2.4m (2013: profit of £146.0m). This is primarily due to the
increase in impairment charges during the year.

The Group’s free cash flow strengthened to £232.5m (2013:
£207.8m). This is a strong result especially with the deferral of
Swets subscription agent receipts of about £15m from 2014
to 2015 in the Academic Publishing Division.

ADJUSTED AND STATUTORY RESULTS
In these full year results we refer to adjusted and statutory
results and unless otherwise indicated the information
reported is on a continuing basis.

Adjusted results are prepared to provide a more comparable
indication of the Group’s underlying business performance.
This is in line with similar adjusted measures used by our peer
companies. Adjusted results exclude adjusting items such as
intangible asset amortisation and impairment charges. This
adjusted measure is a sector-specific treatment and is not
comparable with other sectors. A full list of adjusting items
is provided in Note 2.

In order to help understand the underlying performance of
the Group, we consider adjusted operating profit to be a
useful additional measure. Therefore to arrive at the adjusted
operating profit of £334.1m (2013: £334.7m) the following
adjusting items have been recognised:

SEGMENT REVENUE AND RESULTS

31 December 2014

Revenue

Statutory operating profit/(loss)

Restucturing and reorganisation costs

Acquisition and integration costs

Subsequent re-measurement of contingent consideration

Intangible asset amortisation1

Impairment

Adjusted operating profit

1 Excludes software and product development amortisation.

Academic
Publishing
£m

Business
Intelligence
£m

Global
Exhibitions
£m

Knowledge &
Networking
£m

408.9

106.3

2.5

1.0

–

40.2

–

150.0

281.7

(155.2)

10.5

–

(1.6)

16.2

205.3

75.2

200.2

24.5

3.0

3.7

1.6

20.9

13.7

67.4

246.2

22.0

4.7

–

(1.8)

16.6

–

41.5

Total
£m

1,137.0

(2.4)

20.7

4.7

(1.8)

93.9

219.0

334.1

Informa PLC Annual Report 2014

www.informa.comIMPAIRMENT
The Group conducted its annual review of potential future
returns from its portfolio of businesses and investments,
including balance sheet carrying values.

With both currencies, offsetting the movements in adjusted
operating profit will be movements in interest and tax liabilities.
This analysis assumes all other variables, including interest
rates, remain constant.

In the Business Intelligence Division the carrying value of
goodwill and intangible assets across the Consumer and
Pharma & Healthcare businesses was impaired by £190.0m.
The Group has also recognised an impairment charge of
£13.5m relating to the loan receivable with China Medical
Data Services, and an impairment charge of £1.8m for other
intangible assets.

In the Global Exhibitions Division the goodwill and intangible
assets of the events business in Melbourne were impaired by
£12.5m. The Group has also recognised an impairment charge
of £1.0m relating to the loan receivable with Expo Vinis, and
an impairment charge of £0.2m for other intangible assets.

RESTRUCTURING AND REORGANISATION COSTS
Restructuring and reorganisation costs for the year of £20.7m
(2013: £14.2m) principally relate to the strategic reorganisation
undertaken within Business Intelligence, Global Exhibitions
and Knowledge & Networking, and the re-domicile of the
Group from Switzerland back to the UK. The total costs
comprise redundancy costs of £14.2m (2013: £10.7m),
reorganisation costs of £2.1m (2013: £2.4m), re-domicile
costs of £2.9m (2013: £0.6m) and vacant property provisions
of £1.5m (2013: £0.5m).

OTHER ADJUSTING ITEMS
A number of acquisitions were made during the year, and
associated acquisition and integration costs of £4.7m have
been recognised in the Consolidated Income Statement.

During the year contingent consideration was re-measured
by £1.8m, which is offset by related impairments to other
intangible assets of £2.0m.

TRANSLATION IMPACT
The Group is particularly sensitive to movements in the
USD and the Euro against the GBP.

The Group receives approximately 48% of its revenues and
incurs approximately 39% of its costs in USD or currencies
pegged to USD. Each 1 cent movement in the USD to GBP
exchange rate has a circa £3.4m impact on revenue, a circa
£1.5m impact on adjusted operating profits and a circa 0.16p
impact on adjusted diluted EPS.

The Group receives approximately 8% of its revenues and
incurs approximately 7% of its costs in Euros. Each 1 cent
movement in the Euro to GBP exchange rate has a circa
£0.7m impact on revenue, a circa £0.2m impact on adjusted
operating profits and a circa 0.03p impact on adjusted
diluted EPS.

For debt covenant testing purposes, both profit and debt
translation are calculated at the average rate of exchange
during the relevant period.

LOSS ON DISPOSAL OF BUSINESSES
The loss on disposal of £2.8m relates to the loss on disposal
of Fashion Exposed events in Australia of £1.3m; and the final
adjustments of £1.5m arising from the Corporate Training
disposal that was completed on 30 September 2013. For the
sale of the Fashion Exposed events, the consideration received
was £0.4m and the carrying value of intangible assets was
£1.7m, which resulted in a loss on disposal of £1.3m. This has
been recognised as an adjusting item in the Consolidated
Income Statement.

NET FINANCE COSTS
Net finance costs, which consist principally of interest costs
net of interest receivable, decreased by £2.0m from £27.6m to
£25.6m. The Group maintains a balance of fixed and floating
rate debt partly through utilising derivative financial instruments.

In addition, there is an exceptional finance cost of £1.2m
relating to the excess interest charge on early repayment
of the revolving credit facility in the year. This has been
recognised as an adjusting item in the Consolidated
Income Statement.

TAXATION
The Group tax credit on statutory profit before tax (“PBT”) was
63.5% (2013: 10.7% charge). The statutory tax rate reported
for both 2014 and 2013 was affected by impairment charges
which were not deductible for tax purposes.

Across the Group, tax has been provided on adjusted profits
at an adjusted tax rate of 20.3% (2013: 21.4% restated for joint
ventures). This adjusted tax rate benefits from profits generated
in low tax jurisdictions, and is lower than for the previous year
due to lower tax rates in certain countries including the UK,
and the impact of our US businesses qualifying for certain tax
incentives related to their exports.

During 2014, the Group paid £44.3m (2013: £71.4m restated) of
corporation and similar taxes on profits, including approximately
£25.0m (2013: £44.0m) of UK corporation tax. Payments in
2013 included £15.0m in regard to matters agreed with
HM Revenue & Customs in 2012.

Annual Report 2014 Informa PLC 57

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
FINANCIAL REVIEW (CONTINUED)

For 2014, tax credits arising in respect of prior year matters,
including adjustments to the tax impact of disposals and
obtaining certain US tax incentives for 2013, have been
presented as adjusting items in the accounts. The impact
of the closure of UK and overseas tax issues resulted in a
£13.7m release of tax provisions in 2013 which was reflected
as an adjusting item in the accounts.

Our effective tax charge reconciles to cash taxes paid
as follows:

CASH FLOW
The Group continues to generate cash flows with operating
cash flow of £323.8m in 2014. This strength is reflected in a
cash conversion rate, expressed as a ratio of operating cash
flow (as calculated below) to adjusted operating profit, of 97%
(2013: 98%). Operating cash flow is tracked to measure the
conversion of operating profit into cash and therefore is used
to provide a good indication of whether the required returns
have been made by the divisional operations.

2014
£m

20131
£m

Adjusted operating profit from continuing
operations

334.1

334.7

Depreciation of property, plant and equipment

6.1

6.4

Software and product development
amortisation

Share-based payments

12.1

1.7

15.7

2.2

Adjusted EBITDA from continuing operations 354.0

359.0

Net capital expenditure

(14.7)

(14.4)

Working capital movement (net of restructuring
and reorganisation accruals)

(15.5)

(15.4)

Operating cash flow from
continuing operations

Restructuring and reorganisation

Net interest

Dividends received from joint ventures

Taxation

Free cash flow

323.8

329.2

(21.0)

(26.0)

−

(20.1)

(30.1)

0.2

(44.3)

(71.4)

232.5

207.8

Operating cash flow of discontinued operations

(3.8)

4.5

Acquisitions less disposals

Dividends paid to shareholders

Dividends paid to non-controlling interest

Net shares issued/(acquired)

Net funds flow

Opening net debt

Non-cash items

Foreign exchange

Closing net debt

(369.0)

(88.8)

(114.0)

(0.9)

204.1

(51.1)

−

(0.4)

9.1

(782.6)

(802.4)

(2.4)

(40.1)

(1.1)

11.8

(876.2)

(782.6)

1 Restated for the change in accounting for joint ventures.

Tax charge on adjusted PBT per Consolidated
Income Statement

Deferred taxes

Current tax on adjusting items

Taxes paid in relation to earlier years less 2014
taxes payable in later periods

Withholding and other tax payments

Total corporate taxes paid

Taxes refunded from German authorities

Taxes paid in relation to discontinued operations

2014
£m

2013
£m

62.8

(7.3)

65.9

2.0

(22.1)

(17.1)

9.1

2.2

44.7

(0.4)

–

16.6

1.5

68.9

(0.2)

2.7

Net income taxes paid per Consolidated Cash
Flow Statement

44.3

71.4

The current tax on adjusting items figure of £22.1m (2013:
£17.1m) includes £16.0m (2013: £13.4m) of current tax
deductions for amortisation of intangibles. This is a recurring
item which results in cash taxes paid each year being lower
than the effective tax charge.

The Group’s Total Tax Contribution (“TTC”), which is made
up of all material taxes paid out of profits and other material
taxes generated by our businesses, was £168.1m in 2014.
The UK element of our TTC was £81.6m. This is the first year
for which we have reported TTC. Further details of our TTC
will be provided in the Group’s Sustainability Report.

EARNINGS AND DIVIDEND
Adjusted diluted EPS from continuing operations of 40.3p
(2013: 40.1p) is ahead of 2013, while statutory diluted EPS
is negative 8.6p (2013: positive 17.1p).

The Board has proposed a final dividend of 12.9p per share
(2013: 12.5p per share). This dividend will be paid on 28 May
2015 to ordinary shareholders registered as of the close of
business on 1 May 2015. This will result in a total dividend for
the year of 19.3p per share (2013: 18.5p per share). Dividend
cover has remained broadly consistent at 2.1 times total
earnings (2013: 2.2 times) on an adjusted earnings basis.

Informa PLC Annual Report 2014

www.informa.comDEFERRED INCOME
Deferred income is £342.9m (2013: £315.9m) at 31 December
2014, a 5% increase on a constant currency basis compared
with the same date in 2013. Deferred income arises primarily
from advance subscriptions and forward bookings for trade
shows, Exhibitions or conferences. Subscriptions generated
by our Academic Publishing and Business Intelligence
businesses predominantly renew annually in advance and many
trade shows and Exhibitions, because of their market leading
status, receive commitments up to a year in advance.

PENSIONS
The Group’s financial obligations to its pension schemes
remain relatively small compared with the size of the Group,
with net pension liabilities at 31 December 2014 of £10.1m
(2013: £5.4m).

Following the completion of the triennial valuations of the
defined benefit schemes in 2011, a revised deficit funding plan
was agreed with the Trustees to eliminate the deficits in both
schemes. The contributions paid towards reducing the scheme
deficits will decrease from £3.5m in 2014 to £0.5m in 2015.
The contributions for the ongoing service will be £nil in 2015
as both schemes are closed to future accrual of benefits.

POST BALANCE SHEET EVENTS
On 15 January 2015, the Group completed the acquisition
of 100% of the shares of Megaconvention, Inc., for initial
consideration of £4.9m and further performance-related
consideration estimated at £3.4m payable over two years.
The sole event of the Company is Orlando MegaCon, an
enthusiast Consumer show featuring exhibits and content
from the sci-fi, horror, anime, gaming and TV genres,
including merchandise, memorabilia and art.

GARETH WRIGHT
GROUP FINANCE DIRECTOR

In the year ended 31 December 2014, before taking into
account dividends, spend on acquisitions or proceeds from
the sale of assets, the Group generated free cash flow of
£232.5m (2013: £207.8m). The increase year-on-year is
principally caused by a decrease in taxation paid compared
with 2013. In 2013 certain historical tax liabilities were settled
with local tax authorities.

The increase in net debt arising from acquisitions was £371.5m
(2013: £136.3m) which comprises current year acquisitions
of £363.3m (2013: £132.0m) and consideration in respect of
acquisitions completed in prior years of £8.2m (2013: £4.3m).
This was offset by a decrease in net debt arising from disposals
of £2.5m inflow (2013: £47.5m inflow).

Net debt increased by £93.6m from £782.6m to £876.2m,
driven primarily by a cash outflow of £51.1m and exchange
rate movements of £40.1m. During the year the Group paid
dividends of £114.9m.

FINANCING AND BANK COVENANTS
In October 2014, the Group entered into a new five year
revolving credit facility of £900.0m, of which £455.2m was
drawn down at 31 December 2014. The facility matures in
October 2019.

The principal financial covenant ratios under the private
placement and revolving credit facilities are maximum net debt
to EBITDA of 3.5 times and minimum EBITDA interest cover
of 4.0 times, tested semi-annually. At 31 December 2014 both
financial covenants were comfortably achieved. The ratio of
net debt to EBITDA was 2.2 times (2013: 2.2 times) calculated
as per our bank agreement (using average exchange rate
and adjusted for a full year’s trading from 2014 acquisitions).
The ratio of EBITDA to net interest payable was 14.4 times
(2013: 13.0 times).

RETURN ON CAPITAL EMPLOYED
During 2014 we have completed a number of bolt-on
acquisitions and we strengthened our Global Exhibitions
Division with the acquisitions of Virgo Group and
Hanley Wood Exhibitions.

Acquisitions are assessed on case-by-case basis against
a broad set of financial and strategic criteria. For bolt-on
acquisitions, these have to meet strict acquisition criteria which
include delivering returns in excess of the Group’s weighted
average cost of capital in the first full year, being earnings
enhancing in the first full year of ownership, and achieving
a cash payback within seven years. However, for selective
acquisitions, the Group will take a longer-term view to allow
time for full integration of the acquired business, coupled with
additional investment to maximise the long-term returns
it generates.

Annual Report 2014 Informa PLC 59

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
KEY PERFORMANCE INDICATORS

The financial key performance
indicators (“KPIs”) selected are
used by management to monitor
the Group’s progress in delivering
its strategy of creating shareholder
value by growing and managing
our Academic Publishing, Business
Intelligence, Global Exhibitions
and Knowledge & Networking
Divisions. Unless otherwise indicated
the information reported is on a
continuing basis.

ADJUSTED OPERATING PROFIT (£m)

ADJUSTED DILUTED EPS (pence)

GEARING RATIO

Aim: To deliver a robust underlying profit performance
In 2014, adjusted profit was broadly flat despite the negative
impact of currency movement.

Aim: Deliver consistent year-on-year adjusted EPS growth

Aim: To maintain balance sheet strength and flexibility

In 2014, the Group delivered 0.5% growth in adjusted EPS.

In 2014, the Group maintained significant debt covenant headroom.

350

334.7 334.1

330.5

313.3

300

290.0

250

2010

2011

2012

2013

2014

A reconciliation of statutory operating profit/(loss) to adjusted operating
profit per Division can be found on page 56.

2010

2011

2012

2013

2014

2010

2011

2012

2013

2014

For more information on the EPS calculation, please refer to Note 16.

For more information on the gearing ratio, please refer to page 59.

FREE CASH FLOW (£m)

ORGANIC REVENUE GROWTH

DIVIDEND PER SHARE (pence)

Aim: Healthy conversion of profit into cash
In 2014, the Group continued to convert profits into cash at an
attractive rate, growing its free cash flow by more than 10%.

Aim: To deliver continued organic revenue growth

Aim: To deliver consistent dividend growth

In 2014, the Group delivered 0.7% organic revenue growth.

In 2014, the Group proposed a 2.1% increase in dividend per share

and committed to minimum growth of 2% throughout the period of

the 2014–2017 Growth Acceleration Plan.

232.5

211.5

219.5

207.8

187.2

250

200

150

100

2010

2011

2012

2013

2014

More information on the free cash flow calculation can be found
on page 58.

2010

2011

2012

2013

2014

2010

2011

2012

2013

2014

The organic revenue growth per Division can be found on pages 52 to 54.

More information on the dividend per share can be found in Note 15.

The Group’s organic revenue growth is on page 56.

Informa PLC Annual Report 2014

2.5

2.0

1.5

1.0

0.5

0.0

-0.5

-1.0

-1.5

40.1 40.3

37.6

36.0

32.8

2.1%

0.1%

1.5%

0.7%

-1.0%

Gearing ratio

Maximum gearing ratio

2.3

2.1

2.2

4.0

3.5

3.0

2.5

2.0

1.5

1.0

0.5

0.0

18.5

18.9

19.3

16.8

14.0

4.0

3.5

3.0

2.5

2.0

1.5

1.0

0.5

0.0

www.informa.com
ADJUSTED OPERATING PROFIT (£m)

ADJUSTED DILUTED EPS (pence)

GEARING RATIO

Aim: To deliver a robust underlying profit performance

In 2014, adjusted profit was broadly flat despite the negative

impact of currency movement.

Aim: Deliver consistent year-on-year adjusted EPS growth
In 2014, the Group delivered 0.5% growth in adjusted EPS.

Aim: To maintain balance sheet strength and flexibility
In 2014, the Group maintained significant debt covenant headroom.

Gearing ratio

Maximum gearing ratio

40.1 40.3

37.6

36.0

32.8

2.3

2.1

2.2

4.0

3.5

3.0

2.5

2.0

1.5

1.0

0.5

0.0

2010

2011

2012

2013

2014

2010

2011

2012

2013

2014

4.0

3.5

3.0

2.5

2.0

1.5

1.0

0.5

0.0

For more information on the EPS calculation, please refer to Note 16.

For more information on the gearing ratio, please refer to page 59.

FREE CASH FLOW (£m)

ORGANIC REVENUE GROWTH

DIVIDEND PER SHARE (pence)

Aim: To deliver continued organic revenue growth
In 2014, the Group delivered 0.7% organic revenue growth.

Aim: To deliver consistent dividend growth
In 2014, the Group proposed a 2.1% increase in dividend per share
and committed to minimum growth of 2% throughout the period of
the 2014–2017 Growth Acceleration Plan.

2.5

2.0

1.5

1.0

0.5

0.0

-0.5

-1.0

-1.5

2.1%

0.1%

1.5%

0.7%

-1.0%

18.5

18.9

19.3

16.8

14.0

2010

2011

2012

2013

2014

More information on the free cash flow calculation can be found

on page 58.

2010

2011

2012

2013

2014

2010

2011

2012

2013

2014

The organic revenue growth per Division can be found on pages 52 to 54.
The Group’s organic revenue growth is on page 56.

More information on the dividend per share can be found in Note 15.

Annual Report 2014 Informa PLC 61

350

334.7 334.1

330.5

313.3

300

290.0

250

2010

2011

2012

2013

2014

A reconciliation of statutory operating profit/(loss) to adjusted operating

profit per Division can be found on page 56.

Aim: Healthy conversion of profit into cash

In 2014, the Group continued to convert profits into cash at an

attractive rate, growing its free cash flow by more than 10%.

232.5

211.5

219.5

207.8

187.2

250

200

150

100

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS

STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
PRINCIPAL RISK FACTORS

1. The Group’s businesses are affected by the economic
conditions of the sectors and regions in which they
and their customers operate and the markets in which
the Group operates are highly competitive and subject
to rapid change

The performance of the Group depends on the financial health
and strength of its customers, which in turn is dependent on
the economic conditions of the industries and geographic
regions in which they operate. Traditionally, spending on parts
of the Group’s products has been cyclical due to companies
spending significantly less in times of economic uncertainty.

The markets for the Group’s products are highly competitive
and in a state of ongoing and uncertain change. If the Group is
unable to successfully enhance and/or develop its products in
a timely fashion, the Group’s revenue could be affected. There
are also low barriers to entry in relation to certain parts of the
Group’s businesses.

Mitigation is achieved, where possible, through the Group’s
diversification of its operations across vertical markets and
geographies, which provides a broad customer base. The
Group maintains a competitive advantage through ongoing
investment in its products, reinforcing its market leading
position in many markets.

2. The Group’s continued growth depends, in part,

on its ability to identify and complete acquisitions
and its ability to expand the business into new
geographic regions

With new acquisitions there can be no assurances that the
Group will achieve the expected return on its investment,
particularly as the success of any acquisition also depends in
part on the Group’s ability to integrate the acquired business
or assets. Attractive acquisitions may be difficult to identify
and conclude for a number of reasons, including competition
among prospective buyers and economic uncertainty.

The Group has formal investment criteria to identify suitable,
earnings-enhancing, acquisition targets and employs experienced
professionals to drive the acquisition process. Post-acquisition
integration plans are prepared to ensure businesses are effectively
integrated into the Group and that planned synergies are realised.

In expanding its business geographically, both organically and
by acquisition, the Group reviews risks relevant to particular
geographies and formulates appropriate mitigation strategies
on a case-by-case basis.

It is important to ensure we have
effective and proportionate processes
in place to control and manage risks
faced by the Group as a whole. This
is recognised in everything we do, and
is fundamental to the performance
of each of the business divisions.

number of factors could potentially affect
the Group’s operating results and financial
position (“principal risk factors”). The Group
adopts a risk management process which
is intended to ensure a consistent and
coherent approach to managing the
principal risk factors that are described in

this section. These principal risk factors have been identified by
an assessment of their material impact and relative likelihood of
occurrence to all or parts of the Group, and can be categorised
as being either financial, commercial, reputational, ethical or
regulatory risks.

The Risk Committee is a sub-committee of, and is accountable
to, the Audit Committee which, along with Internal Audit,
provides oversight to help ensure that there is a system of
suitable internal controls in place to mitigate the impact and
likelihood of each principal risk factor.

Policies and procedures have been implemented to assist with
risk management. These are designed to help ensure a level of
compliance across the Group, to support the identification of
any new risks, and to enhance the Group’s ability to respond
effectively to risks, if they crystallise.

Each principal risk factor is assigned to an appropriate member
of the Risk Committee, who is accountable to the Risk Committee
for that risk. The principal risk factors are managed either at
an operational level, Group level, or a combination of both.

This section describes the principal risk factors that the
Directors believe could materially affect the Group, but this is
not an exhaustive list as other risks may arise or existing risks
may materially increase in the future. These are listed in no
order of priority, and beneath the description of each risk is
a note of the main mitigating factors and actions the Group
is taking to address that particular risk.

Informa PLC Annual Report 2014

www.informa.com3. Reliance on or loss of key customers may reduce

5. Significant operational disruption

demand for the Group’s products

caused by a major disaster

In recent years, more public sources of free or relatively
inexpensive information have become available, particularly
through the internet, and this trend is expected to continue.
For example, some governmental and regulatory agencies
have increased the amount of information they make publicly
available at no cost. Such sources may reduce demand for
the Group’s publishing products.

In the Global Exhibitions Division there are a number
of Exhibitions that, individually, contribute significantly
to profitability because of the size of the events and the
relatively high gross profit margins earned by them.

To mitigate this risk, the Group continuously monitors
changes in the marketplace and regularly seeks feedback
from customers, adjusting its product offering in response
where appropriate. The Group also invests in its products
and delivery platforms.

4. A major accident at an Exhibition or event

The Global Exhibitions and Knowledge & Networking
Divisions organise events that can be attended by large
numbers of visitors on any given day, which results in operational
health and safety risks, including fire safety, structural collapse
of a stand, food hygiene, crowd control, security, and access
and egress in an emergency. Additionally, both Divisions do not
normally own the venues they operate from, instead hiring floor
space on a tenancy basis which relies on the owners of the
venues maintaining adequate safety policies, which comply with
all regulations in the local jurisdiction. At its most severe, a major
incident could result in major injuries or loss of life. Due to the
geographic reach of both Divisions, the Group is exposed to
various jurisdictions with the applicable compliance requirements.

The risks are mitigated by the Group’s Health and Safety policy,
which is considered and approved by the Board. The divisional
CEOs have the responsibility for ensuring the operational
safety and compliance of their respective businesses. The
implementation of the policies is the responsibility of local
management teams, with the Group Health and Safety Managers
available to assist with the implementation. The venues used for
our events are risk assessed against minimum company criteria.

A programme of annual internal audits and governance reviews
is carried out by our Internal Audit department; in 2014 these
included visits to various events in different geographic regions
and focused on the health and safety management of high risk
events. The Event Operations Managers meet as a group to
discuss the health and safety issues and share best practice
on an annual basis. The Health and Safety Managers report
on Health and Safety issues to the Risk Committee.

Major disasters, either arising from natural causes or man-made,
have the potential to significantly disrupt the operation of the
business. In particular, the success of the Global Exhibitions
and Knowledge & Networking Divisions is dependent on
bringing potentially large numbers of individuals to events,
either as paying delegates or non-paying visitors to Exhibitions.
Incidents that have the capacity to result in significant
operational disruption to global travel include natural disasters,
military conflict, political unrest, terrorist activity and industrial
action. Additionally, disasters can disrupt the Group’s electronic
platforms and distribution systems as outlined in point 8.

Business continuity plans have been implemented across the
Group, including disaster recovery programmes, and plans
to minimise business disruption. The Group also has relevant
insurance cover for certain occurrences.

6. Inadequate crisis management

The impact of any given event on the Group can potentially
increase if the emerging situation is not managed appropriately
or effectively. In addition to the principal risk factors documented
in this section, other risk factors have the ability to cause
significant damage to the Group’s Brand and reputation if
effective management is not implemented to mitigate their
impact. Additionally, the speed and global coverage of media
can result in a perceived crisis being communicated rapidly,
thus further damaging the Group’s Brand and reputation.

To mitigate this risk, senior management communicate effectively
within the organisation, constantly reviewing the Group’s
responses to emerging issues. However, by their nature, it is
impossible to have a detailed crisis management plan in place for
all potential situations that could arise, and therefore the ultimate
mitigation is dependent on management’s judgement, speed of
reaction and quality of communication in a crisis situation.

7. The Group is dependent on the internet and its digital

delivery platforms, networks and distribution systems

The Group’s businesses are increasingly dependent on digital
platforms and distribution systems, which primarily deliver the
Group’s products through the internet. Any significant failure or
interruption in availability of key systems or the Group’s critical
IT infrastructure could thereby restrict the Group’s ability to
provide services to customers and colleagues.

The Group regularly invests in its IT capabilities, including technical
controls, robust backups of IT systems, and development and
testing of Disaster Recovery Plans to limit the impact to business
operations as a result of dependency on IT systems.

Annual Report 2014 Informa PLC 63

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
PRINCIPAL RISK FACTORS (CONTINUED)

8. Breaches of the Group’s information security

systems or other unauthorised access to its sensitive
information could adversely affect the Group’s
businesses and operations

The Group has valuable information databases and as part
of its business provides its customers and colleagues with
access to these. There are persons who may try to breach the
Group’s information security controls to compromise or gain
unauthorised access to its databases in order to misappropriate
such information for potentially fraudulent purposes or obtain
competitive advantage. This could damage the Group’s
reputation and expose it to risks of loss, litigation and/or
regulatory action, as well as increase the likelihood of more
extensive governmental and/or regulatory supervision of these
activities in a way that could adversely affect this aspect of the
Group’s business.

The Group regularly invests in improving information security
to protect the confidentiality, integrity and availability of its
information assets against cyberattacks or misuse. These
efforts are led by a designated information security officer.
In the event of unauthorised access, the Group would
protect its intellectual property (“IP”) as outlined in point 11.

in emerging markets where tax frameworks are not as well
developed, which increases this risk. There can therefore be no
assurance that the various levels of taxation to which the Group
is subject will not be increased or changed. In addition, if any
Group company is found to be, or to have been, tax resident
in any jurisdiction other than those in which the Group is
currently deemed to be tax resident or to have a permanent
establishment in any such jurisdiction, then that may have a
material adverse effect on the amount of tax payable by the
Group. Finally, regardless of whether the Group has paid the
correct amount of tax, there may be a public perception that
the Group has not paid sufficient tax and that may have a
reputational impact on the Group.

The Group employs an experienced Head of Group Tax who
keeps abreast of potential changes in tax legislation across
a range of jurisdictions, enabling the Group to react quickly
to changes in the tax position of any of its companies or
businesses. In emerging markets, the Group works with
established and reputable tax advisers in order to ensure it
pays the correct amount of tax. The Group is also careful to
ensure that profits arising in low tax jurisdictions are no more
than commensurate with the substance of the operation in
those territories.

9. The Group relies on the experience and talent of its
senior management and on its ability to recruit and
retain key employees for the success of its business

11. The Group’s IP rights may not be adequately

protected and may be challenged by third parties

The successful management and operations of the Group are
reliant upon the contributions of its senior management and
other key personnel. In addition, the Group’s future success
depends in part on its ability to continue to recruit, motivate
and retain highly experienced and qualified employees in
the face of often intense competition from other companies.

The Group offers compensation packages which are
competitive based on current market information and thereby
give it the best opportunity to recruit and retain people of
sufficient calibre. The Group believes that its people are
challenged in their day-to-day work and obtain appropriate
and relevant experience to develop further and prepare for
progression within the organisation.

10. Changes in tax laws or their application or

interpretation may adversely impact the Group

The Group operates in a large number of countries.
Accordingly, its earnings are subject to tax in many jurisdictions.
Relevant authorities may amend the substance or interpretation
of tax laws that apply to the Group’s businesses in a manner
that is adverse to the Group. The Group is growing its business

The Group relies on agreements with its customers as well as
trademark, copyright and other IP laws to establish and protect
the IP rights subsisting in its journals, books and training
materials. However, these rights may be challenged, limited,
invalidated or circumvented by third parties seeking to infringe
or otherwise profit from the Group’s proprietary rights without
its authorisation. In addition, there is now a growing amount
of copyright legislation relating to digital content. These laws
remain under legislative review and there remains significant
uncertainty as to the form copyright law may ultimately take.
Additionally, enforcement of IP rights is restricted in certain
jurisdictions, and the global nature of the internet makes it
impossible to control the ultimate destination of content
produced by the Group. The Group may also be the subject
of claims for infringement of third party rights or party to claims
to determine the scope and validity of the IP rights of others.
Litigation based on these claims is common amongst
companies that utilise digital IP.

The Group protects its rights by consolidating and regularly
monitoring its portfolio of trademark registrations, implementing
its Brand protection strategy and increasing its digital rights
protection. The Group supports these activities through
membership of organisations that defend IP rights globally.

Informa PLC Annual Report 2014

www.informa.com12. The Group is subject to regulation regarding

the use of personal data

The Group is required to comply with strict data protection
and privacy legislation, which restricts the Group’s ability to
collect and use personal information. The Group is exposed
to the risk that this data could be wrongfully appropriated,
lost or disclosed, or processed in breach of data protection
regulation, by or on behalf of the Group, in which case the
Group could face liability under data protection laws and/or
suffer reputational damage from the resulting lost goodwill
of individuals such as customers or employees.

The Group seeks to monitor ongoing changes to data
protection laws and best practices across its main trading
areas in order to ensure that appropriate protections and
procedures are in place in relation to the data held by or on
behalf of the Group. This work is overseen by the Group
General Counsel and an Information Protection Steering
Committee, a sub-committee of the Risk Committee.

13. The Group may be adversely affected by enforcement
of and changes in legislation and regulation affecting
its businesses and those of its customers

Compliance with various laws and regulations does impose
significant compliance costs and restrictions on the Group,
with the risk of fines and/or other sanctions for non-compliance.
In addition, such regulations often provide broad discretion to
the administering authorities and changes in existing laws or
regulations, or in their interpretation or enforcement, could
require the Group to incur additional costs in complying with
those laws, or require changes to its strategy, operations or
accounting and reporting systems. In particular, laws and
regulations relating to communications, data protection,
e-commerce, direct marketing and digital advertising have
become more prevalent and complex in recent years.

The Group monitors legislative and regulatory changes
and alters its business practices where appropriate.

14. The Group’s credit risk in respect

of long-term receivables

The Group has a small number of external loans which are
repayable over the next one to ten years. The recoverability of
the capital and interest payments is dependent on the financial
success of those external parties over the coming years. Since
the majority of the repayment terms are over a long period of
time, the risk of unforeseen issues that could impact future
repayments may increase.

Mitigation is achieved through structured communication with
the external parties, close monitoring of financial and budgetary
performance, and delivery against project milestones. In some
instances capital and interest payments occur during the loan
term and so any failure to pay can be addressed at the time
and remedial actions can be taken. The Risk Committee
conducts credit risk assessments on a half-yearly basis to
ensure the external receivables are correctly recorded in
the Group’s Consolidated Statement of Financial Position.

15. The Growth Acceleration Plan may not achieve

the intended level of return or anticipated growth
in business activities

While the deployment of capital to fund Growth Acceleration
Plan-related initiatives is subject to strict investment criteria,
there can be no guarantee that all the investment projects
will achieve the intended level of return or the desired level
of growth. The Group is not immune to, among other things,
the effects of a potential material downgrade in the prevailing
business environment which could lead to one, or more, of
the Growth Acceleration Plan-related initiatives not meeting
their investment return and/or growth projections.

Implementation and restructuring activities resulting from the
Growth Acceleration Plan could lead to a disruption in current
business activities and trading, including, where relevant,
potential loss of knowledge, at a level higher than originally
anticipated. This could lead to a revision of planned
implementation activities and timescales within the Growth
Acceleration Plan programme, and other actions being adopted
to mitigate the impact of the disruption outside of the Growth
Acceleration Plan.

The Group has established a Growth Acceleration Plan
Governance Framework that operates a “stage-gate”
approach to the design and ultimate implementation of Growth
Acceleration Plan initiatives. Each stage includes a fundamental
review of the business case for each initiative and a formal
process to assess whether a given initiative can be approved,
or is declined. Factors that are considered in the review process
include a review of the investment business case (overseen by
the Group Finance Director), executive sponsorship (overseen
by the Executive Management Team), technical review
(conducted by subject-matter specialists) and project
management activities (at both Group and Division levels).

Growth Acceleration Plan investment activity has been added
to the Group Risk Register and will be actively monitored during
2015 and beyond by the Risk Committee, the Audit Committee
and the Group Board, to ensure that material threats to the
success of the Growth Acceleration Plan are identified
and addressed.

Annual Report 2014 Informa PLC 65

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
CORPORATE RESPONSIBILITY

// All Informa businesses have one
thing in common: they deliver
specialist knowledge and intelligence.
While the delivery channels and
types of content vary across our
product portfolio, the one thing we
cannot compromise on is integrity. //

C E E D
C
EIN

G
O
C
E
R

NITIO
U
O S
M T
B
L
L
O
E
D
W
E
E
R
F

E
M
E
N
T

R
E
A
C
H

N
E
R
S
H

I
P

R
U
O

LE
P
O
E
P

T
Y

OUR
CONTENT*

OUR
ENVIRONM E N T

WASTE REDU C T I O N
RESPONSIBLE SUP P L Y C H A I N
GLOBAL BUY- I N
ENERGY IMPA C T

* ENSURING THE HIGHEST QUALITY CONTENT

MAPPING THE IMPACT OF OUR CONTENT ON SOCIETY
PROVIDING THE MOST ACCESSIBLE AND INNOVATIVE DELIVERY PLATFORMS

Informa PLC Annual Report 2014

erhaps more than any other industry, the
social and environmental impacts of media
are unique. At Informa, we are fully aware
of this. We are focused on delivering a
few key priorities well, rather than trying
to manage every impact that affects us
and our stakeholders. This necessitates

a dynamic, careful consideration of what our key impacts
are and how we prioritise. We liaise closely with our Informa
colleagues, sector peers and communities to do just that.
Ultimately, we get measured by what we do, not what we
say, hence the name of our sustainability programme,
“Louder than Words”.

We have a framework in place to guide our sustainability
management and performance reporting. Our biggest
impacts relate to the content we provide: our ability to
deliver knowledge that is professionally produced, rigorously
researched and properly disseminated. Our broader
sustainability programme is then about supporting the
delivery of that content, by recruiting and developing our
people, managing resources efficiently and supporting
the wider community in which we operate. This broader
programme covers the issues we have in common
with other sectors.

In 2014, the business as a whole, and the Sustainability
function in particular, underwent some important changes.
“Louder than Words”, previously managed within Human
Resources, now sits with the Director of Investor Relations,
Corporate Communications and Brand, reporting into the
Group Chief Executive. This gives us further reach into the
business and brings us right into the core decision-making
process. We now have a secure platform from which we can
scale our sustainability activities, which we will continue to
build on in 2015.

BUILDING TRUST IN OUR PRODUCTS
All Informa businesses have one thing in common: they
deliver specialist knowledge and intelligence. While the
delivery channels and types of content vary across our product
portfolio, the one thing we cannot compromise on is integrity.
We invest significant resources in maintaining trust in a digital
age, working with partners such as the Committee on
Publication Ethics (“COPE”) and Sense About Science.

Academic Publishing continues to run rigorous peer review
and screening processes while using the latest technology
to detect and act on plagiarism. Our Business Intelligence
Division operates an editorial and content code, to which all
editorial staff must adhere. Our event production process is
strongly research-driven and some of our major events employ
independent advisory boards to champion original content.
The most recent assessment for the Dow Jones Sustainability
Indices (“DJSI”) gave us the maximum score of 100 for our
approach to ensuring “independence of content”.

www.informa.com

PICTURE
COURTESY
OF NEIL R.
COULTER

INNOVATING OUR FORMATS
Informa continues to develop our open access (“OA”) publishing
capabilities, with 2014 marking a step-change in the right
direction. Virtually all of our journals offer an OA option and
we more than doubled the number of paid articles we publish
under OA schemes, up from 693 to 1,418 compared with 2013.
Cogent OA was created in 2013, a dedicated OA publisher
benefiting from the resources and experiences of Taylor & Francis
but otherwise operating autonomously. During the year, Cogent
OA launched 14 new OA journals, covering every major academic
research area, while also spearheading other innovations in
scholarly communications. We embrace OA as a strategic
opportunity and have dedicated considerable resources to
understanding our stakeholders in this area. Almost 8,000
researchers from around the world responded to the 2014 Taylor
& Francis Open Access Survey, giving their views on everything
from the benefits of OA to licence preferences.

We have continued our migration towards digital formats. Our
Business Intelligence Division has continued to work closely
with customers to determine the optimal formats for delivery
on a product-by-product basis and consequently ceased
print delivery for the Health Insurance magazine, a number of
Agriculture/Food titles and Lloyd’s List in 2014. In January 2014
Business Intelligence organised the Digital Transformation
conference, an internal conference to drive this and to help
employees think as digitally and creatively as possible.

Some 60% of our book titles are now available as ebooks,
up from 55% in 2013. The unifying aim for 2015 and beyond
is to continue to create relevant and highly valued customer
experiences with our products.

EXPANDING OUR REACH
Academic Publishing is the lifeblood of the research ecosystem,
creating social and economic progress for society and individuals.
We are not ashamed to say that it is within our commercial
interest to bring the developing world “on stream” in the global
research circuit, even if this means making our content available
for free or at reduced rates. To this effect, we are involved in
several initiatives, including Research4Life, International Network
for the Availability of Scientific Publications (“INASP”) and our own
STAR programme, with special terms for authors and researchers
from developing countries. Our aim is two-fold: to increase the
number of article submissions from developing countries and
improve the acceptance rates. Of the 74,864 articles we accepted
in 2014, 20% came from developing countries.

However, we are not just focusing our efforts in the developing
world. In 2014, we piloted Access to Research, an initiative to
give free access to a wide range of academic articles in public
libraries across the UK. We did this because we wanted to
provide small businesses, independent researchers and
interested members of the public access to our research.

Annual Report 2014 Informa PLC 67

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
STRATEGIC REPORT: UNDERSTANDING 2014 PERFORMANCE
CORPORATE RESPONSIBILITY (CONTINUED)

GREENHOUSE GAS (GHG) EMISSIONS

2014 tonnes
CO2e

2013 tonnes
CO2e 1

Absolute
achievement
to date
(2014 vs 2013)

2014 intensity
figure (tonnes
CO2e/employee)

Intensity
achievement
to date
(2014 vs 2013)

Scope 1
(Gas, fuel and car mileage)

Scope 2
(Electricity and steam)

Total
Scope 1 and 2

1,190.37

1,285.21

(94.84)

7,670.44

8,466.66

(796.22)

8,860.81

9,751.87

(891.06)

1.34

(0.16)

1 2013 data restated due to receipt of more accurate site energy data.

MAKING THE MOST OF OUR PEOPLE
The nature of our content is as dynamic as the communities
we serve. The insight, intelligence and innovation that go into
our market leading products require us to recruit, retain and
develop the best employees.

“Freedom to succeed” remains a defining principle of our
workplace. We pride ourselves in maintaining an entrepreneurial
mind-set and minimising bureaucracy. In 2014 we launched
Invent, an event bringing together 50 of Informa’s leaders and
future leaders from Global Exhibitions and Knowledge &
Networking to generate innovative new business ideas. We
aim to develop Invent into an annual event, involving leaders
from all of our Divisions.

2014 saw the wider implementation of Academic Publishing’s
Global Development Programme, a leadership programme
for managers based on individual capability assessments.
The model has been very successful and leadership
development will be a Group focus area for 2015. We will
also launch a graduate programme, the Informa Fellowship
Scheme, to find and recruit leaders of tomorrow. Those on
the scheme will gain exposure across the Group, including
an international assignment.

We measure our employees on outcomes rather than input.
Most of our businesses offer flexible working arrangements
and a significant business within our Business Intelligence
Division received a commendation at the 2014 Top Employers
for Working Families Awards.

Informa Academy, our in-house learning source, launched
bite-sized online digital and social tutorials to enable staff
globally to enhance their digital skills at any time. Expert
trainers supported colleagues to decode how new concepts
and methods could be applied to enhance performance and
working patterns.

Workplace wellness is fundamental to allowing employees to
contribute their best. In 2014, all of our UK-based HR managers
received training on how to manage mental health issues at
work. We also ran a “Mental Health at Work” awareness day
within our Business Intelligence Division. For the second year
running, 100 teams from across the world swam, cycled, ran
and took part in numerous other sports during our February
Fitness Challenge. Lastly, 2014 saw the second instalment of
“21 Days of Nutrition”, helping our employees make the best
dietary choices.

As a business, we consider diversity a commercial imperative.
In 2015, HR managers in Academic Publishing will be given
unconscious bias training to develop an inclusive workplace
and to ensure we recruit from the widest talent pool available.

OUR OPERATIONAL IMPACTS
Our main environmental impact relates to the greenhouse
gas (GHG) emissions we cause. GHG emissions contribute to
climate change. In response, we seek to monitor and minimise
our energy usage. With over 120 offices in 25 countries, this
remains a challenge. Our focus is on reducing emissions from
the bigger offices where we control the energy bill. Specifically,
our target is to decrease the emissions from 10 of our biggest
offices by 10% by the end of 2015.

PROTECTING HUMAN RIGHTS
We support the principles laid out in the Universal Declaration
of Human Rights and continue to assess the impacts we have
on communities and individuals both through our direct
operations and indirectly.

Our human rights impacts within our supply chain are
managed through the publishing industry initiative PRELIMS
(Publishers Resolution for Ethical International Manufacturing
Standards), a collaboration between 12 major publishers.
In 2014, the members of PRELIMS further strengthened the

Informa PLC Annual Report 2014

www.informa.comGROUP-WIDE
INFOBOT
CAMPAIGN:

In 2014, the Group
launched a
Group-wide,
multi-language
initiative to raise
awareness of the
risks and importance
of information
security.

INVESTING IN
OPEN ACCESS:

In 2014, Cogent OA
continued to expand
its open access
journal offering
with 18 journals
now accepting
submissions.

INFORMA
SUSTAINABILITY:

As a media company,
our biggest impacts
relate to the content
we provide: our
ability to deliver
knowledge that
is professionally
produced, rigorously
researched
and properly
disseminated.

GENDER RATIOS

Directors

Senior
managers

Employees

78%

22%

70%

30%

43%

57%

2,829

3,798

Male

Female

As at 31 December 2014.

supplier code of conduct to include the broader environmental
impact of the print supply chain. The code now covers the
potential impacts on workers and the communities surrounding
print production facilities. The plan for 2015 is to launch an
environmental assessment process to monitor performance
against the new code.

The right to privacy is business critical to us. Our databases
store around 30 million customer and prospect records, not to
mention employee, supplier and business partner information.

During 2014, Informa welcomed its new information protection
ambassador, Infobot. Infobot is the “face” of our programme to
keep information safe and respect the privacy of our employees,
customers and business partners.

We are committed to handling personal information
responsibly and in compliance with all relevant privacy and
data protection laws. Infobot marks the second phase of
the roll-out of the Global Information Protection Governance
and Compliance Framework, and is rapidly becoming a
known character to all Informa employees. Our view is that
privacy is as much a social as a legal challenge.

Informa has many different businesses and we recognise that
each of these has their own specific human rights impacts.
In 2015, we will undertake a detailed human rights impact
assessment by Division to better understand those
potential impacts.

FIND OUT MORE
For more details on how we have progressed against our
strategy and our plans for the future, please have a look at:
www.informa.com/sustainability

STEPHEN A. CARTER CBE
GROUP CHIEF EXECUTIVE

Annual Report 2014 Informa PLC 69

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
BOARD OF DIRECTORS

1 AUDIT COMMITTEE
2 NOMINATION COMMITTEE
3 REMUNERATION COMMITTEE

DEREK MAPP
NON-EXECUTIVE CHAIRMAN² (64)

STEPHEN A. CARTER CBE
GROUP CHIEF EXECUTIVE (51)

Derek Mapp joined the board of Taylor &
Francis Group plc as a Non-Executive
Director in 1998. He is currently a Non-
Executive Director and Chairman of
Huntsworth plc, Non-Executive Chairman of
Salmon Developments Limited, 3aaa Limited
(Aspire Achieve Advance), Embrace Limited
and Executive Chairman of Imagesound
Limited. Following the merger of Informa
and Taylor & Francis in May 2004, he was
appointed as Non-Executive Director and
was designated the Senior Independent
Director on 10 March 2005. On 17 March
2008 he was appointed as Non-Executive
Chairman. He is also Chairman of the
Nomination Committee.

Stephen A. Carter CBE was appointed
Group Chief Executive on 1 January 2014,
having previously been CEO-Designate from
September 2013. Prior to this he served on
the Board as a Non-Executive Director and
was a member of the Audit Committee.
Stephen is also a Non-Executive Director of
United Utilities Group PLC and a Governor
of the Royal Shakespeare Company. He
was previously Chairman of the Board at the
Ashridge Business School, the President/
Managing Director, Europe, Middle East &
Africa for Alcatel Lucent, and was a member
of the Executive Management Board. He is
a Life Peer.

PAST DIRECTORS

Dr Pamela Kirby stood down from the Board
and as Senior Independent Non-Executive
Director on 23 May 2014. For her biography,
please refer to page 35 of the 2013 Annual
Report, which is available online.

† Geoffrey Cooper stepped down from the

Board on 30 March 2015.

DR BRENDAN O’NEILL
NON-EXECUTIVE DIRECTOR1,2,3 (66)

GARETH WRIGHT
GROUP FINANCE DIRECTOR (42)

Dr Brendan O’Neill is currently a Non-
Executive Director of Tyco International plc
and Towers Watson Inc. From 1999 to 2003
he was Chief Executive of ICI plc. Prior to
joining ICI in 1998 he was an Executive
Director of Guinness plc with responsibility
for the Guinness Group’s worldwide brewing
interests. He was also a Non-Executive
Director of Endurance Speciality Holdings
Limited from 2005 to 2014 and Emap plc
from 1995 to 2002. Dr O’Neill was appointed
as a Non-Executive Director with effect
from 1 January 2008. He chairs the Audit
Committee and is a member of the
Remuneration and Nomination Committees.

Gareth Wright was appointed Group Finance
Director and joined the Board of Informa PLC
with effect from 9 July 2014. Gareth joined
Informa in 2009 as Deputy Finance Director
and had been working in the role of Acting
Group Finance Director since 1 January
2014. Previously, Gareth worked for National
Express in a number of Head Office Finance
roles, including a period as Head of Group
Finance and Acting Group Finance Director.
He trained with Coopers & Lybrand, now
part of PwC.

Informa PLC Annual Report 2014

www.informa.com

GARETH BULLOCK
SENIOR INDEPENDENT
NON-EXECUTIVE DIRECTOR1,2 (61)

Gareth Bullock joined the Board as a
Non-Executive Director on 1 January 2014
and was appointed Senior Independent
Non-Executive Director on 23 May 2014.
He is also a Non-Executive Director of Tesco
plc, Tesco Personal Finance Group Limited
and Global Market Group Ltd. He is senior
adviser to Good Governance Group (G3)
and a Trustee of the British Council.
Gareth was Group Executive Director of
Standard Chartered plc until his retirement
in April 2010 and was also responsible
for Standard Chartered plc’s risk function.
He was a Non-Executive Director of
Spirax-Sarco Engineering plc from 2005
to 2014. He is a member of the Audit
and Nomination Committees.

GEOFFREY COOPER†
NON-EXECUTIVE DIRECTOR³ (60)

JOHN DAVIS
NON-EXECUTIVE DIRECTOR1,3 (52)

Geoffrey Cooper joined the Board as a
Non-Executive Director on 1 January 2014.
He is Non-Executive Chairman of Dunelm
plc, Non-Executive Chairman of Card
Factory plc and Chairman of Bourne Leisure
Holdings Ltd and Truth Corps Ltd. He is a
Chartered Management Accountant and had
a career in management consultancy before
joining Somerfield as Finance Director in
1990. In 1994, he became Finance Director
of UniChem plc, subsequently Alliance
UniChem plc (which later became part of
Alliance Boots plc), where he was appointed
Deputy Chief Executive in 2001. He was
Chief Executive of Travis Perkins plc from
2004 to 2013 and retired from the Travis
Perkins Board in 2014.

Having qualified as a Chartered Accountant
with PwC, John has worked extensively
within the media sector. Currently he is
a Non-Executive Director and investor in
Made TV and Design My Night. He is also
an active angel investor in a number of other
companies and a consultant to Salmon
Developments plc. Previously he was the
Chief Financial Officer of Yell Group plc,
Group Finance Director of the FT Group,
Chief Financial Officer of Pearson Inc and
Director of Corporate Finance and Treasury
at EMAP plc. John has a Masters in
Management from The Stanford Graduate
School of Business. He was appointed as
a Non-Executive Director with effect from
1 October 2005 and is a member of the
Audit and Remuneration Committees.

CINDY ROSE
NON-EXECUTIVE DIRECTOR1,2 (49)

HELEN OWERS
NON-EXECUTIVE DIRECTOR³ (51)

RUPERT HOPLEY
COMPANY SECRETARY (45)

Cindy Rose joined the Board of Informa as
an independent Non-Executive Director on
1 March 2013. She is Managing Director
of Vodafone UK’s Consumer division. She
was formerly Executive Director of Digital
Entertainment at Virgin Media, and has held
a variety of Senior Executive roles with The
Walt Disney Company. Cindy is a member
of the Audit and Nomination Committees.

Helen Owers joined the Board as a
Non-Executive Director on 1 January 2014.
She is a Non-Executive Director at PZ
Cussons, Wragge & Co LLP and The Eden
Project. She was previously President,
Global Businesses at Thomson Reuters and,
more recently, Chief Development Officer,
with a remit to expand the Thomson Reuters’
emerging markets presence. Before joining
Thomson Reuters, Helen worked as a media
and telecoms strategy consultant with Gemini
Consulting and in academic and professional
publishing with Prentice Hall. She is a
member of the Remuneration Committee.

Rupert Hopley is the Company Secretary
and Group General Counsel. He joined
Informa on 1 November 2011. He trained as
a solicitor at Allen & Overy and worked in
their corporate finance department before
joining Cable & Wireless plc in 2004. He held
various roles at Cable & Wireless, including
Head of M&A and Deputy General Counsel,
before joining Expedia Inc. in 2008 as their
General Counsel (EMEA).

Annual Report 2014 Informa PLC 71

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
PRINCIPAL SOLICITORS
Clifford Chance LLP
10 Upper Bank Street
London E14 5JJ
www.cliffordchance.com

Ashurst LLP
Broadwalk House
5 Appold Street
London EC2A 2HA
www.ashurst.com

REGISTRARS
Computershare Investor Services PLC
The Pavilions, Bridgwater Road
Bristol BS99 6ZZ
www.computershare.com

GOVERNANCE
ADVISERS

AUDITOR
Deloitte LLP
2 New Street Square
London EC4A 3BZ
www.deloitte.com

STOCKBROKERS
Bank of America Merrill Lynch International
Bank of America Merrill Lynch Financial Centre
2 King Edward Street
London EC1A 1HQ
www.corp.bankofamerica.com

Barclays Capital
5 North Colonnade
Canary Wharf
London E14 4BB
www.barcap.com

PUBLIC RELATIONS
StockWell Communications LLP
Wellington House
125 Strand
London WC2R 0AP
www.stockwellgroup.com

DEPOSITORY BANK
BNY Mellon
101 Barclay Street, 22nd Floor
New York, NY 10286
www.bnymellon.com

Informa PLC Annual Report 2014

www.informa.comGOVERNANCE
DIRECTORS’ REPORT

he Directors present their Annual Report
and Accounts on the affairs of Informa PLC
and its subsidiaries (together, the “Group”),
together with the Consolidated Financial
Statements and Auditor’s Report, for the
year ended 31 December 2014. This
Directors’ Report forms part of the Strategic

STRATEGIC REPORT
The Strategic Report describes the strategy, business model,
the Company’s performance during the year, principal risk
factors and corporate responsibility activities. As a whole the
Annual Report and Accounts provides information about the
Group’s businesses, its financial performance during the year
and likely future developments.

Report of the Company as required by the Companies Act
2006 (Strategic Report and Directors’ Report) Regulations
2013, which can be found on pages 4 to 69.

CORPORATE STRUCTURE
Informa PLC is a public company limited by shares, incorporated
in England and Wales. It has a premium listing on the London
Stock Exchange.

On 30 May 2014, pursuant to a scheme of arrangement (the
“Scheme”) under Article 125 of the Companies (Jersey) Law
1991, Informa PLC became the new parent holding company
of the Informa Group of companies. The Scheme was
approved by the Royal Court of Jersey on 29 May 2014 and
by shareholders at a general meeting of Jersey registered
Informa plc (“Old Informa”) held on 23 May 2014.

Informa PLC was incorporated as Informa Limited under the
Companies Act 2006 on 24 January 2014 and changed its
name to Informa PLC on 14 May 2014. Pursuant to the
Scheme, ordinary shares in Informa PLC were admitted to
the UK Listing Authority’s Official List on 30 May 2014. Trading
on the London Stock Exchange’s market for listed securities
commenced, and the listing of Old Informa’s ordinary shares
on the UK Listing Authority’s Official List was cancelled, on the
same date. Under the terms of the Scheme, shareholders in
Old Informa received one share in Informa PLC for every share
held in Old Informa. Upon the Scheme becoming effective, Old
Informa changed its name to Informa Switzerland Limited and
became a wholly owned subsidiary of Informa PLC. Further
information on the terms of the Scheme is set out in the
scheme circular relating to the Scheme published by Old
Informa on 15 April 2014 (the “Scheme Circular”), which can be
viewed on the Company’s website at www.informa.com. The
Scheme Circular also contains a summary of the Company’s
Articles of Association (the “Articles”).

In order to give a view across the full financial year, references
in this section and in the Corporate Governance Statement,
the Audit Committee Report, the Nomination Committee
Report, the Strategic Report and the Directors’ Remuneration
Report, to “Informa”, “Company”, “Group”, “Directors” and
the “Board” refer to Old Informa up to 29 May 2014 and to
Informa PLC from 30 May 2014.

CORPORATE GOVERNANCE AND COMPLIANCE
A report on corporate governance, and the ways in which the
Company complies with the provisions of the UK Corporate
Governance Code (the “Code”) as published on September
2012, is set out on pages 78 to 83, and forms part of this
report by reference.

The Strategic Report, as set out on pages 4 to 69 of this
document, forms the management report for the purposes
of the UK Financial Conduct Authority’s Disclosure and
Transparency Rule (“DTR”) 4.1.8R.

The notice concerning forward-looking statements is set out
on page 194. References to the Company may also include
references to the Group.

ANNUAL GENERAL MEETING
The Annual General Meeting (“AGM”) will be held on 22 May
2015, at The Mondrian London, 20 Upper Ground, London
SE1 9PD, at 9.00 am. The notice is being dispatched as a
separate document to all shareholders and is also available at
www.informa.com. The notice sets out the resolutions to be
proposed at the AGM and an explanation on each resolution.

DIVIDENDS
The Directors recommend the payment of a final dividend of
12.9p per ordinary share. Subject to shareholders’ approval
at the 2015 AGM, the final dividend is expected to be paid on
28 May 2015 to ordinary shareholders registered as at the close
of business on 1 May 2015. Together with the interim dividend
of 6.4p per ordinary share paid on 11 September 2014, this
makes a total for the year of 19.3p per ordinary share
(2013: 18.9p).

Shareholders may elect to receive shares instead of cash from
their dividend allocation through the Dividend Reinvestment
Plan (“DRIP”).

DIRECTORS AND DIRECTORS’ INTERESTS
The names of Directors of the Company as at the date of this
Report are set out on pages 70 and 71, which include brief
biographical details.

Annual Report 2014 Informa PLC 73

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
DIRECTORS’ REPORT (CONTINUED)

Dr Pamela Kirby served as the Senior Independent Non-
Executive Director until she stepped down from the Board on
23 May 2014. Gareth Wright was appointed as Group Finance
Director with effect from 9 July 2014 and will seek election at
the AGM on 22 May 2015. All other Directors served on the
Board throughout the financial year and will seek re-election
at the AGM on 22 May 2015.

The remuneration and interests of the Directors who held office
as at 31 December 2014 in the share capital of the Company
are set out in the Remuneration Report on pages 90 to 107.
Details of the contracts of the Executive and Non-Executive
Directors with the Company can be found on page 106. There
are no agreements in place between the Company and its
Directors and employees providing for compensation for loss
of office of employment (whether through resignation, purported
redundancy or otherwise) that occurs because of a takeover
bid. Further information on payments to Directors can be found
in the Remuneration Report on pages 90 to 107. No Director
was materially interested in any contract of significance.

DIRECTORS’ INDEMNITIES
Indemnities are in force under which the Company has agreed
to indemnify the Directors, to the extent permitted by English
law and the Articles, in respect of any liability arising out of,
or in connection with, the execution of their powers, duties
and responsibilities, as Directors of the Company, any of its
subsidiaries or as a Trustee of an occupational pension scheme
for employees of the Company. The indemnity would not
provide coverage where the Director is proved to have acted
fraudulently or dishonestly. Information on appointments to
the Board in 2014 can be found in the Nomination Committee
Report on pages 84 and 85. The Company has purchased
and maintains Directors’ and Officers’ insurance cover against
certain legal liabilities and costs for claims in connection with
any act or omission by its Directors and officers in the execution
of their duties.

APPOINTMENT AND REPLACEMENT OF DIRECTORS
The rules for appointment and replacement of the Directors
are set out in the Articles. Directors can be appointed by
the Company by ordinary resolution or by the Board. The
Company can remove a Director from office, including by
passing an ordinary resolution or by notice being given by
all the other Directors.

POWERS OF THE DIRECTORS
The powers of the Directors are set out in the Articles and
provide that the Board may exercise all the powers of the
Company, including to borrow money up to an aggregate of
three times the adjusted capital and reserves. The Company
may by ordinary resolution authorise the Board to issue shares,
and increase, consolidate, sub-divide and cancel shares in
accordance with its Articles and English law.

Informa PLC Annual Report 2014

CHANGES TO THE COMPANY’S ARTICLES
The Company may only amend its Articles by special
resolution passed at a General Meeting (“GM”).

GREENHOUSE GAS EMISSIONS
The Company is required to disclose the Group’s GHG
emissions as required by the Companies Act 2006 (Strategic
Report and Directors’ Report) Regulations 2013. Details
of the Group’s emissions are contained in the Corporate
Responsibility section of the Strategic Report which can
be found on pages 66 to 69 and form part of the Directors’
Report disclosures.

POLITICAL DONATIONS
The Group made no political donations during the year.

FINANCIAL INSTRUMENTS
In relation to the use of financial instruments by the Group, a
review is included within Note 33 to the Consolidated Financial
Statements. Financial risk management objectives and policies
(including a description of when hedge accounting has been
applied) and the Group’s exposure to capital risk management,
market risk, credit risk and liquidity risk are explained in Note 33
to the Consolidated Financial Statements.

SHARE INFORMATION
SUBSTANTIAL SHAREHOLDINGS
As at 31 December 2014, the Company had been notified,
in accordance with the Financial Conduct Authority’s (“FCA”)
Disclosure and Transparency Rules, of the following substantial
interests (over 3%) in the issued ordinary share capital of
the Company.

As at
31 December 2014

As at
28 February 2015

Number

of shares % held

Number
of shares % held

50,180,488

7.73

44,881,484

6.92

36,723,975

5.66

36,898,656

5.69

35,218,039

31,188,145

5.43

4.81

36,602,291

31,188,145

5.64

4.81

26,970,331

4.16

27,120,907

4.18

Lazard Asset
Management

Bestinver Asset
Management

Artemis Investment
Management

NBIM

Fidelity Management
& Research

M&G Investment
Management

24,789,689

3.82

24,775,590

3.82

3.93

BlackRock

22,092,590

3.40

25,514,522

Legal & General
Investment
Management

21,718,719

3.35

22,090,139

3.40

www.informa.comSHARE CAPITAL
As at 31 December 2014, the Company’s issued share capital
comprised 648,941,249 ordinary shares with a nominal value
of 0.1p each. The Company’s share capital was restructured
in 2014 as detailed in Note 34 to the Consolidated
Financial Statements.

RIGHTS AND OBLIGATIONS ATTACHING TO SHARES
The rights attaching to the Company’s ordinary shares, being
the only share class of the Company, are set out in the Articles,
which can be found at www.informa.com. Subject to relevant
legislation, any share may be issued with or have attached to it
such preferred, deferred or other special rights and restrictions
as the Company may by special resolution decide or, if no such
resolution is in effect, or so far as the resolution does not make
specific provision, as the Board may decide. No such resolution
is currently in effect. Subject to the recommendation of the
Board, holders of ordinary shares may receive a dividend. On
liquidation, holders of ordinary shares may share in the assets
of the Company. Holders of ordinary shares are also entitled
to receive the Company’s Annual Report and Accounts and,
subject to certain thresholds being met, may requisition the
Board to convene a GM or the proposal of resolutions at AGMs.
None of the ordinary shares carry any special rights with regard
to control of the Company.

VOTING RIGHTS
Holders of ordinary shares are entitled to attend and speak
at GMs of the Company and to appoint one or more proxies
or, if the holder of shares is a corporation, a corporate
representative. On a show of hands, each holder of ordinary
shares who (being an individual) is present in person or (being
a corporation) is present by a duly appointed corporate
representative, not being himself/herself a member, shall have
one vote and on a poll, every holder of ordinary shares present
in person or by proxy shall have one vote for every share
of which he/she is the holder. Electronic and paper proxy
appointments and voting instructions must be received not later
than 48 hours before a GM. A holder of ordinary shares can
lose the entitlement to vote at GMs where that holder has been
served with a disclosure notice and has failed to provide the
Company with information concerning interests held in those
shares. Except as set out above and as permitted under
applicable statutes, there are no limitations on voting rights of
holders of a given percentage, number of votes or deadlines
for exercising voting rights.

RESTRICTIONS ON TRANSFER OF SECURITIES
IN THE COMPANY
There are no restrictions on the transfer of securities in the
Company except that:

the Directors may from time to time refuse to register
a transfer of a certificated share which is not fully paid,
provided it meets the requirements given under the Articles;
transfers of uncertificated shares must be carried out using
CREST and the Directors can refuse to register a transfer of
an uncertificated share in accordance with the regulations
governing the operation of CREST;
legal and regulatory restrictions may be put in place from
time to time, for example insider trading laws;
in accordance with the Listing Rules of the FCA the Directors
and certain employees of the Company require approval
to deal in the Company’s shares;
where a shareholder with at least a 0.25% interest in the
Company’s certificated shares has been served with a
disclosure notice and has failed to provide the Company
with information concerning interests in those shares; or
the Directors may decide to suspend the registration of
transfers, for up to 30 days a year, by closing the register of
shareholders. The Directors cannot suspend the registration
of transfers of any uncertificated shares without obtaining
consent from CREST.

There are no agreements between holders of ordinary shares
that are known to the Company which may result in restrictions
on the transfer of securities or on voting rights.

SHARES HELD ON TRUST
Shares are from time to time held by a Trustee in order to satisfy
entitlements of employees to shares under the Group’s share
schemes. Usually the shares held on trust are no more than
sufficient to satisfy the requirements of the Group’s share
schemes for one year. The shares held by these trusts do not
have any special rights with regard to control of the Company.
While these shares are held on trust their rights are not
exercisable directly by the relevant employees. The current
arrangements concerning these trusts and their shareholdings
are set out on page 105.

PURCHASE OF OWN SHARES
At the end of the year, the Directors had authority, under a
shareholders’ resolution passed on 23 May 2014, to purchase
through the market up to 10% of the Company’s issued
ordinary shares. This authority expires at the conclusion
of the AGM of the Company to be held on 22 May 2015.

Annual Report 2014 Informa PLC 75

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
DIRECTORS’ REPORT (CONTINUED)

CHANGE OF CONTROL
There are no significant agreements to which the Company
is a party that take effect, alter or terminate upon a change of
control following a takeover bid (nor any agreements between
the Company and its Directors or employees providing for
compensation for loss of office or employment that occurs
because of a takeover bid) except for the Group’s private
placement loan notes and facilities described in Note 32
to the Consolidated Financial Statements.

EMPLOYEE ENGAGEMENT
The Group manages an ongoing programme to ensure staff
are informed on matters affecting them and are provided with
regular updates on the performance of the Group. This is
achieved by inviting staff to view the half and full year results
presentations, delivering half and full year results presentations
adapted for staff by webinar, and providing a Q&A facility,
email updates, and informal and formal meetings. All material
is recorded and available on the Intranet for staff unable to
join at the prescribed times.

The Group actively seeks regular feedback from staff and
continues to participate in the UK Top Employers ranking.
The ranking involves questioning on many factors, including
links to employee consultation and engagement.

In 2014, the Group launched ShareMatch, a global share
incentive plan offered to the majority of staff. Eligible employees
in the UK, US, UAE, Australia, Germany, the Netherlands,
Singapore and Sweden are invited to purchase shares in the
Company up to an annual maximum value of £1,800. Further
information on ShareMatch can be found in the Remuneration
Report on page 101. The intention of this scheme is to increase
employee engagement and align employees’ interests with
those of the Company and shareholders by increasing
employee ownership of the Company’s shares.

EQUAL OPPORTUNITIES
Informa believes in equality of opportunity and all recruitment
and promotion opportunities are based solely on merit. No
individual employee or potential employee will receive less
favourable treatment on the grounds of age, gender, sexual
orientation, disability, colour, race, religion, nationality
or ethnicity.

The Company’s equal opportunity policy not only covers
recruitment and promotion but also training and development
opportunities. The policy also acts as a guide to all staff and
management on acceptable behaviour at work standards.

In situations where an individual employee’s circumstances
change, it is the Company’s policy to do everything reasonably
possible to ensure a successful return to work is facilitated, be
it in the same job or a different role.

AUDITOR
Each person who is a Director at the date of approval of this
Annual Report confirms that:

so far as the Director is aware, there is no relevant audit
information of which the Company’s auditor is unaware; and
the Director has taken all the steps that he/she ought to have
taken as a Director in order to make himself/herself aware
of any relevant audit information and to establish that the
Company’s auditor is aware of that information.

Deloitte LLP has expressed willingness to continue in office as
auditor and a resolution to reappoint Deloitte will be proposed
at the forthcoming AGM.

GOING CONCERN BASIS
Each of the persons who is a Director (noted on pages 70 and
71) at the date of approval of this Annual Report and Accounts
confirms that:

The Group’s business activities, together with the principal
risk factors likely to affect its future development,
performance and position are set out in the Chairman’s
Statement and Strategic Report on pages 4 to 65.

As set out on pages 62 to 65 a number of principal risk factors
could potentially affect the Group’s results and financial
position. In particular the current economic climate creates
uncertainties over the level of demand for the Group’s products
and services. The Group adopts extensive budgeting and
forecasting processes for its trading results and cash flows
and updates these forecasts to reflect current trading on
a regular basis.

The Group’s net debt and banking covenants are discussed
in the Financial Review on pages 56 to 59 and the exposure
to liquidity risk is discussed in Note 33 to the Consolidated
Financial Statements.

The Group sensitises its projections to reflect possible
changes in trading performance and cash conversions, taking
into account its substantial deferred revenues (£342.9m at
31 December 2014). These forecasts and projections for the
period up to 30 June 2016 show that the Group is expected to
be able to operate within the level of its current financing and
meet its covenant requirements for a period of one year from
the date of the signing of the Group’s financial statements for
the year ended 31 December 2014.

After making enquiries, the Directors have a reasonable
expectation that there are no material uncertainties that may
cast significant doubt about the Company’s ability to continue
as a going concern. Accordingly, they continue to adopt the
going concern basis in preparing the Annual Report
and Accounts.

Informa PLC Annual Report 2014

www.informa.comLegislation in the UK governing the preparation and
dissemination of financial statements may differ from legislation
in other jurisdictions.

In accordance with DTR 4.1.12R, the Directors confirm that,
to the best of their knowledge:

the Consolidated Financial Statements have been prepared
in accordance with the applicable set of accounting
standards and give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Company
and the undertakings included in the consolidation taken
as a whole; and
the management report, which is incorporated into the
Directors’ Report, includes a fair review of the development
and performance of the business and the position of the
Company and the undertakings included in the consolidation
taken as a whole, together with a description of the principal
risk factors.

In addition, each of the Directors as at the date of this report
considers the Annual Report and Accounts, taken as a whole,
is fair, balanced and understandable and provides the
information for shareholders to assess the Company’s
performance, business model and strategy.

Approved by the Board and signed on its behalf by

RUPERT HOPLEY
COMPANY SECRETARY
12 February 2015

DIRECTORS’ RESPONSIBILITIES
The Directors, whose names are set out on pages 70 and 71,
are responsible for preparing the Annual Report and Accounts
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 elected
to prepare the financial statements in accordance with
International Financial Reporting Standards (“IFRSs”) as
adopted by the European Union and issued by the International
Accounting Standards Board.

International Accounting Standard (“IAS”) 1 requires that
financial statements present fairly the Company’s financial
position, financial performance and cash flows for each
financial year. This requires the faithful representation of
the effects of transactions, other events and conditions in
accordance with the definitions and recognition criteria for
assets, liabilities, income and expenses set out in the
International Accounting Standards Board’s “Framework for
the preparation and presentation of financial statements”.

In virtually all circumstances, a fair presentation will be achieved
by compliance with all applicable IFRSs. However, the Directors
are also required to:

properly select and apply accounting policies;
present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandable information;
provide additional disclosures when compliance with the
specific requirements in IFRSs are insufficient to enable users
to understand the impact of particular transactions, other
events and conditions on the entity’s financial position and
financial performance; and
make an assessment of the Company’s ability to continue
as a going concern.

The Directors are responsible for:

keeping proper accounting records that disclose with
reasonable accuracy at any time the financial position of the
Company and enable them to ensure that the Consolidated
Financial Statements comply with the Companies Act 2006
and Article 4 of the IAS Regulation;
safeguarding the assets of the Company and taking
reasonable steps for the prevention and detection of
fraud and other irregularities; and
the maintenance and integrity of the corporate and
financial information included on the Company’s website.

Annual Report 2014 Informa PLC 77

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
THE BOARD
Informa PLC is the ultimate holding company of the Group
and is controlled by its Board of Directors.

On 30 May 2014, pursuant to a scheme of arrangement (the
“Scheme”) under Article 125 of the Companies (Jersey) Law
1991, Informa PLC became the new parent holding company
of the Informa Group of companies. Prior to that date, the
Company was not subject to the UK Companies Act 2006;
however, the Board considered it appropriate to provide
shareholder safeguards which were similar to those that
apply to a UK registered company and those in place prior
to the effectiveness of the Scheme were consistent with the
relevant provisions of the UK Companies Act 2006.

With the exception of Gareth Wright, the Directors were elected
or re-elected on 23 May 2014. On the effective date of the
Scheme, the Company continued to have the same Board and
management team as Old Informa had immediately prior to the
effectiveness of the Scheme.

The Board, chaired by Derek Mapp, is currently made up of two
Executive Directors and seven Non-Executive Directors. Their
biographies are set out on pages 70 and 71. The Board was
delighted to appoint Gareth Wright as Group Finance Director
on 9 July 2014. Currently, two out of the nine Board members
(22%) are female.

The Board’s main roles are to create value for shareholders, to
provide entrepreneurial leadership for the Group, to approve the
Group’s strategic objectives and to ensure that the necessary
financial and human resources are made available to enable
those objectives to be met. The Board also reviews the risk
management and internal control systems on an ongoing basis.

The Company Secretary is responsible for advising the Board,
through the Chairman, on all governance matters and all
Directors have access to his advice and services.

GOVERNANCE
CORPORATE GOVERNANCE STATEMENT

DEAR SHAREHOLDER
The Board recognises that it is accountable to
shareholders for its standards of governance and is
therefore committed to the principles of corporate
governance contained in the UK Corporate Governance
Code (the “Code”) published in September 2012.
An amended version of the Code was issued in
September 2014 which is applicable to accounting
periods beginning on or after 1 October 2014; the
Company will report on its compliance with the 2014
version of the Code in its 2015 Annual Report and
Financial Statements. As a company listed on the
London Stock Exchange, Informa is subject to the
Listing Rules of the FCA and seeks to comply with
the provisions of the Code and relevant institutional
shareholder guidelines.

The Board is pleased to report that Informa has
complied with all of the provisions of the Code during
2014 and up to the date of this document. This report
describes how Informa has applied the main provisions
of the Code. Together, this report, the Audit Committee
Report, the Nomination Committee Report and the
Remuneration Report on pages 90 to 107 explain
how Informa has applied the principles and supporting
principles of good governance set out in the Code.
In accordance with the Code, the Audit Committee
has provided assurance to the Board that the Annual
Report and Financial Statements, taken as a whole, is
fair, balanced and understandable and all the matters
that have been brought to the attention of the Board
during the year have been reflected in the Annual
Report and Financial Statements.

DEREK MAPP
CHAIRMAN

Informa PLC Annual Report 2014

www.informa.comMATTERS RESERVED FOR THE BOARD
A schedule which sets out the matters reserved for the Board’s
approval is reviewed annually with the last review conducted in
February 2015. The specific responsibilities reserved for the
Board include, but are not limited to:

responsibility for the overall management of the Group;
approving the Group’s long-term objectives and
commercial strategy;
approving the Group’s annual operating and capital
expenditure budgets;
reviewing operational and financial performance;
approving major acquisitions, disposals and capital projects;
reviewing the Group’s systems of internal control and
risk management;
reviewing the environmental, health and safety policies
of the Group;
approving appointments to, and removals from, the Board
and of the Company Secretary;
approving policies relating to Directors’ remuneration; and
reviewing the dividend policy and determining the amounts
of dividends.

The Board has delegated the following activities to the
Executive Directors:

the development and recommendation of strategic plans
for consideration by the Board that reflect the longer-term
objectives and priorities established by the Board;
implementation of the strategies and policies of the Group
as determined by the Board;
monitoring the operating and financial results against
plans and budgets;
monitoring the performance of acquisitions and investments
against plans and objectives;
prioritising the allocation of capital, technical and human
resources; and
developing and implementing risk management systems.

The Schedule of Matters Reserved for the Board is available
at www.informa.com.

THE ROLES OF THE CHAIRMAN, GROUP CHIEF
EXECUTIVE AND SENIOR INDEPENDENT DIRECTOR
The division of responsibilities between the Chairman of the
Board, the Group Chief Executive and the Senior Independent
Director comply with the guidance from the UK Institute of
Chartered Secretaries and Administrators (“ICSA”) and as
such are clearly defined. These are set out in writing, have
been approved by the Board and are available on the
Company’s website.

As Chairman, Derek Mapp leads the Board and is responsible
for setting its tone and agenda and ensuring its effectiveness.
He is also responsible for ensuring that Directors receive
accurate, timely and clear information and for effective
communication with shareholders. He promotes a culture of
openness and debate to facilitate the effective contribution of
Non-Executive Directors and constructive relations between
the Executive and Non-Executive Directors. He also acts on the
results of the Board performance evaluation by leading on the
implementation of any required changes to the Board and its
Committees, including the recognition of the strengths and any
perceived weaknesses of the Board, and, where appropriate,
proposes new members be appointed to the Board or
proposes the resignation of Directors. The Chairman holds
periodic meetings with Non-Executive Directors without the
Executives present.

Stephen A. Carter was appointed Group Chief Executive on
1 January 2014, having previously been CEO-Designate from
1 September 2013, and he has the responsibility of running
the Company. As Group Chief Executive, Stephen has direct
charge of the Group on a day-to-day basis and is accountable
to the Board for its operational and financial performance. He
is primarily responsible for implementation of the Company’s
strategy, including ensuring the achievement of the Group’s
budgets and optimising the Group’s resources, and he also
has primary responsibility for managing the Group’s risk profile,
identifying and executing new business opportunities, and for
management development and remuneration.

Dr Pamela Kirby stood down as Senior Independent Director
on 23 May 2014 and she was replaced in this role by Gareth
Bullock. Gareth is available to meet shareholders on request
and to ensure that the Board is aware of any shareholder
concerns not resolved through existing mechanisms for
investor communication. He acts as a sounding board for
the Chairman and, if and when appropriate, serves as an
intermediary for the other Directors.

Annual Report 2014 Informa PLC 79

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
CORPORATE GOVERNANCE STATEMENT (CONTINUED)

DIRECTORS AND DIRECTORS’ INDEPENDENCE
The Board includes independent Non-Executive Directors
who constructively challenge and help develop proposals on
strategy and bring strong, independent judgement, knowledge
and experience to the Board’s deliberations. The independent
Directors are of sufficient calibre and number that their views
carry significant weight in the Board’s decision-making
process. The Board considers all of its Non-Executive
Directors to be independent in character and judgement.
There is an agreed procedure in place for the Directors to
obtain independent professional advice, at the Group’s
expense, should they consider it necessary to do so in order
to carry out their responsibilities. The Directors’ contracts are
available for inspection at the registered office during normal
business hours and will be available for inspection at the AGM.

INFORMATION AND PROFESSIONAL DEVELOPMENT
On appointment, the Directors receive relevant information
about the Group, the role of the Board and the matters
reserved for its decision, the terms of reference and
membership of the principal Board Committees, the Group’s
corporate governance policies and procedures and the latest
financial information about the Group. This is supplemented by
introductory meetings with key divisional and Group function
senior executives who provide detailed information about the
Company, the relevant markets, the business units and their
trading. Finally, on appointment and from time to time, the
Directors are reminded of their legal and other duties and
obligations as a Director of a listed company.

Throughout their period in office, the Directors are regularly
updated on the Group’s business and the environment in which
it operates, by written briefings and by meetings with senior
executives, who are invited to attend and present at Board
meetings from time to time. They are also updated on any
changes to the legal and governance requirements of the
Group and those which affect themselves as Directors and
are able to obtain training, at the Group’s expense, to ensure
they are kept up to date on relevant new legislation and
changing commercial risks.

Regular reports and papers are circulated to the Directors in
a timely manner in preparation for Board and Committee
meetings. These papers are supplemented by any information
specifically requested by the Directors from time to time.
The Non-Executive Directors receive monthly management
reports from the Group Chief Executive and the Group Finance
Director which enable them to scrutinise the Group’s and
management’s performance against agreed objectives.

PERFORMANCE EVALUATION OF THE BOARD
AND ITS COMMITTEES
The Board utilises a formal and rigorous process, led by the
Chairman, for the annual evaluation of the performance of
the Board, its principal Committees and individual Directors.

On appointment, the Directors are made aware that their
performance will be subject to evaluation. The Non-Executive
Directors, led by the Senior Independent Director, meet at
least annually to appraise the Chairman’s performance.

Following significant changes to the Board composition at the
beginning of 2014, an external Board evaluation was conducted
towards the end of the year facilitated by Independent Board
Review, a division of Independent Audit Limited. Independent
Audit Limited has no other connection with the Company.
The evaluation, which was fully independent, was undertaken
by means of:

observation of a Board meeting;
a review of Board and Committee papers for the 12 month
period up to September 2014; and
individual interviews with each Director, the Company
Secretary and several senior executives along with the
external audit partner.

The results of the evaluation were presented in a report, which
was discussed with the Chairman and then presented to the
Board. The report covered the topics of:

Board composition and dynamics, both as a whole and
on an individual basis;
the purpose of the Board’s role in relation to strategy, risk,
financial and operational performance, resourcing and
stakeholder focus;
succession planning; and
the mechanics and quality of Board meetings.

The effectiveness of each principal Board Committee was
also assessed separately.

The evaluation report concluded that overall, following the
Board restructure, the Board was making clear progress
and becoming increasingly effective. Certain key areas were
identified as having scope for further development, although
it was acknowledged that most of these areas had already
been identified by Informa for further consideration in the near
future. The Board will monitor progress throughout 2015.

Informa PLC Annual Report 2014

www.informa.comRE-ELECTION
The Articles provide for all Directors to be subject to annual
re-election at the AGM. The performance evaluation of the
Board concluded that each Director remains effective and
committed to their role. In addition, as a result of the evaluation,
the Board is satisfied that each Non-Executive Director remains
independent, including John Davis who has served more than
nine years on the Board. With the exception of Gareth Wright,
who will stand for election, all Directors will stand for re-election
at the 2015 AGM.

RELATIONS WITH SHAREHOLDERS
The Company is committed to maintaining good
communications with investors and has a full-time Director
of Investor Relations, Corporate Communications and
Brand. Derek Mapp as Chairman, Gareth Bullock as Senior
Independent Director and Chairman of the Remuneration
Committee provide the Board with feedback on any issues
raised with them by shareholders.

Financial information is reported externally on a quarterly basis.
The Group Chief Executive and Group Finance Director give
presentations on the half-yearly and full year results in face-to-
face meetings with institutional investors, analysts and the
media, which are also accessible via webcast on www.informa.
com. In 2014, presentations were held in London, Edinburgh,
New York and Boston. After the release of the Interim
Management Statements in respect of the first and third
quarters, the Company holds conference calls with institutional
investors, analysts and the media.

Whilst it is no longer a requirement under the Listing Rules to
issue Interim Management Statements, it is the intention of the
Board to issue trading updates in 2015 in order to keep investors
fully appraised of the trading performance of the Company.

In addition to these presentations, the Executive Directors have
frequent discussions with institutional shareholders on a range
of issues, including governance and strategy, affecting the
Group’s performance. In November 2014, an investor
presentation was held to update investors and analysts on
the implementation and progress of the Company’s Growth
Acceleration Plan. Meetings are also held with the Group’s
largest institutional shareholders on an individual basis following
the announcement of the Group’s half-yearly and full year
results and on other occasions. In addition, the Group
responds to individual ad hoc requests for discussions

from institutional shareholders. Following meetings held
with shareholders after the half-yearly and full year results
announcements, the Board is provided with feedback from
the Executive Directors, the Director of Investor Relations,
Corporate Communications and Brand, the Group’s
stockbrokers and its public relations advisers on investor
perceptions. The Company’s stockbrokers’ reports on the
Group are also circulated to all Directors, as are monthly reports
of significant changes in the holdings of larger investors.

The AGM is an opportunity for shareholders to ask questions
and to meet with the Directors. The number of proxy votes for,
against or withheld in respect of each resolution is disclosed at
the AGM and a separate resolution is proposed for each item.
The Company aims to give as much notice of the AGM as
possible and at least 21 clear days’ notice, as required by the
Articles. In practice the documents are sent to shareholders
no less than 20 working days before the AGM.

The Group’s corporate website at www.informa.com provides
a wide range of information about the Group which is of interest
to both institutional and private investors. This includes all
announcements made by the Company to the FCA, as well as
video recordings of the interim and annual presentations made
to analysts, and details of the Group’s businesses and sectors
in which it operates.

DIRECTORS’ CONFLICTS OF INTEREST
The Articles include provisions covering Directors’ conflicts
of interest and allow the Board to authorise any matter that
would otherwise involve a Director breaching his duty to avoid
conflicts of interest. The Company has procedures in place to
deal with a situation where a Director has a conflict of interest.
As part of this process, the Board will endeavour to:

consider each conflict situation separately on its
particular facts;
consider the conflict situation in conjunction with the Articles;
keep records and Board minutes as to authorisations granted
by Directors and the scope of any approvals given; and
regularly review conflict authorisations.

In 2014, none of the Directors had any unauthorised conflicts
of interests. The Board acknowledges that Dr Brendan O’Neill
is a Non-Executive Director of Towers Watson Inc. and Towers
Watson are advisers to the Remuneration Committee.

Annual Report 2014 Informa PLC 81

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
CORPORATE GOVERNANCE STATEMENT (CONTINUED)

INTERNAL CONTROL AND RISK MANAGEMENT
Following a comprehensive strategic review, a new operating
model was implemented during the financial year. As detailed
in the Strategic Report, the Group is now structured as four
Divisions: Academic Publishing, Business Intelligence,
Global Exhibitions and Knowledge & Networking. Each
Division is given operational autonomy, as far as possible,
within an internal control framework.

The responsibility for the day-to-day management of these
Divisions rests with the Group Chief Executive, supported by
the Executive Management Team (“EMT”). During 2014, the
EMT, which includes the CEO of each of the four Divisions,
met weekly (by call) and monthly (physically) to consider the
implementation of Group strategies, plans and policies, monitor
operational and financial performance, and manage risks.

The Board is responsible for the Group’s system of internal
control and for reviewing its effectiveness. Such a system is
designed to manage rather than eliminate the risk of failure to
achieve business objectives and can only provide reasonable,
and not absolute, assurance against material misstatement
or loss. The concept of reasonable assurance recognises
that the cost of control procedures should not exceed the
expected benefits.

The Board has an ongoing process for identifying, evaluating
and managing the significant risks faced by the Group. This
process was in place throughout 2014 and up to the date
of approval of the Annual Report and Financial Statements,
and is in accordance with the Turnbull Guidance “Internal
Control: Guidance for Directors on the Combined Code
(October 2005)”.

The key features of Informa’s internal control and risk
management systems in relation to the financial reporting
process include:

Business planning – all business units produce and agree
an annual business plan against which the performance of
the business is regularly monitored.
Financial analysis – each business unit’s operating
profitability and capital expenditure are closely monitored.
Management incentives are tied to financial results. These
results include explanations of variances between forecast
and budgeted performance, and are reviewed in detail by
executive management on a monthly basis. Key financial
information is reported to the Board on a monthly basis.
Group Authority Framework – the framework provides
clear guidelines for all business units of the approval limits
for capital and operating expenditure, and other key
business decisions.

Risk assessment – a risk assessment is embedded into
the operations of the Group and a risk register is submitted
to the EMT and the Board for approval. Each business unit
considers the significant risks to its business and to the
achievement of the proposed plan. In doing so, each unit
considers risk in terms of probability of occurrence and
potential impact on performance, and mitigating actions,
control effectiveness and management responsibility are
identified to address these risks.

The Board regularly reviews the effectiveness of the Group’s
system of internal controls, including financial, operational and
compliance controls, risk management and the Group’s high
level internal control arrangements. The Audit Committee
has been charged by the Board with oversight of the above
mentioned controls for the period and they have considered
the following in determining the overall effectiveness of the
Group’s risks and associated control environment:

The Risk Committee, a sub-committee of the Audit
Committee, reports on the effectiveness of risk management,
governance and compliance activity within the Group. This
Committee comprises the Group Chief Executive and a
cross-section of senior officers and managers of the Group,
and is chaired by the Group Finance Director. The Risk
Committee supports the Board in its consideration of
current and forward-looking material business risk
exposures. A programme of deep dive reviews of each of
the principal risk factors of the Group is in place, with each
principal risk factor discussed and evaluated in detail at least
once a year by the Risk Committee. These principal risk
factors are discussed in more detail on pages 62 to 65.
The Audit Committee has approved a schedule of work to be
undertaken by the Group’s nominated external auditor during
the period and receives reports on any issues identified in
the course of their work, including internal control reports
on control weaknesses. Any identified issues are reported
to the Audit Committee and are tracked until conclusion.
The Audit Committee has approved a schedule of work to
be undertaken by the Group’s Internal Audit team during
the period and receives reports on any issues identified in
respect of the Group’s business processes and control
activities over the Group’s key risk areas, including following
up on the implementation of management action plans to
address any identified control weaknesses and reporting
any overdue actions to the Audit Committee.

KPMG LLP is engaged to provide the Group with Internal Audit
services and act as Head of Internal Audit. The Board confirms
that no significant failings or weaknesses have been identified
from the reviews performed by Internal Audit.

Informa PLC Annual Report 2014

www.informa.comBOARD MEETINGS AND COMMITTEES
At each meeting the Board receives information regarding current trading, business unit performance, financing, potential
acquisitions and investor relations analysis. At certain times of the year the Board reviews and discusses budgets, capital
expenditure, risks, financial statements and strategy. The Board is also provided with updates, when appropriate, on aspects
such as changes in legislation and the business environment, in addition to regular investor feedback.

Each Committee reports to, and has its terms of reference approved by, the Board, and all Board and Committee minutes are
circulated as soon as possible after each meeting. The number of scheduled Board meetings and Committee meetings attended
as a member by each Director during the year are set out below:

Derek Mapp

Stephen A. Carter

Gareth Wright1

Gareth Bullock

Geoffrey Cooper

Pamela Kirby2

John Davis

Dr Brendan O’Neill

Cindy Rose

Helen Owers

Scheduled Board
meetings (of 8)

Audit
Committee
meetings (of 3)

Remuneration
Committee
meetings (of 5)

Nomination
Committee
meetings (of 2)

–

1 Gareth Wright was appointed to the Board on 9 July 2014.
2 Pamela Kirby stepped down from the Board and Remuneration Committee with effect from 23 May 2014.

Separate reports from the Nomination, Audit and Remuneration Committees can be found on pages 84 to 107.

Approved by the Board and signed on its behalf by

RUPERT HOPLEY
COMPANY SECRETARY
12 February 2015

Annual Report 2014 Informa PLC 83

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
NOMINATION COMMITTEE REPORT

CHAIRMAN
Derek Mapp

OTHER MEMBERS
Dr Brendan O’Neill (from 1 January 2015)
Gareth Bullock (from 23 May 2014)
Cindy Rose (from 23 May 2014)
John Davis (until 31 December 2014)
Dr Pamela Kirby (until 23 May 2014)

SECRETARY
Rupert Hopley

Informa PLC Annual Report 2014

OBJECTIVE
To ensure that there is a formal, rigorous and transparent
procedure for the appointment of new Directors to the
Board and its Committees.

GOVERNANCE
All the members of the Nomination Committee (the
“Committee”) are independent Non-Executive Directors.

DUTIES
The Committee’s terms of reference are available on
the Company’s website. The Committee’s principal
responsibilities include:

reviewing the structure, size and composition of the Board;
giving full consideration to succession planning for Directors
and senior executives, taking into account the skills and
experience needed on the Board in the future;
identifying, and nominating for approval by the Board,
candidates to fill Board vacancies as and when they arise;
evaluating the balance of skills, knowledge, independence,
experience and diversity of the Board prior to any
appointment to the Board;
keeping under review the leadership needs of the
organisation, both Executive and Non-Executive;
reviewing the results of the Board performance evaluation
process that relate to the composition of the Board; and
annually reviewing the time required from
Non-Executive Directors.

ACTIVITIES OF THE COMMITTEE DURING
THE YEAR
During the year the Committee met twice to address changes
to Board and Committee composition. The resignation of
Adam Walker as Group Finance Director at the end of 2013
resulted in a search for a successor which was conducted
by JCA, an independent search consultancy. Following a review
of a number of candidates this Committee recommended to
the Board that Gareth Wright was the most suitable candidate.
His appointment on 9 July 2014 brought about a smooth
transition given his prior knowledge and experience within
the Group.

Dr Pamela Kirby stepped down from the Board and this
Committee after nine years’ service on 23 May 2014 and
her role as Senior Independent Director was filled by Gareth
Bullock. Both Gareth Bullock and Cindy Rose joined the
Committee in May.

www.informa.comAt the 2015 AGM, John Davis will have served more than nine
years on the Board, having been elected at the 2006 AGM.
As part of the annual review of the Board members and the
independence of the Non-Executive Directors, the other
members of the Committee particularly reviewed his
engagement and participation at the Board and Committee
meetings, and his relationship with the Executive Directors.
In the light of his constructive but challenging engagement in
those meetings, and taking into account the changes in the
Executive Directors in 2014, the Committee determined that
he is still independent, notwithstanding the length of his tenure.

So as the Company and the Board can continue to benefit
from his skills, experience, independence and knowledge,
John Davis will seek re-election as a Director at the 2015 AGM.
If re-elected, he will stand down from the Board at the 2016
AGM. It has also been agreed that he stand down from the
Nomination Committee with effect from 31 December 2014
and that Dr Brendan O’Neill join the Committee with effect
from 1 January 2015.

The Committee also reviewed its terms of reference and
discussed the composition and the mix of skills, knowledge,
experience and diversity of the Board.

EXECUTIVE AND NON-EXECUTIVE
DIRECTOR SEARCHES
The Committee uses the services of specialist search
consultants to seek suitable external candidates for
appointment to the Board and its Committees. The Committee
identifies the specific experience and skills that the Company
is looking for and then works with the search consultants to
identify suitable candidates who match those criteria. External
candidates, together with any internal candidates, are then
interviewed by the Committee and the successful candidate is
proposed by the Committee to the Board for approval. During
the year the Committee was supported by JCA in the Group
Finance Director search and JCA is entirely independent of
the Company.

BOARD AND EMPLOYEE DIVERSITY
The Company operates a successful business based on
a proven track record of equal opportunity and reward for
performance. Around 57% of our employees are women
(3,798 out of a total of 6,627) and they account for around
30% of the senior managers (17 out of a total of 56) within the
Group at 31 December 2014. Further information on diversity
within the Group can be found in the Corporate Responsibility
Report on page 69.

At Board level, we believe that the current representation,
as at the date of this report, of two female Non-Executive
Directors (22%) is acceptable given the current size of the
Board. However, we remain committed to our targets around
the representation of women on the Board. Our Board
composition and size are kept under constant review, so as to
ensure we have the appropriate balance of skills, experience,
diversity and knowledge of the Group within our independent
Non-Executive Directors.

ACTION PLAN FOR 2015

Continue to review succession planning for the Board
and for key roles Group-wide
Identify future talent pipeline
Develop initiatives for Directors
Provide Group-wide exposure for Non-Executive Directors

Approved by the Board and signed on its behalf by

DEREK MAPP
CHAIRMAN OF THE NOMINATION COMMITTEE
12 February 2015

Annual Report 2014 Informa PLC 85

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
AUDIT COMMITTEE REPORT

CHAIRMAN
Dr Brendan O’Neill

OTHER MEMBERS
John Davis, Cindy Rose, Gareth Bullock

SECRETARY
Rupert Hopley

DEAR SHAREHOLDER
I am pleased to present the report of the Audit Committee
(the “Committee”) for the financial year ended
31 December 2014. One of the core requirements of the
UK Corporate Governance Code (the “Code”) is for the
Annual Report and Accounts to provide a fair, balanced
and understandable assessment of the Group’s financial
reporting, internal control policies, and procedures for
the identification, assessment and reporting of risk and
that these remain effective. The Committee devotes
significant time to each of these matters.

The Committee acknowledges that the Code was revised
in September 2014 and is applicable to accounting
periods beginning on or after 1 October 2014. The
Committee’s terms of reference were revised in February
2015 to take account of the changes. We will set out our
compliance with the revised Code in next year’s report.

The Committee’s agenda for 2014 has included the usual
review of our financial results and controls, our business
operations and their management of risk. Further details
are included in this report. The Board considers that
the Committee’s members have broad commercial
knowledge and a suitable mix of business and financial
experience. The existing experience of John Davis,
Cindy Rose and myself was supplemented in 2014
by the addition of Gareth Bullock to the Committee.
He has broad experience, as detailed on page 71.

DR BRENDAN O’NEILL
CHAIRMAN OF THE AUDIT COMMITTEE

Informa PLC Annual Report 2014

OBJECTIVE
To be responsible for corporate reporting, risk management
and internal control procedures, and for maintaining the
relationship with the Company’s external auditor.

COMMITTEE COMPOSITION
The membership of the Committee is set out on pages 70
and 71. The Committee met three times during the year to
31 December 2014 and all meetings were fully attended by
the members apart from one meeting missed by Cindy Rose
due to a long-standing business commitment. It meets as
appropriate with the Executive Directors and management,
as well as privately with both the external and internal auditors.
During the year the Committee received sufficient, reliable and
timely information from the senior managers to enable it to fulfil
its duties.

GOVERNANCE
The Committee’s Chairman, Dr Brendan O’Neill, is a qualified
Management Accountant and has extensive experience of
Audit Committee procedures. John Davis is a qualified
Chartered Accountant and until November 2010 was the
Chief Financial Officer of Yell Group plc (renamed Hibu plc
in July 2012).

The meetings of the Committee are structured to investigate
the key accounting, audit and risk issues that are relevant to
the Group. The varied experiences of its members assist in
providing a challenging environment in which these issues are
discussed. The Group Finance Director, Head of Internal Audit
and Head of Group Tax attend all or part of its proceedings
in order to provide information to, and be questioned by, the
Committee. The composition of the Committee was reviewed
during the year and the Board and Committee are satisfied
that it has the expertise and resource to fulfil its responsibilities
effectively, including those relating to risk and control.

DUTIES
The Committee’s terms of reference are available on the
Company’s website. The Committee’s terms of reference allow
it to obtain independent external advice at the Company’s
expense. No such advice was obtained during 2014.

The Committee is responsible for:

reviewing the content of the Annual Report and Financial
Statements and advising the Board on whether, taken as a
whole, it is fair, balanced and understandable and provides
the information necessary for shareholders to assess the
Company’s performance, business model and strategy;
monitoring the integrity of the Group’s financial statements
and any formal announcements relating to the Group’s
performance;

www.informa.commonitoring the effectiveness of the external audit process
and evaluating the external auditor;
making recommendations to the Board in relation to the
appointment, reappointment and remuneration of the
external auditor;
ensuring that an appropriate relationship between the Group
and the external auditor is maintained, including setting
policy for and reviewing non-audit related services and fees;
annually reviewing the Group’s system of internal controls
and the process for identifying, evaluating and managing the
significant risks faced by the Group. These responsibilities
are principally carried out through the Risk Committee
whose activities are overseen by the Chairman of the Audit
Committee on behalf of the Board;
reviewing the effectiveness of the Group Internal Audit
function and for approving, upon the recommendation of
the Group Chief Executive, the appointment and termination
of the head of that function; and
monitoring the Group’s whistleblowing procedures to ensure
that appropriate arrangements are in place for employees to
be able to raise in confidence matters of possible impropriety,
with suitable subsequent follow-up action.

ACTIVITIES OF THE COMMITTEE DURING
THE YEAR
During 2014, the Committee fulfilled its duties under its terms
of reference and discharged its responsibilities primarily by:

reviewing the Group’s draft full year and half-yearly results
statements prior to Board approval and reviewing the
external auditor’s detailed reports thereon, in particular
reviewing the opinions of management and the auditor
in relation to the carrying values of the Group’s assets;
reviewing the appropriateness of the Group’s
accounting policies;
reviewing the impact on the Group’s financial statements
of matters such as the adoption of new or amended IFRSs;
recommending to the full Board, which adopted the
recommendation, the reappointment of Deloitte LLP
as the Group’s external auditor;
reviewing and recommending to the Board the audit fee
and reviewing non-audit fees payable to the Group’s
external auditor;
reviewing the external auditor’s plan for the audit of the
Group’s financial statements, which included key areas
of scope of work, key risks on the financial statements,
confirmation of auditor independence and the proposed
audit fee, and approving the terms of engagement for
the audit;

reviewing the Group’s system of controls and its
effectiveness. In particular, it approves the annual Internal
Audit plan and reviews the work done by Internal Audit
and actions which are agreed following the work;
approving the decision to continue with an outsourced
Internal Audit function, and overseeing the reappointment
of KPMG LLP in this role;
reviewing the Group’s systems to identify and manage
risks (including regular consultation with the Head of
Internal Audit and in particular the operation of the
Group’s Risk Committee);
reviewing the appropriateness of the Group’s tax policies
and tax risks; and
reviewing post-acquisition reports on integration and
performance of significant recent acquisitions compared
to plans.

FINANCIAL REPORTING AND SIGNIFICANT
JUDGEMENT AREAS
In assessing the appropriateness of the financial statements,
the Committee assesses whether suitable accounting policies
have been adopted and whether management have made
appropriate estimates and judgements. The Committee reviews
accounting papers prepared by management which provide
details on the main financial reporting judgements. The
Committee also reviews reports by the external auditor on the
full year and half-yearly results which highlight any issues with
respect to the work undertaken on the audit. During the year
end process, the Committee concentrated on the following
significant judgement areas:

Carrying value of goodwill and intangible assets:

The Committee considered whether the carrying value of
goodwill and intangible assets held by the Group should be
impaired. The judgement in relation to impairment largely
relates to the assumptions underlying the calculation of the
value in use of the cash-generating units being tested for
impairment. This involves considering whether the five year
operating profit forecasts produced by management are
achievable, the overall macro-economic assumptions which
underlie the valuation process and the discount rates used.
The Committee principally addressed this matter using
reports received from management outlining the headroom
on the impairment testing.

Annual Report 2014 Informa PLC 87

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
AUDIT COMMITTEE REPORT (CONTINUED)

Recoverability of long-term receivables:

The Committee considered whether the long-term
receivables held by the Group were recoverable. As
described in “Principal Risk Factors” on pages 62 to 65, the
Group has a small number of long-term external loans where
the recoverability of the capital and interest payments is
dependent on the financial success of those external parties
over the coming years. Since the majority of the repayment
terms are over a long period of time, assessing the future
recoverability of the long-term receivables involves
judgement. The Committee addressed this matter by
challenging management on their assumptions and then
requesting reports on the receivables where they felt further
explanation was required.

Accounting for acquisitions:

The Committee notes that there is judgement involved in
identifying and valuing the consideration and the assets
acquired in a business combination or in the acquisition of
businesses’ trade and assets. The Committee addressed this
matter by challenging management on their assumptions and
methodology supporting the fair value of intangible and net
assets acquired for each significant acquisition in the year.

EXTERNAL AUDITOR
The Committee is also responsible for the development,
implementation and monitoring of the Group’s policy on
external audit. The policy assigns oversight responsibility for
monitoring the independence, objectivity and compliance with
ethical and regulatory requirements to the Committee, and
day-to-day responsibility to the Group Finance Director. It states
that the external auditor is jointly responsible to the Board and
the Committee and that the Committee is the primary contact.
The policy also sets out the categories of non-audit services
which the external auditor will and will not be allowed to
provide to the Group, subject to de minimis levels.

To fulfil its responsibility regarding the independence of the
external auditor, the Committee reviewed:

the external auditor’s plan for the current year, noting the
role of the senior statutory audit partner, who signs the audit
report and who, in accordance with professional rules, has
not held office for more than five years, and any changes
in the key audit staff;
the arrangements for day-to-day management of the
audit relationship;
a report from the external auditor describing their
arrangements to identify, report and manage any conflicts
of interest; and
the overall extent of non-audit services provided by the
external auditor, in addition to its approval of the provision
of non-audit services by the external auditor that exceed
the pre-approval threshold.

To assess the effectiveness of the external auditor,
the Committee reviewed:

the arrangements for ensuring the external auditor’s
independence and objectivity;
the external auditor’s fulfilment of the agreed audit plan
and any variations from the plan;
the robustness and perceptiveness of the auditor in their
handling of the key accounting and audit judgements; and
the content of the external auditor’s reporting on
internal control.

Informa PLC Annual Report 2014

www.informa.comFollowing the above, the Committee has recommended to the
Board that Deloitte LLP is reappointed as the Group’s external
auditor at the 2015 AGM. Deloitte LLP has been the Group’s
external auditor since 2004 when the last external audit tender
was carried out. The Committee considers that the relationship
with the external auditor is working well and remains satisfied
with its effectiveness. The external auditor is required to rotate
the senior statutory audit partner responsible for the Group
and Parent Company audits every five years. The current
senior statutory audit partner is Anthony Morris. There are no
contractual obligations restricting the Group’s choice of external
auditor. The Committee has reviewed the requirements of the
Code and the non-binding suggested transitional arrangements
in the Financial Reporting Council guidance relating to the new
provision for FTSE 350 companies to put the external audit
contract out to tender at least every 10 years. The Committee
has concluded that its current intention is to conduct a
re-tender process in 2016, but will review whether to initiate
a re-tender process in 2015 if it feels it is necessary.

The Group has in place a policy for the provision of non-audit
services by the external auditor. This policy provides that the
firm’s services may only be provided where auditor objectivity
and independence may be securely safeguarded and where
the fees payable either in respect of the assigned work or
overall in any year do not exceed the amount of fees payable in
respect of its audit work. The Committee considers that certain
non-audit services should be provided by the external auditor
given its existing knowledge of the business and is therefore
the most efficient and effective way for non-audit services to
be carried out. The fees paid to the external auditor for both
audit and non-audit services can be found in Note 8 to the
Consolidated Financial Statements.

Non-audit services, other than audit-related services, provided
by the external auditor during 2014 related to Corporate
Finance services with respect to the listing of the new UK-
domiciled ultimate Parent Company. All of these services
were below the Group’s pre-approval threshold.

POLICY ON NON-AUDIT SERVICES
PROVIDED BY THE EXTERNAL AUDITOR
PERMITTED NON-AUDIT SERVICES, SUBJECT
TO APPROVAL UNDER THE POLICY

Acquisition or disposal advice and support
Financial information systems design and implementation
Appraisal or valuation services
Actuarial services
Internal Audit outsourcing services which are restricted
to the provision of specialist resources where the external
audit team will not place reliance on their own work
Tax compliance, tax planning and tax advisory work,
following an appropriate tender process; subject to
Committee Chairman pre-approval for significant contracts
and annual review of overall amounts
Expatriate tax work, subject to Group HR approval and
Committee Chairman pre-approval for significant contracts
and annual review of overall amounts
Other assurance services – no pre-approval is required
where it is in the normal course of the auditor’s work to
perform such activities

PROHIBITED NON-AUDIT SERVICES

Bookkeeping or other services related to accounting
records or financial statements
Consultancy services related to the implementation
of management information systems
Appraisal or valuation services are prohibited where
significant subjectivity is involved as the auditor may
have to audit their own work
Legal services if these are related to significant
Group matters
Tax services on a contingent fee basis

Approved by the Board and signed on its behalf by

DR BRENDAN O’NEILL
CHAIRMAN OF THE AUDIT COMMITTEE
12 February 2015

Annual Report 2014 Informa PLC 89

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
REMUNERATION REPORT

CHAIRMAN
Gareth Bullock (effective from 30 March 2015)

OTHER MEMBERS
Dr Brendan O’Neill
John Davis
Helen Owers
Dr Pamela Kirby (until 23 May 2014)
Geoffrey Cooper (until 30 March 2015)

SECRETARY
Rupert Hopley

OBJECTIVE
To set and review the remuneration policy and strategy,
and individual remuneration packages of the Executive
Directors and to recommend for approval the
introduction and rules of all Group share-based
incentive schemes.

Informa PLC Annual Report 2014

DEAR SHAREHOLDER
I am presenting this report following my appointment as
Chairman of the Remuneration Committee, effective from
30 March 2015. I would like to thank my predecessors,
Geoffrey Cooper, for his contribution during 2014, and
Dr Pamela Kirby, who stepped down from the Board at
last year’s AGM, for her service and dedication over the
previous nine years.

As disclosed on page 71, I was Group Executive Director
of Standard Chartered plc up until 2010 and since then
I have been a member of a number of Plc Boards, including
Tesco plc and Spirax-Sarco Engineering plc where I was,
among other things, the Chair of the Remuneration
Committee. I am currently the Senior Independent Director
at Informa and Non-executive Director of Tesco Personal
Finance Group Limited, as well as being a Trustee of the
British Council so I have extensive experience of setting
the policy and remuneration packages for senior
management. This year we also gained the benefit of
Helen Owers joining the Committee. Helen has extensive
experience leading and incentivising her teams when she
was previously President, Global Businesses at Thomson
Reuters and their Chief Development Officer.

The following Report is split into two sections:

Informa’s Directors’ Remuneration Policy
(pages 92 to 98); and
the Annual Report on Remuneration for 2014
(pages 98 to 107).

The Directors’ Remuneration Policy (the “Policy”) is, with
minor changes outlined below, the same as the policy
that was approved at the 2014 AGM with over 93% of the
votes cast supporting the policy. The Policy is being
presented to shareholders for approval at the 2015 AGM
due to Informa’s re-domiciliation from Switzerland to the
UK. Informa PLC (the new parent holding company of the
Informa Group of companies) is subject to the UK legal
requirements which govern directors’ remuneration and
is required to have the Policy approved by shareholders
as a result.

The Annual Report on Remuneration (the “Report”) will
also be put to shareholders for an advisory vote at the
2015 AGM.

As well as undertaking a number of activities that form
part of the annual cycle, in 2014 the Committee also:

approved the launch of a new global, all-employee
share incentive scheme called ShareMatch;
designed the remuneration package of the new Group
Finance Director; and
consulted with major shareholders on the existing
Executive Directors’ remuneration structure.

www.informa.comIn June 2014, the Committee approved the launch of
ShareMatch, a new global share incentive scheme
available to the majority of employees. ShareMatch
offers employees the opportunity to directly share in the
Company’s future success through the ownership of
Informa shares. We believe that increasing the level of
employee equity ownership will help align the employees’
interests with those of the Company and shareholders.
The Company encourages participation by matching an
employee’s investment on a one for two basis, up to £1,800
per annum, with the matching shares vesting after a three
year holding period. ShareMatch was shortlisted for an
award at the Institute of Financial Services ProShare
Awards in 2014 and 13% of the eligible employees
currently participate.

The Committee considered and approved the remuneration
package for Gareth Wright, in relation to his appointment
as Group Finance Director effective from 9 July 2014.
Further details regarding his package are provided later
in the Report.

In early 2014 the Committee considered changes to the
existing remuneration structure and in particular to the
existing equity-based Long-Term Incentive Plan (“LTIP”).
We engaged with key institutional investors and following
the consultation, in response to feedback received, the
Committee decided not to pursue the proposed changes.

The Committee subsequently agreed that whilst the LTIP
structure would remain unchanged in relation to awards
to be granted in 2014, different metrics would be applied
to the performance conditions as detailed later on in
this Report.

During 2014, the results of an in-depth review of Group
strategy were announced in the form of the Growth
Acceleration Plan (see pages 15 to 17 for further details).
In support of the Growth Acceleration Plan, the Committee
again reviewed the Executive Directors’ remuneration
arrangements, taking into consideration shareholder
feedback, guidance and expectations. The Committee
recognised that the present approach to Executive
Directors’ remuneration possesses great strengths,
not least its simplicity and high degree of focus. We
undertook further consultation with key institutional
investors and, following the positive feedback, the
Committee will adopt an evolutionary approach to
remuneration and changes consistent with the aims
of the Growth Acceleration Plan that are proposed to
take effect in 2015. The proposed change will amend
the performance metrics relating to the LTIP by updating
the TSR comparator group and introducing EPS CAGR
as well as adding malus and clawback provisions to
the policy. At a high level, the changes to performance
metrics are as follows:

Annual Bonus Plan

2014

100%

EPS

2015

100% EPS

Long-Term Incentive Plan

33%1–37.5%2

TSR vs. FTSE All Share Media

50%

TSR vs. select FTSE 51–150 companies

33%1–37.5%2

TSR vs. FTSE 350 ex. Investment
Trusts

50%

EPS CAGR

25%2–33%1

Individual strategic objectives

1 The percentages detailed above apply to Gareth Wright.

2 The percentages detailed above apply to Stephen A. Carter.

These changes to the performance metrics support the
revised business strategy through the alignment of the
performance measures of our incentive plans with the
priorities of the Growth Acceleration Plan and also
strengthen the alignment of our incentive plans with
sustained long-term performance. We aim to re-architect
some of the remuneration measures down through the
Divisions, during 2015. This will reflect the changes to
performance metrics proposed in this report, in order
to achieve a greater alignment between management
incentives across the Group and the priorities set out in
the revised strategy and the Growth Acceleration Plan.
Additional details are summarised on page 92 where
we set out how our Remuneration Policy will be

implemented in 2015. We will consider adapting
performance measures in future remuneration plans
as we strive to align performance with the changing
shape and focus of the group.

In summary, during 2014 we have proactively engaged
with the executives and the institutional investors to
ensure there has been an increased dialogue on the
matter of executive remuneration. We will continue to
monitor and engage, when appropriate, on the topic
during 2015.

GARETH BULLOCK
COMMITTEE CHAIRMAN

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www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
REMUNERATION REPORT (CONTINUED)

DIRECTORS’ REMUNERATION POLICY
The following section sets out our Directors’ Remuneration Policy. This Policy will be put forward for shareholder approval at the
2015 AGM in accordance with section 439A of the Companies Act 2006 and will take effect from the date of approval. The Policy
remains the same as that previously approved by shareholders at the AGM held in May 2014 except for certain minor changes
described earlier and continues to reflect Informa’s long-standing approach to remuneration which has been in effect since 2009.

The remuneration of the Executive Directors is designed to provide for a competitive compensation package which reflects the
Group’s performance against financial objectives. Incentives reward above-average performance and are designed to attract,
motivate and retain high calibre executives.

The table below summarises the six key elements of the remuneration package for Executive Directors and the fees paid to the
Chairman and Non-Executive Directors:

Element

Overview and
link to strategy

Operation

Performance
framework

Maximum

EXECUTIVE DIRECTORS

Base salary

Executive Directors
receive an annual salary
which the Committee
considers to be market
competitive.

Benefits

The arrangements offer
Executive Directors
market competitive
benefits to retain
and attract high
calibre individuals.

Reviewed by the Committee prior
to the beginning of each year and
upon a change of position or
scope of responsibility.

In deciding appropriate levels,
the Committee considers pay
practices in the Group as a whole
and makes reference to objective
external data which gives current
information on remuneration
practices in appropriate comparator
companies of a similar size to
Informa and listed in the UK.

If in the Committee’s judgement
it is appropriate to appoint an
individual on a salary below
market norms, the Committee
may exceed the ‘normal’ rate of
increase set out in the policy table
in the following two to three years
based on performance in role.

Ongoing benefits may include
company car, death-in-service,
family private health insurance,
family dental insurance, accident
insurance and permanent health
insurance cover.

In the event of an international
relocation additional benefits may
include relocation, housing and
schooling costs, financial advice
and repatriation. It is the intention
that any such arrangements
ensure that an individual is not
adversely impacted should the
Group require them to relocate.

Levels are not subject to the
achievement of performance
measures. However, an individual’s
experience, development and
performance in the role will be
taken into account when setting
and reviewing salary levels.

There are no prescribed maximum
increases for base salary. In usual
circumstances, increases will be
limited to those awarded to Group
employees taking into account
performance and geography. In
exceptional circumstances, such
as significant increase in the size/
complexity of the Group or an
individual’s role and scope, the
Committee can exceed this
‘normal’ level of increase.

Not subject to performance
measurement.

The maximum car allowance is
£20,000 per annum. Other benefits
are provided through third parties
and therefore the cost to the
Company and value to the
Executive Directors may vary.
However, the nature of the
provision will remain unchanged.

There is no prescribed maximum for
benefits related to an international
relocation given the nature of the
provision and the amounts will
vary based on factors such as
an individual’s circumstances
and the countries involved.

Retirement
and life
assurance
benefits

The arrangements
offer Executive
Directors a retirement
plan contribution which
is motivating and in line
with previous plans at
the point of recruitment
as well as in line with
the market.

Retirement benefits will be paid in
part or full into a Group Personal
Pension or Personal Pension
vehicle. The pension allowance
may also be taken in full or part as
a gross cash payment. Any cash
payment will be paid monthly. Life
assurance is payable in a lump
sum, in the event of the insured’s
death-in-service.

Not subject to performance
measurement.

Retirement benefits:
25% of base salary

Life assurance:
Four times base salary.

Informa PLC Annual Report 2014

www.informa.comElement

Overview and
link to strategy

Operation

Performance
framework

Maximum

EXECUTIVE DIRECTORS

Annual bonus

The Annual Bonus Plan
rewards Executive
Directors for delivery
of excellent levels of
annual performance.

Performance metrics are
selected to ensure a focus
on improvements in
short-term performance
that will help drive the
sustainable long-term
success of the Group.

Long-Term
Incentive Plan
awards

The LTIP rewards
Executive Directors
for delivery of strong,
sustained performance
over a period of
three years.

150% of base salary. Up to 100%
of base salary paid in cash and 50%
of base salary deferred into equity
in the Deferred Share Bonus Plan.

200% of salary.

Bonus can be delivered entirely
in cash, or in a combination of
cash and shares. Any bonus up
to 100% of base salary is paid in
cash and any above 100% of base
salary up to 150% of base salary
is deferred under the Deferred
Share Bonus Plan.

Any bonus that is paid in the
form of shares will be deferred
for a period of three years and
will attract a dividend equivalent
payment in the form of cash
on vesting.

Under the terms of the Deferred
Share Bonus Plan, if certain events
occur including a restatement
(downwards) of the Company’s
results for any year for which the
results formed the basis of the
deferred share element relevant to
an option, the Directors have the
absolute discretion to reduce the
number of option shares under/or
cancel the relevant option (“malus”)
or require the repayment of the
shares or an equivalent amount
(“clawback”) once shares
have been received by the
Executive Director.

Executive Directors can receive
an annual award of shares (or
share-based equivalent) subject
to the achievement of specified
standards over a three year
performance period.

In certain circumstances, the
Directors will have the discretion
to apply malus or clawback and
reduce the size or cancel an
unvested award or require the
repayment of the shares received
or an equivalent cash amount.

The performance measures,
weightings and targets are set
annually by the Committee.

Bonus opportunity will be linked
to the achievement of challenging
financial and, when appropriate,
non-financial performance targets.
Details of the measures and their
weightings will be disclosed
annually in the Annual Report
on Remuneration, with the
targets disclosed provided
they are not deemed to be
commercially sensitive.

The quantum of bonus is
determined on a specified range.
Below threshold performance
results in a zero bonus. On-target
performance results in a cash
bonus equal to 100% of base
salary. Maximum payout is
capped at the equivalent of
150% of base salary.

The Committee reserves the right
to adjust the targets if events occur
(e.g. material acquisition and/or
divestment of a Group business)
which cause it to determine that
they are no longer appropriate.

The performance measures,
weightings and targets are set
annually by the Committee.
LTIP awards will be linked to
the achievement of challenging
financial and, when appropriate,
non-financial performance targets.

Details of the measures and
their weightings will be disclosed
annually in the Annual Report on
Remuneration, with the targets
disclosed, at the start or at the
end of the performance period,
provided they are not deemed
to be commercially sensitive.

At the end of the performance
period, the Committee will assess
performance against the targets
set and review any other relevant
events during the period in
reaching a judgement with
respect to the overall level of
vesting under the award.

The following awards are payable
as a percentage of maximum in
respect of different levels of
performance:

Threshold: 20%

Maximum: 100%

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GOVERNANCE
REMUNERATION REPORT (CONTINUED)

Element

Overview and
link to strategy

Operation

Performance
framework

Maximum

Not subject to performance
measurement.

Limits vary according to local market
practice. In the UK the default limits
set out in the UK tax legislation will
serve as a maximum, although lower
levels may be operated in practice.

Not subject to performance
measurement.

There is no prescribed maximum but
the levels will reflect the prevailing
market practice.

EXECUTIVE DIRECTORS (continued)

Share
Incentive
Plans (“SIPs”)

To encourage share
ownership in Informa
in those markets where
SIPs are operated.

SIPs may be operated in markets
that Informa operates in. These
SIPs will be informed by relevant
tax and share legislation. For
example, in the UK, the Company
operates a SIP which qualifies
for tax benefits.

The Committee retains the
discretion to allow Executive
Directors to participate in SIPs
that operate in their home
market, where the terms of
participation are consistent
for all eligible employees.

The Board has shareholder
authority to match employee
subscriptions up to a maximum
two for one basis.

CHAIRMAN AND NON-EXECUTIVE DIRECTORS

Fees

The fees are set in order
to attract and retain
high calibre individuals
by offering market
competitive fees, taking
into account the time
that is required to fulfil
the relevant role.

Fees are reviewed annually.

The Chairman of the Board is
paid a consolidated fee to reflect
all the duties associated with
the position.

The Non-Executive Directors
receive a base fee reflecting
their duties on the Board and
memberships of any Committees.
The Senior Independent Director
and chairs of Board Committees
are eligible for an additional fee,
reflecting the additional time and
expertise required.

The Chairman and Non-Executive
Directors are covered under the
Group accident and travel policy
(as it relates to work on behalf of
Informa). Expenses in line with
Informa policy will be reimbursed.

Informa PLC Annual Report 2014

www.informa.comMALUS AND CLAWBACK
The malus and/or clawback provisions may be applied
in the following situations:

material misstatement of the Group’s financial results;
as a result of a regulatory investigation or a breach of
any material legislation, rule or code of conduct; and
if, after the Executive Director has left employment with
the Group, facts emerge which, if known at the time,
would have resulted in either the share award lapsing
or discretion being applied by the Board.

PERFORMANCE MEASURES AND THE TARGET
SETTING PROCESS
The performance measures that apply to awards made
under the Annual Bonus Plan and LTIPs are selected to ensure
that they align with the strategic priorities of the Group. When
setting targets, the Committee is mindful of a range of factors
including internal budgets, strategic ambitions, analysts’
consensus views and investor expectations. Depending on
the nature of the measure, some of these factors will play a
greater role than others. Targets are set to ensure they are
suitably challenging with the goal of contributing to long-term
shareholder value creation.

The Committee also considers corporate performance on
environmental, social and governance issues when setting
the remuneration of the Executive Directors. In its judgement
the remuneration policies for both Executive Directors and
senior management do not raise environmental, social or
governance/operational risks by inadvertently motivating
irresponsible behaviours.

PAY FOR PERFORMANCE SCENARIOS
The Company’s policy is that a clear majority of the maximum
potential remuneration of the Executive Directors should be
performance related. For each of the Executive Directors,
the following bar charts and tables illustrate the composition
of remuneration for the 2015 financial year under three
performance scenarios:

Minimum, which assumes no variable elements of pay
are awarded or vest;
Expected, which assumes target bonus is paid (linked to
delivering budgeted financial performance) and threshold
vesting under the LTIP; and
Maximum, which assumes the variable elements of pay
are awarded or vest in full.

STEPHEN A. CARTER
Level of
performance

Minimum

Fixed pay

Annual bonus
(% of salary)

Long-term
incentives
(% of salary)

In line with
expectations

Maximum

Salary: £809,000
Pension: 25% of salary
Benefits: £10,000

100%

150%

40%

200%

Maximum

27%

31%

42%

£3,852,750

Expected
value

47%

38%

15%

£2,153,850

Minimum

100%

£1,021,250

Fixed
pay

Annual
bonus

Long-term
incentives

GARETH WRIGHT
Level of
performance

Minimum

Fixed pay

Annual bonus
(% of salary)

Long-term
incentives
(% of salary)

In line with
expectations

Maximum

Salary: £459,000
Pension: 25% of salary
Benefits: £10,000

100%

150%

30%

150%

Maximum

30%

35%

£1,960,750

Expected
value

49%

39%

12%

£1,180,450

Minimum

100%

£583,750

Fixed
pay

Annual
bonus

Long-term
incentives

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GOVERNANCE
REMUNERATION REPORT (CONTINUED)

No elements of pay for the Chairman and Non-Executive
Directors are subject to performance, as set out in the
Policy table.

OTHER REMUNERATION POLICIES
APPOINTMENTS TO THE BOARD
There are a number of factors that the Committee will take
into account when making an appointment to the Board,
which may vary depending on whether the individual is an
external hire or internal promotion. While the intention is that
the elements of pay will be consistent with the table set out
earlier in this Policy, to allow for the uncertainties associated
with making appointments, particularly when recruiting
externally, the following guiding principles additionally form
part of the appointments policy for Executive Directors:

Fees for any new Non-Executive Director will be set in
accordance with the levels prevailing for the other Non-
Executives at the time of the appointment. In the event of
a new Chairman being appointed, the consolidated fee will
be informed by the individual’s experience and profile, as well
as the anticipated time commitment and market rates. The
Company may pay additional benefits related to travel and
relocation depending on the nationality and home market
of the incumbent.

SERVICE CONTRACTS
The Committee’s policy with respect to service contracts
is summarised below:

Notice period

Up to 12 months’ prior notice by either party

Salary levels will be informed by those factors set out in the
Policy table, but also by an individual’s prior experience. If in
the Committee’s judgement it is appropriate to appoint an
individual on a salary below market norms, the Committee
may exceed the ‘normal’ rate of increase set out in the
Policy table in the following two to three years based on
performance in role.
Benefits will be in line with the elements set out in the Policy
table but may vary if a non-UK national is appointed or if a
role is to be based outside the UK.
The aggregate incentive awards that can be received in one
year will not exceed 350% of salary, in line with the maxima
in the Policy table. However, the Committee reserves the
right to make aggregate incentive awards of up to 400%
in exceptional circumstances. In the year of appointment
an off-cycle award under the LTIP may be made by the
Committee to ensure an immediate alignment of interests.
Performance measures and targets will be reviewed and
may be changed to ensure they are appropriate depending
on the timing and nature of the appointment.
In the event of an external appointment, the Committee may
buy-out incentive awards (both annual and long term) that
the individual has forfeited on departure. In determining
the nature of any award, the Committee will be informed
by the likelihood of vesting, the applicability of performance
requirements, the time horizons, the anticipated value of
any awards and the vehicle of the awards. The Committee
may rely on the Listing Rules exemption (Rule 9.4.2) to the
extent that the existing plan limits do not provide sufficient
headroom to enable the award of a share-based buy-out.
In the event of an internal appointment to the Board,
pre-existing obligations can be honoured by the Committee
and so payment will be permitted under this Policy.

Payment in lieu
of notice
(“PILON”)

Change of
control
provisions

Entitlements
on termination

Payment on immediate termination by the
Company, of salary, benefits allowance and
pensions allowance covering the Executive
Director’s notice period. Such payments are
to be made in equal monthly instalments in
arrears and the Company is entitled to reduce
such payments by the amount of any earnings
received or receivable by the Executive Director
from any other employment, engagement, office
or appointment in respect of the same period.

The Executive Director will have no claim against
the Company against the undertaking arising
out of or connected with a change of control
of the Company.

No automatic entitlement to compensation
for the loss of any rights or benefits under any
share option, bonus, LTIP or other profit sharing
or benefit scheme operated by the Company.

No payment of salary, benefits allowance,
pensions allowance or bonus except for
that described above in PILON.

The Chairman and Non-Executive Directors have letters of
appointment which are terminable by either party on three
months’ notice. The service contracts are available for
inspection at the registered office and will be available
for inspection at the AGM.

Informa PLC Annual Report 2014

www.informa.comLOSS OF OFFICE
The principle that underpins the Committee’s loss of office policy is that no payments for failure will be made. Loss of office
payments will be made in accordance with the relevant contractual employment or settlement obligations and provisions under
the Plan Rules, as illustrated below:

Committee discretion

The Committee
reserves the right
to make a payment
in lieu of benefits
provision.

The Committee
reserves the right to
make a payment but will
always be subject to the
performance conditions
for the relevant
performance period.

Salary

Retirement
benefits

Other benefits

Gross misconduct

No right to payment past
last working day for
summary dismissal.

No right to cover past
last working day for
summary dismissal.

Resignation or dismissal
for cause

Payable for the period
of notice if worked
or unworked.

Retirement, death or
negotiated termination
not for cause

Payable for the period
of notice if worked
or unworked.

Annual bonus
(cash)

No payment for any unpaid
cash bonus award.

Annual bonus
(deferred shares)

No right to any deferred
shares, which are yet to vest.

No right to a bonus or time
apportioned bonus if the
Executive Director is under
notice of termination at
or before the date when
a bonus relating to the
relevant financial year
might otherwise have
been payable.

No right to any shares yet
to vest at the end of the
notice period.

All deferred shares are
awarded at the end
of the notice period.

Long-term
incentive awards

No right to any LTIP
awards yet to vest.

Share awards
under SIPs

Entitled to employee
purchased shares only.

The vesting of all LTIP shares
is brought forward to the
termination date with
performance measured
around that time and awards
pro-rated to that day.

Entitled to employee
purchased shares and,
in certain circumstances,
any matching shares.

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GOVERNANCE
REMUNERATION REPORT (CONTINUED)

The Company may terminate an Executive Director’s service
contract with immediate effect by giving written notice of its
intention to make a payment in lieu of notice to the Executive
Director equal to the salary, benefits allowance and pensions
allowance that the Executive Director would be entitled to
receive during the unexpired part of the notice period less
any required deductions.

Letters of appointment of the Chairman and Non-Executive
Directors provide for payment of accrued fees up to the date
of termination together with reimbursement of any expenses
properly incurred prior to the date of termination. Termination
may be for any reason, including resignation, non-re-election
by shareholders, gross misconduct or termination for cause.

CONSIDERATIONS TAKEN INTO ACCOUNT WHEN
SETTING THE DIRECTORS’ REMUNERATION POLICY
In determining remuneration policy, the Committee’s primary
focus is on the needs of the business, strategic alignment and
what is in the best interests of shareholders. Market practice
more generally, feedback from shareholders and aspects of
practices across the Group are taken into account.

PRACTICES ACROSS THE GROUP
Informa is a diverse company, in terms of geography, business
portfolio and remuneration practices (driven by a large number
of small acquisitions). While the Committee does take into
account some aspects of remuneration across the Group
when setting Executive Directors’ pay policy (largely base pay
increases), other areas are less relevant given the significant
differences in operation which are influenced by geography,
line of business and, where appropriate, legacy plans that were
operated on acquisition. As a result, the levels and structure of
remuneration for different groups of employees will differ from
the policy for Executive Directors as set out earlier but with the
common intention that remuneration agreements have regard
to all reasonable factors. In addition, for the reasons mentioned
earlier, and also the operational challenges and cost associated
with undertaking the exercise, the Committee has not sought
employee views on the formulation of the Policy and no
comparison metrics are used.

In summary, for the senior management team base salary
is reviewed annually taking into account factors consistent
with the executive pay review. However, incentive pay varies
significantly with far greater focus placed on annual
performance in the relevant Division or business unit.

FEEDBACK FROM SHAREHOLDERS
The Committee considers shareholder feedback received
at the AGM each year and, more generally, guidance from
shareholder representative bodies. It also engages with
shareholders as and when appropriate on specific matters
or in the event of a significant vote against.

ANNUAL REPORT ON REMUNERATION
The following section sets out details of the Directors’
Remuneration in 2014, along with how the policy will be
implemented in 2015.

REMUNERATION COMMITTEE
The Committee is responsible to the Board. The principal
responsibilities of the Committee are set out on pages 90 and
91 and in the Committee’s terms of reference. The terms of
reference were reviewed during the year and are available
on the Group website.

The membership of the Committee during 2014 was as follows:

Geoffrey Cooper (Chairman of Committee)
Dr Pamela Kirby (member until 23 May 2014)
Dr Brendan O’Neill
John Davis
Helen Owers

The Company Chairman, Derek Mapp, usually attends the
meetings by invitation only but is not present when matters
relating to his own remuneration are discussed. The Committee
met five times during 2014 and there was full attendance at
each meeting. Dr Pamela Kirby attended two meetings in 2014
prior to stepping down from the Board at the AGM in May 2014.
None of the members who served on the Committee during
the year had any personal financial interest (other than as a
shareholder of the Company) or conflicts of interests arising
from cross-directorships or day-to-day involvement in running
the business.

In determining the Executive Directors’ remuneration, the
Committee consulted the Chairman about its proposals; no
Executive Director played a part in any decision about his
or her own remuneration. The Company Secretary and the
Director of Talent & Transformation also provided assistance
to the Committee during the year.

Towers Watson Inc. was appointed by the Committee as
its remuneration adviser in 2010 following a formal tender
process, and continued to provide advice during the year.
The Committee has satisfied itself that Towers Watson’s advice
is independent and objective, taking into account the fact that
Towers Watson is a member of the Remuneration Consultants
Group and they follow its voluntary code of conduct. Towers
Watson does not provide any other material services to the
Group. Dr Brendan O’Neill is a member of the Towers Watson
plc board, the holding company of Towers Watson Inc., and
is not and has never taken part in any discussions on the
selection of advisers or their contract. Fees paid to Towers
Watson in respect of services during the financial year ended
31 December 2014 amount to £110,000 and primarily related
to attendance at Committee meetings, advice in relation to the
Executive Director appointment, incentive plan performance
monitoring, shareholder consultation and AGM support, and

Informa PLC Annual Report 2014

www.informa.comincentive plan design. The Committee has not requested advice from any other external firms apart from Towers Watson
during the year ended 31 December 2014.

The following table summarises the details of votes cast in respect of the resolutions to approve the Directors’ Remuneration
Report and the Directors’ Remuneration Policy at the 2014 AGM:

Of issued share capital

Votes for

Votes against

Total votes cast

Directors’ Remuneration Policy

423,754,235

27,349,956

Annual Remuneration Report

420,924,461

98.56%

93.94%

6.06%

6,146,910

1.44%

451,104,191

74.69%

427,071,371

70.71%

Votes withheld
(abstentions)

4,420,190

–

28,453,011

–

The following information has been subject to audit.

APPOINTMENT OF EXECUTIVE DIRECTOR
In determining Gareth Wright’s remuneration, the Committee, in consultation with the Chairman and Group Chief Executive, took
into account factors such as prior experience, market data, Informa’s remuneration practices and policy, and broader remuneration
trends across the Group.

On his appointment as Group Finance Director, it was agreed by the Committee that Gareth Wright would receive:

a basic salary of £450,000 per annum;
a Company contribution of 25% of base salary to the Company’s Group Personal Pension, his own pension vehicle or in full
or part as a gross cash payment;
an annual bonus opportunity of 150% of base salary which will be subject to the same EPS test as the Group Chief Executive;
and
an award under the LTIP of 150% of base salary.

As Gareth Wright was an existing employee when appointed Group Finance Director, he was already eligible to participate in the
Company’s benefits scheme which consists of: death-in-service scheme; the SIPs; private health plan; accident and permanent
health insurance; and dental and travel insurance for him and his family.

In light of his salary on appointment, the Committee does not envisage exceeding the ‘normal’ rate of increase as provided
for within our Policy.

EXECUTIVE DIRECTOR SINGLE FIGURE TABLE

Base
salary

Taxable
benefits3

Pension

Total fixed
pay

Annual
bonus4

Long-term
incentives5

2014

793,100

9,677

198,275

1,001,052

793,100

2013

256,667

711

64,167

321,545

227,200

2014

212,903

5,599

52,583

271,085

212,903

–

Total
variable
pay

793,100

227,200

212,903

Other
remuneration

Total

–

1,794,152

548,745

483,988

(£)

Stephen A.
Carter1

Gareth
Wright2

2013

n/a

1 Stephen A. Carter was appointed CEO-Designate on 1 September 2013. The 2013 figures disclosed represent remuneration for the period 1 September 2013

to 31 December 2013.

2 Gareth Wright was appointed as Group Finance Director with effect from 9 July 2014. The 2014 figures disclosed represent remuneration for the period

9 July 2014 to 31 December 2014.

3 Taxable benefits include company car, family private health insurance, family dental insurance, accident insurance and permanent health insurance cover.
4 All of the annual bonus for 2013 and 2014 was payable in cash.
5 Given their recent appointments, neither Executive Director had long-term incentives due to vest during the period disclosed.

Annual Report 2014 Informa PLC 99

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
REMUNERATION REPORT (CONTINUED)

The following subsections set out relevant information on each component of the Executive Directors’ remuneration.

BASE SALARY
In line with the Policy, Executive Directors’ salaries were reviewed at the end of 2013 and the Committee determined that the basic
salary of the Executive Directors would increase by 3%.

Previous salary

Effective date

2014 salary

Effective date

Stephen A. Carter

Gareth Wright

£770,000

–

1 September 2013

–

£793,100

£450,000

1 January 2014

9 July 2014

PENSION
Neither of the Executive Directors is a member of the defined benefits schemes provided by the Company or any of its subsidiaries
and accordingly they have not accrued entitlements under these schemes.

The Company makes a cash payment of 25% of basic salary on behalf of both Stephen A. Carter and Gareth Wright in lieu
of pension contributions.

ANNUAL BONUS
At the start of the financial year, targets linked to the achievement of budgeted diluted adjusted EPS were set. The Committee
considered a range of budgeted adjusted EPS outcomes, taking the reported adjusted EPS figure, and making further
adjustments for changes to the Company’s capital relating to the rights issue, and for the impact in 2014 of M&A activity, taking
into account the normal levels of such activity. The range of EPS data produced annual incentive payments varying from 95.7%
to 104.7%. The Committee exercised its discretion to determine that the award should be 100%.

Threshold EPS

36.92p

Target EPS

41.02p

Maximum EPS

45.12p

Performance-related bonus

Amount payable in cash

Stephen A. Carter

Gareth Wright

£793,100

£212,903

£793,100

£212,903

AWARDS GRANTED UNDER THE LONG-TERM INCENTIVE PLAN
The following awards were granted under the LTIP in 2014, in the form of conditional awards:

Actual EPS

40.67p

Amount payable
in deferred shares

Stephen A. Carter

Gareth Wright

Date of award

8 September

Number of
shares awarded

Price at date
of award1

306,216

130,308

518.00p

Value as a
percentage
of base salary

200%

150%

Value at date
of award (£)

1,586,199

674,995

1 All LTIP awards were granted as free conditional awards. The share price used to calculate the value of each award is the share price on the date immediately

prior to the date of grant of the award.

100 Informa PLC Annual Report 2014

www.informa.comPerformance will be measured over three consecutive financial years commencing 1 January 2014 and are subject to the following
performance conditions:

Performance condition and the associated weighting

TSR relative to FTSE All-Share
Media constituents

TSR relative to the FTSE 350
constituents, excluding
Investment Trusts

Key strategic objectives specific
to the individual

Stephen A. Carter

Gareth Wright

37.5%

33.3%

37.5%

33.3%

25.0%

33.3%

Total shareholder return (“TSR”) will be measured relative to the performance of the constituent companies in each index at the
end of the performance period. If Informa ranks at median, 20% of the award will vest. This increases on a straight line basis to
full vesting for ranking at or above the 80th percentile.

In addition to the TSR measure, the Committee introduced individual strategic objectives for awards made in 2014. Given the
journey that Informa is on and the Growth Acceleration Plan mentioned in both the Chairman’s Statement and the Report, the
Committee felt it important to incentivise and reward Executive Directors for key achievements in areas tied to the long-term success
of this plan. The strategic objectives against which performance will be measured relate to: portfolio evaluation and performance
in the Business Intelligence Division; operational fitness across the Group; strengthening management talent across the Group;
and internationalisation and geo-cloning with respect to the Global Exhibitions and Knowledge & Networking Divisions.
The Committee will disclose details of their assessment of performance following the conclusion of the performance period.

SHAREMATCH (SHARE INCENTIVE PLAN)
Prior to June 2014, the Company offered eligible employees, including Executive Directors, the opportunity to participate in
a UK tax qualifying SIP, Informa Invest, under which employees could invest up to £125 per month out of gross salary in the
Company’s shares. This scheme did not include a matching share element.

In June 2014, the Company launched ShareMatch, a global SIP (tax qualifying in the UK), under which eligible employees can
invest up to the limit of £1,800 per annum out of net salary (gross salary in the UK) in the Company’s shares. The scheme includes
a matching element, whereby for every two shares purchased, the Company will award the participant one matching share.
Matching shares are subject to forfeiture if the purchased shares are withdrawn from the scheme within three years of purchase.
In addition, both the purchased and matching shares are eligible to receive any dividends payable by the Company, which are
reinvested in more shares.

Following the launch of ShareMatch, no further contributions were allowed into the existing Informa Invest and the US Employee
Stock Purchase Plan.

Both Stephen A. Carter and Gareth Wright participate in ShareMatch.

PAYMENTS FOR LOSS OF OFFICE
No payments for loss of office were made during the year ended 31 December 2014.

Annual Report 2014 Informa PLC 101

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
REMUNERATION REPORT (CONTINUED)

PAYMENTS TO PAST DIRECTORS
The only payments made to past Directors during the year ended 31 December 2014 were under the Company’s
pension schemes.

CHAIRMAN AND NON-EXECUTIVE DIRECTOR SINGLE FIGURE TABLE

Derek Mapp

Gareth Bullock1

John Davis

Dr Brendan O’Neill

Helen Owers

Geoffrey Cooper

Cindy Rose

Dr Pamela Kirby2

2014

2013

Total fees
(£)

Taxable
benefits

Total
(£)

Total fees
(£)

Taxable
benefits

Total
(£)

257,500

66,969

61,214

74,305

61,214

71,080

61,214

29,617

–

257,500

250,000

66,969

61,214

74,305

61,214

71,080

61,214

29,617

–

59,431

72,141

–

49,526

69,010

–

250,000

–

59,431

72,141

–

49,526

69,010

1 Gareth Bullock was appointed Senior Independent Non-Executive Director with effect from 23 May 2014.
2 Pamela Kirby resigned as Senior Independent Non-Executive Director on stepping down from the Board with effect from 23 May 2014.

CHAIRMAN AND NON-EXECUTIVE DIRECTORS’ REMUNERATION IN 2014
The remuneration of the Chairman is determined by the Committee in consultation with the Group Chief Executive.

The remuneration of the Non-Executive Directors is determined by the Chairman and the Executive Directors within the limits set
by the Articles.

With effect from 1 January 2014 the Chairman’s fee and the Non-Executive fees were increased by 3% as shown below:

Chairman

Non-Executive Directors

Audit Committee Chairman

Remuneration Committee Chairman

Senior Independent Directors

Previous fee (£)

Effective date

2014 fee (£)

Effective date

250,000

1 January 2013

257,500

1 January 2014

59,431

12,710

9,579

1 January 2013

61,214

13,091

9,866

1 January 2014

Non-Executive Directors are not eligible to participate in any of the Company’s SIPs or join any Company pension scheme.

102 Informa PLC Annual Report 2014

www.informa.comThe following information has not been subject to audit.

IMPLEMENTATION OF THE DIRECTORS’ PAY POLICY IN 2015
The Committee can confirm that the fixed pay for the Chairman, Non-Executive Directors and Executive Directors in 2015
has increased by 2% effective 1 January 2015 in line with other Group employees.

The pay policy for 2015 falls within the previously approved Policy but as a direct consequence of the re-domicile in 2014, we
are required to seek shareholder approval of the same Policy at the 2015 AGM. However, following the review and shareholder
consultation in late 2014, the Committee intends to amend the performance measures used for the LTIP awards in 2015,
as follows:

Compound EPS growth, as a new measure, weighted at 50%, replacing the individual strategic measures applied in 2014.
The balance of awards (50%) will continue to be based on relative TSR performance against a refreshed peer group of select
companies ranked in the FTSE 51–150.

The introduction of these new measures provides a clear line of sight to the priorities set out in the Growth Acceleration Plan
(see page 15) and aligns incentive awards with success in delivering against the plan. In summary, these measures seek to balance
sustainable and efficient growth, while continuing to deliver against EPS expectations and driving long-term shareholder value.
The Board is currently developing the 2015 budget and long-term financial plan. Following this process, performance measure
targets and ranges will be set and communicated to participants. The Committee will set appropriately stretching targets for each
performance cycle, taking into account these internal goals as well as analyst expectations, cost of capital and peer performance.

In addition, in accordance with regulatory body recommendations, the Company will introduce malus and clawback provisions
from 2015 onwards. The Committee will have the option to exercise the provisions if it sees fit using malus during the vesting
period for the deferred element of the annual bonus or in relation to an LTIP award during the performance period and clawback
post-vesting.

HISTORICAL TSR AND GROUP CHIEF EXECUTIVE PAY
The graphs below illustrate the TSR performance of Informa compared with the performance of the FTSE All-Share Media Index
and the FTSE 350 Index excluding Investment Trusts, in the six year period ended 31 December 2014. These indices have been
selected for this comparison because the Company is a constituent company of both and performance relative to these indices
informs vesting or partial vesting under the LTIP.

HISTORICAL TSR PERFORMANCE
GROWTH IN THE VALUE OF A HYPOTHETICAL £100 HOLDING INVESTED IN INFORMA OVER SIX YEARS
COMPARISON OF SPOT VALUES

£350

£300

£250

£200

£150

£100

£50

£0

g
n
i
d
l
o
h
0
0
1
£

l
a
c
i
t
e
h
t
o
p
y
h
f
o
e
u
l
a
V

£350

£300

£250

£200

£150

£100

£50

£0

Dec '08

Dec '09

Dec '10

Dec '11

Dec '12

Dec '13

Dec '14

Dec '08

Dec '09

Dec '10

Dec '11

Dec '12

Dec '13

Dec '14

Informa

FTSE All-Share Media Index

Informa

FTSE 350 Index excluding
Investment Trusts

Annual Report 2014 Informa PLC 103

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS

GOVERNANCE
REMUNERATION REPORT (CONTINUED)

Over the same six year period, total remuneration of the individual holding the role of Group Chief Executive has been as follows:

Year

2014

2013

2012

2011

2010

2009

Group Chief Executive

Currency2

Stephen A. Carter

Stephen A. Carter1

Peter Rigby

GBP

CHF

GBP

Group Chief Executive
single figure of
total remuneration

Annual bonus payout
against maximum
opportunity (%)

Long-term
incentive vesting
rates against
maximum
opportunity (%)3

1,754,145

588,365

3,718,566

3,987,897

5,231,269

3,067,504

1,651,200

66.7

59.0

n/a

65.9

75.7

86.3

83.6

n/a

42.5

40.2

1 Group Chief Executive remuneration for Stephen A. Carter for 2013 covers the period from 1 September 2013 to 31 December 2013.
2 The exchange rate used for 2013 can be found on page 64 of the Annual Report 2013, for 2012 page 59 of the Annual Report 2012, for 2011

page 57 of the Annual Report 2011 and for 2010 page 44 of the Annual Report 2010.
3 In respect of the performance period ending 31 December in the relevant financial year.

CHANGE IN THE REMUNERATION FOR THE GROUP CHIEF EXECUTIVE RELATIVE TO EMPLOYEES
The following table shows the percentage change in salary, benefits and bonus from 2013 to 2014 for the Group Chief Executive
and the average percentage change from 2013 to 2014 for an average employee of the Group:

Group Chief Executive

All employees

Salary (%)1

Benefits (%)1

Bonus (%)1

(9.1)

(1.2)

(95.6)

(10.7)

(9.1)

(2.2)

1 The Group Chief Executive figures reflect the percentage change in salary, benefits and bonus of Peter Rigby in 2013 compared to Stephen Carter in 2014.

Peter Rigby’s salary, benefits and bonus have been converted from Swiss Francs to Sterling based on the average GBP/CHF exchange rate for 2013 of 1.4464.

RELATIVE IMPORTANCE OF SPEND ON PAY
The table below shows the aggregate employee remuneration, dividends paid in the year, revenue and operating profit as stated
in the financial statements, for the years ended 31 December 2014 and 31 December 2013:

Total number of employees1

Aggregate employee remuneration1 (£m)

Remuneration per employee (£)

Dividends paid in the year2 (£m)

1 Figures taken from Note 10 to the Consolidated Financial Statements.
2 Figures taken from Note 15 to the Consolidated Financial Statements.

2014

6,652

282.5

42,468

114.0

2013

6,593

283.9

43,054

114.0

% change

0.9

(0.5)

(1.4)

–

SHARE OWNERSHIP GUIDELINES
The current share ownership guidelines were approved by the Committee in October 2013. Under these guidelines, Executive
Directors are expected to build up, over a five year period from their date of appointment to the Board, a holding in the Company’s
shares equal to at least one and a half times annual basic salary. The Company Secretary monitors adherence to the guidelines,
reports to the Committee and informs the Executive Directors of the extent to which the guidelines have been met.

104 Informa PLC Annual Report 2014

www.informa.comDIRECTORS’ SHARE INTERESTS
As the Executive Directors were recently appointed, the requirement to hold shares in the Company equal to at least one and
a half times annual basic salary has not yet been met. The number of shares of the Company in which Executive Directors had
a beneficial interest and details of their Share Plan Interests as at 31 December 2014 are set out in the table below:

Current
shareholding
(% of salary)
as at the end
of the
financial
year2

Total
interests1

Beneficial
shareholding

419,220

190,856

36,724

22.14%

2,616

4.66%

Share Plan Interests

Long-term Incentive Plan –
Conditional awards3

ShareMatch
and Informa
Invest (Share
Incentive
Plans)4

Unvested

381,928

186,404

Vested but
unexercised

–

568

1,836

Director

Stephen A. Carter

Gareth Wright

1 Total interests are shares held as beneficial, non-beneficial and those held by connected persons, and also shares held in the LTIP, Informa Invest

and ShareMatch.

2 The share price as at 31 December 2014 has been taken for the purpose of calculating the current shareholding as a percentage of salary.
3 All awards made under the LTIP are subject to performance conditions.
4 Shares held under ShareMatch are made up of shares purchased by the Executive Director, shares ‘matched’ by the Company and dividend shares.

There have been no changes in the Executive Directors’ shareholdings between 31 December 2014 and the date of this Report.

Non-Executive Directors are not subject to a shareholding requirement. Details of their interests in shares as at 31 December 2014
are set out below:

Non-Executive Director

Shareholdings as at 31 December 2014

Derek Mapp

Gareth Bullock

John Davis

Dr Brendan O’Neill

Cindy Rose

Geoffrey Cooper

Helen Owers

100,000

10,000

79,000

8,200

–

10,252

–

None of the Directors had any beneficial interests in the shares of other Group companies. In addition to the beneficial interests
in the shares of the Company shown above, during 2014 Stephen A. Carter and Gareth Wright were, for the purposes of the UK
Companies Act 2006, regarded as interested in the ordinary shares held by Nautilus Trust Company Limited, as trustee of the
Informa Group Employee Share Trust. This trust held 737,272 shares at 31 December 2014, of which 737,272 have not been
allocated to individuals. Employees of the Group (including Stephen A. Carter and Gareth Wright) are potential beneficiaries
under this trust.

Annual Report 2014 Informa PLC 105

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
GOVERNANCE
REMUNERATION REPORT (CONTINUED)

OUTSIDE APPOINTMENTS
Executive Directors are entitled to accept appointments outside of the Company provided that the Chairman determines that it
is appropriate. Stephen A. Carter was appointed as a Non-Executive Director of United Utilities Group PLC on 1 September 2014
and retained fees of £20,000 with respect to this role in the financial year 2014. Stephen was also Chairman of the Board of the
Ashridge Business School up until April 2014, is a Governor of the Royal Shakespeare Company and a member of the House
of Lords; however, he does not receive remuneration for any of these roles.

DIRECTORS’ CONTRACTS
As a result of the re-domicile to the UK, Stephen A. Carter entered into a new service contract with the Company. That contract
was executed under English law but the terms and conditions are essentially the same as those contained in his previous service
contract which had been entered into under Swiss law.

Each of the Non-Executive Directors has specific terms of appointment.

The dates of the Directors’ original contracts are shown in the table below. The current contracts, which include details of
remuneration, are available for inspection at the Company’s registered office and will be available for inspection at the AGM.
The Executive Directors’ contracts have a 12 month notice period by either party and the Non-Executive Directors’ letters
of appointment are terminable by either party by three months’ notice.

Executive Directors

Stephen A. Carter1

Gareth Wright

Non-Executive Directors

Derek Mapp

John Davis

Dr Brendan O’Neill

Cindy Rose

Gareth Bullock

Geoffrey Cooper

Helen Owers

Date of original contract

9 July 2013

9 July 2014

10 May 2004

19 September 2005

26 November 2007

1 March 2013

1 January 2014

1 Stephen A. Carter was appointed as CEO-Designate on 1 September 2013 and became Group Chief Executive on 1 January 2014.

106 Informa PLC Annual Report 2014

www.informa.comThe following information has been subject to audit.

DIRECTORS’ PARTICIPATION IN THE LONG-TERM INCENTIVE PLAN
The Executive Directors have been granted conditional awards over shares in the Company under the LTIP as detailed in the
Remuneration Policy table.

The subsisting LTIP awards for the Executive Directors as at 31 December 2014 are as follows:

At
31 December
2013

Award date

Vested

Lapsed

Granted

At
31 December
2014

End of
performance
period

Stephen A. Carter

01.09.2013

75,712

Gareth Wright

08.09.2014

06.03.2012

07.03.2013

08.09.2014

–

75,712

30,145

25,951

–

56,096

–

75,712

31.12.2015

306,2161

306,216

31.12.2016

306,216

381,928

–

30,145

31.12.2014

25,951

31.12.2015

130,3081

130,308

31.12.2016

130,308

186,404

1 The market price of the Company’s shares on the grant date was 518.00p per share.

Subject to achievement of the relevant performance conditions and continued employment, these awards will vest subject
to a three year performance period, commencing on 1 January of the year of grant.

The market price of the Company’s ordinary shares at 31 December 2014 was 470.8p and the range during the year was
between 445.9p and 569.0p. The daily average market price during the year was 498.7p.

APPROVAL
This Report was approved by the Board of Directors and signed on its behalf by:

GEOFFREY COOPER
CHAIRMAN OF THE REMUNERATION COMMITTEE
12 February 2015

Annual Report 2014 Informa PLC 107

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF INFORMA PLC

OPINION ON FINANCIAL STATEMENTS OF INFORMA PLC
In our opinion:

the financial statements give a true and fair view of the state
of the Group’s and of the Parent Company’s affairs as at
31 December 2014 and of the Group’s loss for the year
then ended;
the Group financial statements have been properly prepared
in accordance with International Financial Reporting
Standards (“IFRSs”) as adopted by the European Union;
the Parent Company financial statements have been properly
prepared in accordance with United Kingdom Generally
Accepted Accounting Practice; and
the financial statements have been prepared in accordance
with the requirements of the Companies Act 2006 and,
as regards the Group financial statements, Article 4 of the
IAS Regulation.

The financial statements comprise the Consolidated Income
Statement, the Consolidated Statement of Comprehensive
Income, the Consolidated and Parent Company Statements
of Financial Position, the Consolidated Cash Flow Statement,
the Consolidated Statement of Changes in Equity and the
related notes to the Consolidated Financial Statements and
the Parent Company Financial Statements. The financial
reporting framework that has been applied in the preparation
of the Group financial statements is applicable law and IFRSs
as adopted by the European Union. The financial reporting
framework that has been applied in the preparation of the
Parent Company financial statements is applicable law and
United Kingdom Accounting Standards (United Kingdom
Generally Accepted Accounting Practice).

GOING CONCERN
As required by the Listing Rules we have reviewed the
Directors’ statement on page 76 that the Group is a
going concern. We confirm that:

we have concluded that the Directors’ use of the going
concern basis of accounting in the preparation of the
financial statements is appropriate; and
we have not identified any material uncertainties that may
cast significant doubt on the Group’s ability to continue
as a going concern.

However, because not all future events or conditions can be
predicted, this statement is not a guarantee as to the Group’s
ability to continue as a going concern.

OUR ASSESSMENT OF RISKS
OF MATERIAL MISSTATEMENT
The assessed risks of material misstatement described below
are those that had the greatest effect on our audit strategy,
the allocation of resources in the audit and directing the
efforts of the engagement team.

108 Informa PLC Annual Report 2014

The procedures described in our response to each risk below
are not exhaustive and we have focused on those procedures
that we consider address areas of judgement or subjectivity.
As part of our audit of the Group, in addition to substantive
tests, we also test the design and implementation of internal
controls over financial reporting in each of the risk areas.

THE ASSESSMENT OF THE CARRYING VALUE
OF GOODWILL AND OTHER INTANGIBLE ASSETS
Risk
The Group has £1.7bn of goodwill and a further £0.8bn of other
intangible assets on the balance sheet as at 31 December
2014. Management is required to perform an annual
impairment test, which is judgmental and based on a number
of assumptions including those in respect of future profitability,
cash generation and discount rates. These are described in
Notes 3, 17 and 18 to the Consolidated Financial Statements.

During the period an impairment of goodwill and intangible
assets of £202.5m has been recognised (see Note 2 to
the Consolidated Financial Statements).

How the scope of our audit responded to the risk
We audited the assumptions used in management’s
impairment test for goodwill and other intangible assets.
Our audit testing procedures included:

considering the short and medium-term cash flow
projections (2015–2019) against recent performance,
historical forecasting accuracy and comparing to relevant
external market data;
comparing the long-term growth rate forecasts (from 2020
onwards) against long-term economic growth rates for
relevant territories;
involving our internal valuation specialists to assess the
model used in the impairment test and the appropriateness
of the key components of the discount rate calculation;
recalculating the impairment loss recorded and the
sensitivities applied by management and considering
their reasonableness; and
performing further sensitivity analysis on the
impairment model.

ACCOUNTING FOR BUSINESS COMBINATIONS
Risk
The Group has completed eight business combinations
in the period with a total net cash outflow of £352.5m.
The accounting for each of these involves judgement and
is based on assumptions about the fair value of assets and
liabilities acquired, and the consideration paid. Information
in respect of the acquisitions made is in Note 19.

www.informa.comHow the scope of our audit responded to the risk
We analysed the sale and purchase agreements for each
of the business combinations and challenged the acquisition
accounting applied by management for each. This included:

testing the validity and completeness of consideration
to the underlying agreements and consideration paid;
evaluating management’s assumptions and methodology
supporting the fair values of intangibles and net assets
acquired for each acquisition in the year; and
assessing the terms of each acquisition to ensure
components of compensation and remuneration had
been correctly identified and that acquisition costs had
been expensed.

In respect of the Virgo Group and Provisuale Participações
Ltda acquisitions we involved our internal valuation specialists
to assess the appropriateness of the nature and valuation of
the intangible assets identified. This assessment included
testing the assumptions used including discount rates, useful
economic lives, growth rates and the expected rate of return
from customer relationships.

THE RECOVERABILITY OF LONG-TERM RECEIVABLES
Risk
The Group holds a number of long-term receivable balances,
the most significant being with China Medical Data Services,
Robbins Gioia and the acquirers of the Corporate Training
business disposed of in 2013. At 31 December 2014 the
carrying value of these receivables was £30.1m (see Note 26
to the Consolidated Financial Statements). The recoverability
of these balances is identified as a significant risk as it is
dependent on the performance of the related businesses.

During the period an impairment charge of £14.5m
was recognised in relation to the China Medical Data Services
and Expo Vinis receivables (see Note 2 to the Consolidated
Financial Statements).

How the scope of our audit responded to the risk
The audit procedures we performed in assessing the carrying
value and recoverability of long-term receivables included:

reviewing the underlying agreements and vouching
movements in the receivables to relevant supporting
documentation;
testing management’s calculation of the fair value of
long-term receivables including assumptions such as
discount rates applied; and
assessing future recoverability through:
– gaining an understanding of the developments in these

businesses during the period;

– reviewing and assessing current and likely future business
performance from financial information submitted from
the relevant third parties; and

– considering payments received in the period.

REVENUE RECOGNITION
Risk
The risk of material misstatement in revenue recognition varies
across the different activities and revenue streams of the Group.
The Group’s revenue recognition accounting policies are
disclosed in Note 3 to the Consolidated Financial Statements.

In respect of Global Exhibitions and Knowledge &
Networking we identified the risk of revenue from one or more
events being recognised in the wrong period, particularly for
events held close to year end.

In respect of both Academic Publishing and Business
Intelligence we identified the risk that the deferral and release
of subscription revenues did not appropriately match the
underlying terms of the contract.

We also identified the cut-off risk within Academic Publishing
in relation to the significant volume of transactions leading up
to the year end.

How the scope of our audit responded to the risk
Based on the design and implementation of controls work
we performed, and the process walkthroughs we completed,
we designed substantive procedures to respond to each of
the specific risks of material misstatement we identified. We
performed operating effectiveness testing of controls and
subsequently took controls reliance in respect of auditing
the UK component. The substantive audit procedures
we performed across the Group included:

obtaining evidence of invoices, payments, exhibitor contracts
and evidence of event occurrence to determine whether
deferred revenue was released at the appropriate time;
performing a trend analysis of revenue over the course of the
year, plotting revenue against the calendar of events for the
entities tested and verifying that these events had occurred
to third party sources;
for a sample of transactions close to the year end, examining
supporting documentation to determine that revenue
recognition criteria had been met and the revenue had been
appropriately recognised or deferred in the period; and
for a sample of subscription transactions, obtaining and
reviewing the contracts to validate the revenue recognised
and to assess that the revenue recognised was properly
allocated across the term of the contract.

Our report for the year ended 31 December 2013 included one
other risk which is not included in our report this year which
related to the adequacy of provisions for uncertain tax matters.
In the previous period the Group negotiated and resolved
a number of uncertain tax positions with the tax authorities
in the territories to which these uncertain positions related.
We therefore do not consider this to be a risk of material
misstatement that is required to be included in our audit
report for the period ended 31 December 2014.

Annual Report 2014 Informa PLC 109

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF INFORMA PLC (CONTINUED)

of materiality applicable to each individual entity which were
lower than Group materiality and ranged from £4m to £6m.

At the Group level we also tested the consolidation process and
carried out analytical procedures to confirm our conclusion that
there were no significant risks of material misstatement of the
aggregated financial information of the remaining components
not subject to audit or audit of specified account balances.

The Group audit team continued to follow a programme of
planned visits that has been designed so that the Senior
Statutory Auditor or his designate visits each of the locations
where the Group audit scope was focused at least once every
two years and the most significant of them at least once a year.
In the year ended 31 December 2014 the Senior Statutory
Auditor or his designate visited five out of the six full scope audit
locations. In years when we do not visit a significant component
we will include the component audit team in our team briefing,
discuss their risk assessment, and review documentation of
the findings from their work.

The scope of our work and the locations identified within
the Group audit scope are similar to 2013 as these locations
continue to represent the principal business units within
the Group’s four reportable segments.

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 Strategic Report and the
Directors’ Report for the financial year for which the
financial statements are prepared is consistent with
the financial statements.

MATTERS ON WHICH WE ARE REQUIRED TO REPORT
BY EXCEPTION
Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to
you if, in our opinion:

we have not received all the information and explanations
we require for our audit; or
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 are not in
agreement with the accounting records and returns.

We have nothing to report in respect of these matters.

The description of risks above should be read in conjunction
with the significant issues considered by the Audit Committee
discussed on pages 87 and 88.

Our audit procedures relating to these matters were designed
in the context of our audit of the financial statements as a
whole, and not to express an opinion on individual accounts
or disclosures. Our opinion on the financial statements is not
modified with respect to any of the risks described above,
and we do not express an opinion on these individual matters.

OUR APPLICATION OF MATERIALITY
We define materiality as the magnitude of misstatement in the
financial statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be
changed or influenced. We use materiality both in planning
the scope of our audit work and in evaluating the results of
our work.

We determined materiality for the Group to be £10m
(2013: £9.7m), which is not greater than 5% (2013: 5%) of
normalised pre-tax profit from continuing operations. Pre-tax
profit from continuing operations has been normalised by
removing the impact of impairment charges and specific
restructuring and reorganisation costs. This is consistent
with the methodology used in 2013 with the exception that
normalised profit from continuing operations in 2013 was
adjusted for all restructuring and reorganisation costs and
acquisition related costs.

We agreed with the Audit Committee that we would report
to the Committee all audit differences in excess of £200,000
(2013: £190,000), as well as differences below that threshold
that, in our view, warranted reporting on qualitative grounds.
We also report to the Audit Committee on disclosure matters
that we identified when assessing the overall presentation of
the financial statements.

AN OVERVIEW OF THE SCOPE OF OUR AUDIT
Our Group audit was scoped by obtaining an understanding of
the Group and its environment, including Group-wide controls,
and assessing the risks of material misstatement at the Group
level. Based on that assessment, we focused our Group audit
scope primarily on the audit work at seven (2013: seven)
locations. Six (2013: six) of these were subject to a full audit,
whilst the remaining one (2013: one) was subject to specified
audit procedures where the extent of our testing was based
on our assessment of the risks of material misstatement and of
the materiality of the Group’s operations at that location. These
seven locations represent the principal business units within
the Group’s four reportable segments and account for 76%
(2013: 73%) of the Group’s revenue and 77% (2013: 76%) of
the Group’s adjusted operating profit. They were also selected
to provide an appropriate basis for undertaking audit work to
address the risks of material misstatement identified above.
Our audit work at the seven locations was executed at levels

110 Informa PLC Annual Report 2014

www.informa.comThis report is made solely to the Company’s members, as a
body, in accordance with Chapter 3 of Part 16 of the Companies
Act 2006. Our audit work has been undertaken so that we
might state to the Company’s members those matters we are
required to state to them in an auditor’s report and for no other
purpose. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the
Company and the Company’s members as a body, for our
audit work, for this report, or for the opinions we have formed.

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 and the Parent
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. In addition, we read all
the financial and non-financial information in the Annual Report
to identify material inconsistencies with the audited financial
statements and to identify any information that is apparently
materially incorrect based on, or materially inconsistent with,
the knowledge acquired by us in the course of performing
the audit. If we become aware of any apparent material
misstatements or inconsistencies we consider the implications
for our report.

ANTHONY MORRIS FCA (SENIOR STATUTORY AUDITOR)
for and on behalf of Deloitte LLP
Chartered Accountants and Statutory Auditor
London, UK

12 February 2015

Directors’ remuneration
Under the Companies Act 2006 we are also required to report
if in our opinion certain disclosures of directors’ remuneration
have not been made or the part of the Directors’ Remuneration
Report to be audited is not in agreement with the accounting
records and returns. We have nothing to report arising from
these matters.

Corporate Governance Statement
Under the Listing Rules we are also required to review the
part of the Corporate Governance Statement relating to
the Company’s compliance with 10 provisions of the UK
Corporate Governance Code. We have nothing to report
arising from our review.

Our duty to read other information in the Annual Report
Under International Standards on Auditing (UK and Ireland),
we are required to report to you if, in our opinion, information
in the Annual Report is:

materially inconsistent with the information in the audited
financial statements; or
apparently materially incorrect based on, or materially
inconsistent with, our knowledge of the Group acquired
in the course of performing our audit; or
otherwise misleading.

In particular, we are required to consider whether we have
identified any inconsistencies between our knowledge acquired
during the audit and the Directors’ statement that they consider
the Annual Report is fair, balanced and understandable and
whether the Annual Report appropriately discloses those
matters that we communicated to the Audit Committee
which we consider should have been disclosed. We confirm
that we have not identified any such inconsistencies or
misleading statements.

RESPECTIVE RESPONSIBILITIES OF DIRECTORS
AND AUDITOR
As explained more fully in the Directors’ Responsibilities
Statement, 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 and express
an opinion on 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. We also
comply with International Standard on Quality Control 1 (UK
and Ireland). Our audit methodology and tools aim to ensure
that our quality control procedures are effective, understood
and applied. Our quality controls and systems include our
dedicated professional standards review team and independent
partner reviews.

Annual Report 2014 Informa PLC 111

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2014

Adjusted
results
2014
£m

Adjusting
items
2014
£m

Statutory
results
2014
£m

Adjusted
results
20131
£m

Adjusting
items
20131
£m

Statutory
results
20131
£m

Notes

Continuing operations

Revenue

Net operating expenses

Operating profit/(loss)

Share of results of joint ventures

Loss on disposal of businesses

Finance costs

Investment income

Profit/(loss) before tax

Tax (charge)/credit

Profit/(loss) for the year from
continuing operations

Discontinued operations

Loss for the year from discontinued
operations

Loss for the year

Attributable to:

– Equity holders of the parent

– Non-controlling interest

Earnings per share from
continuing operations

– Basic (p)

– Diluted (p)

Earnings per share from continuing
and discontinued operations

– Basic (p)

– Diluted (p)

Adjusted earnings per share
from continuing operations

– Basic (p)

– Diluted (p)

Adjusted earnings per share from continuing
and discontinued operations

– Basic (p)

– Diluted (p)

1,137.0

(802.9)

334.1

(0.1)

−

(28.0)

3.6

309.6

(62.8)

−

1,137.0

1,130.0

−

1,130.0

(336.5)

(0.3)

(2.8)

(1.2)

−

(340.8)

43.0

(1,139.4)

(2.4)

(0.4)

(2.8)

(29.2)

3.6

(31.2)

(19.8)

(795.3)

334.7

0.5

−

(29.8)

1.9

307.3

(65.9)

(188.7)

(0.1)

(3.4)

0.3

−

(191.9)

53.5

(984.0)

146.0

0.4

(3.4)

(29.5)

1.9

115.4

(12.4)

246.8

(297.8)

(51.0)

241.4

(138.4)

103.0

−

(51.0)

(52.4)

1.4

(8.6)

(109.5)

(6.5)

−

17.1

(1.1)

40.3

40.1

40.5

1 Restated for the change in accounting for joint ventures (see Note 5).

112 Informa PLC Annual Report 2014

www.informa.com

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2014

Loss for the year

Share of results of joint ventures

Restated loss for the year

Items that will not be reclassified to profit or loss

Actuarial (loss)/gain on defined benefit pension schemes

Tax relating to items that will not be reclassified to profit or loss

Total items that will not be reclassified to profit or loss

Items that may be reclassified subsequently to profit or loss

Change in fair value of cash flow hedges

Termination of interest rate swaps

Exchange differences on translation of foreign operations

Cumulative foreign exchange losses on disposals1

Tax relating to items that may be reclassified subsequently to profit or loss

Total items that may be reclassified subsequently to profit or loss

Other comprehensive income/(expense) for the year

Total comprehensive expense for the year

Attributable from continuing operations to:

– Equity holders of the parent

– Non-controlling interest

Attributable from discontinued operations to:

– Equity holders of the parent

– Non-controlling interest

Notes

2014
£m

(51.0)

−

(51.0)

(8.0)

1.7

(6.3)

(0.2)

(0.3)

7.9

−

0.1

7.5

1.2

(49.8)

(51.2)

1.4

−

2013
£m

(6.4)

(0.1)

(6.5)

8.3

(2.2)

6.1

0.5

−

(25.0)

3.6

(0.1)

(21.0)

(14.9)

(21.4)

88.1

−

(109.5)

−

1 Cumulative foreign exchange losses on disposals was only previously presented in the Consolidated Statement of Changes in Equity; this has been

corrected above.

Annual Report 2014 Informa PLC 113

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2014

Share
capital
£m

Share
premium
account
£m

Translation
reserve
£m

Other
reserves
£m

Retained
earnings
£m

At 1 January 2013
Share of results of joint ventures

Restated at 1 January 2013
Loss for the year
Change in fair value of cash flow hedges
Exchange differences on translation
of foreign operations
Actuarial gain on defined benefit
pension schemes (Note 39)
Cumulative foreign exchange losses
on disposals (Note 22)
Tax relating to components of other
comprehensive income (Note 31)

Total comprehensive (expense)/
income for the year
Dividends to shareholders (Note 15)
Share award expense (Note 11)
Own shares purchased
Purchase of non-controlling interest
Transfer of vested LTIPs

Restated at 1 January 2014
Loss for the year
Change in fair value of cash flow hedges
Termination of interest rate swaps
Exchange difference on translation
of foreign operations
Actuarial loss on defined benefit pension
schemes (Note 39)
Tax relating to components of other
comprehensive income (Note 31)

Total comprehensive income/
(expense) for the year
Dividends to shareholders (Note 15)
Shares issued
Inversion accounting
Issue of shares under scheme
of arrangement
Capital reduction
Share award expense (Note 11)
Own shares purchased
Put option on acquisition of
non-controlling interest
Transfer of vested LTIPs

0.6
−

0.6
−
−

−

−
−
−
−
−
−

0.6
−
−
−

−

−
−
−
−

2,189.3
(2,189.3)
−
−

−
−

2.1
−

2.1
−
−

−

−
−
−
−
−
−

2.1
−
−
−

−

−
−
204.0
−

(2.1)
−
−
−

−
−

(6.1)
−

(6.1)
−
−

(25.0)

−

3.6

−

(21.4)
−
−
−
−
−

(27.5)
−
−
−

7.9

−

7.9
−
−
−

−
−
−
−

−
−

(1,216.6)
−

(1,216.6)
−
0.5

2,543.6
0.1

2,543.7
(6.5)
−

Total
£m

1,323.6
0.1

1,323.7
(6.5)
0.5

−

(25.0)

8.3

−

8.3

3.6

(0.1)

(2.2)

(2.3)

0.4
−
2.2
(0.4)
−
(4.0)

(0.4)
(114.0)
−
−
−
4.0

(21.4)
(114.0)
2.2
(0.4)
−
−

(1,218.4)
−
(0.2)
(0.3)

2,433.3
(52.4)
−
−

1,190.1
(52.4)
(0.2)
(0.3)

−

7.9

(8.0)

0.1

1.7

1.8

Non-
controlling
interest
£m

−
−

−
−
−

−

−
−
−
−
1.0
−

1.0
1.4
−
−

−

Total
equity
£m

1,323.6
0.1

1,323.7
(6.5)
0.5

(25.0)

8.3

3.6

(2.3)

(21.4)
(114.0)
2.2
(0.4)
1.0
−

1,191.1
(51.0)
(0.2)
(0.3)

7.9

(8.0)

1.8

(0.4)
−
−
1,756.0

(58.7)
(114.0)
−
(1,756.0)

(51.2)
(114.0)
204.0
−

1.4
(0.9)
−
−

(49.8)
(114.9)
204.0
−

(2,189.9)
−
1.7
(0.1)

2.7
2,189.3
−
−

(0.3)
(2.1)

−
2.1

−
−
1.7
(0.1)

(0.3)
−

−
−
−
−

−
−

−
−
1.7
(0.1)

(0.3)
−

At 31 December 2014

0.6

204.0

(19.6)

(1,653.5)

2,698.7

1,230.2

1.5

1,231.7

114 Informa PLC Annual Report 2014

www.informa.comCONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2014

ASSETS
Non-current assets
Goodwill
Other intangible assets
Investments in joint ventures
Property and equipment
Other receivables
Derivative financial instruments

Current assets
Inventory
Trade and other receivables
Current tax asset
Cash at bank and in hand

Total assets

EQUITY AND LIABILITIES
Capital and reserves
Called up share capital
Share premium account
Translation reserve
Reserve for shares to be issued
Merger reserve
Other reserve
Employee Share Option Plan Trust shares
Hedging reserve
Retained earnings
Equity attributable to equity holders of the parent
Non-controlling interest
Total equity

Non-current liabilities
Long-term borrowings
Deferred tax liabilities
Retirement benefit obligation
Provisions
Trade and other payables

Current liabilities
Short-term borrowings
Current tax liabilities
Provisions
Trade and other payables
Deferred income

Total liabilities
Total equity and liabilities

Notes

17
18
20
23
26
33(b)

25
26

34
34

35
35
35
35
35

32
31
39
30
28

30
28
29

2014
£m

1,748.9
780.8
0.2
17.5
30.9
−
2,578.3

44.5
218.9
4.2
38.6
306.2
2,884.5

0.6
204.0
(19.6)
3.2
496.4
(2,152.8)
(0.3)
−
2,698.7
1,230.2
1.5
1,231.7

841.1
125.6
10.1
11.8
5.9
994.5

73.7
27.3
16.4
198.0
342.9
658.3
1,652.8
2,884.5

20131
£m

20121
£m

1,597.9
779.0
0.6
16.5
38.1
0.5
2,432.6

42.2
203.0
2.4
32.0
279.6
2,712.2

0.6
2.1
(27.5)
3.6
496.4
(1,718.6)
(0.2)
0.4
2,433.3
1,190.1
1.0
1,191.1

814.1
134.5
5.4
7.1
6.5
967.6

0.5
45.0
12.7
179.4
315.9
553.5
1,521.1
2,712.2

1,726.5
874.7
0.5
19.3
20.4
−
2,641.4

38.2
227.0
3.1
23.9
292.2
2,933.6

0.6
2.1
(6.1)
5.9
496.4
(1,718.6)
(0.3)
−
2,543.7
1,323.7
−
1,323.7

825.7
160.9
17.5
8.7
3.6
1,016.4

0.6
78.0
5.1
203.3
306.5
593.5
1,609.9
2,933.6

1 Restated for the change in accounting for joint ventures (see Note 5).

These financial statements were approved by the Board of Directors on 12 February 2015 and were signed on its behalf by

STEPHEN A. CARTER CBE
GROUP CHIEF EXECUTIVE

GARETH WRIGHT
GROUP FINANCE DIRECTOR

Annual Report 2014 Informa PLC 115

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
Notes

2014
£m

317.5

(44.3)

(31.4)

241.8

0.4

−

(4.8)

0.1

(14.0)

0.5

(8.3)

(357.4)

(1.7)

(386.9)

(114.0)

(0.9)

56.9

204.1

146.1

1.0

2.8

31.5

35.3

20131
£m

330.1

(71.4)

(31.2)

227.5

1.1

0.2

(5.9)

0.4

(49.0)

−

(8.3)

(87.3)

(2.7)

47.5

(104.0)

(114.0)

−

(0.6)

(0.4)

(115.0)

8.5

(0.3)

23.3

31.5

CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2014

Operating activities

Cash generated by operations

Income taxes paid

Interest paid

Net cash inflow from operating activities

Investing activities

Investment income

Dividends received from joint ventures

Purchases of property and equipment

Proceeds on disposal of property and equipment

Purchase of other intangible assets

Proceeds on disposal of other intangible assets

Purchase of intangible software assets

Acquisition of subsidiaries

Product development costs

Cash (outflow)/inflow on disposal of subsidiaries and businesses

Net cash outflow from investing activities

Financing activities

Dividends paid to shareholders

Dividends paid to non-controlling interest

Drawdown/(repayments) of borrowings

Cash inflow/(outflow) from the issue of share capital

Net cash inflow/(outflow) from financing activities

Net increase in cash and cash equivalents

Effect of foreign exchange rate changes

Cash and cash equivalents at beginning of the year

Cash and cash equivalents at end of the year

1 Restated for the change in accounting for joint ventures (see Note 5).

116 Informa PLC Annual Report 2014

www.informa.com1. GENERAL INFORMATION
The Consolidated Financial Statements as at 31 December 2014 and for year then ended comprise those of the Company and
its subsidiaries and its interests in joint ventures (together referred to as the “Group”).

On 30 May 2014 under a Scheme of Arrangement between Informa plc (“Old Informa”), the former holding company of the Group,
and its shareholders, under Article 125 of the Companies (Jersey) Law 1991, and as sanctioned by The Royal Court of Jersey, all
the issued shares in Old Informa were cancelled and an equivalent number of new shares in Old Informa were issued to Informa
PLC (the “Company”) in consideration for the allotment to shareholders of one ordinary share in the Company for each ordinary
share in Old Informa that they held on the record date, 29 May 2014.

The Company was incorporated under the Companies Act 2006 on 24 January 2014 and is headquartered in the United Kingdom.
The address of the registered office is given on the back cover. The introduction of a new Parent Company constitutes a Group
reconstruction and has been accounted for as a reverse acquisition in accordance with IFRS 3 Business Combinations. The
comparative equity structure has been restated to reflect the new equity structure of the Company. Therefore, although the Group
reconstruction did not become effective until 30 May 2014, the Consolidated Financial Statements of the Company are presented
as if the Company had always been part of the Group. Accordingly, the results of the Group for the year ended 31 December 2014
are shown in the Consolidated Income Statement and the comparative figures for the year ended 31 December 2013 are also
presented on this basis. Earnings per share are unaffected by the reorganisation.

The nature of the Group’s operations and its principal activities are set out in the Strategic Report section of the Directors’ Report
on page 73.

The Directors have, at the time of approving the Consolidated Financial Statements, a reasonable expectation that the Company
and the Group have adequate resources to continue in operational existence for the foreseeable future. Thus they continue to
adopt the going concern basis of accounting in preparing the Consolidated Financial Statements. Further detail is contained in
the Governance section on page 76.

These financial statements are presented in pounds sterling (“GBP”), the functional currency of the Parent Company, Informa PLC.
Foreign operations are included in accordance with the policies set out in Note 3.

ADOPTION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRSS”)
Standards and interpretations adopted in the current year
The following new standards, amendments and interpretations have been adopted in the current year:

IFRS 10: Consolidated Financial Statements
IFRS 11: Joint Arrangements
IFRS 12: Disclosure of Interest in Other Entities
Amendments to IFRS 10, IFRS 12 and IAS 27: Investment Entities
Amendment to IAS 27: Separate Financial Statements
Amendment to IAS 28: Investments in Associates and Joint Ventures
Amendment to IAS 32: Financial Instruments: Presentation – Offsetting Financial Assets and Financial Liabilities
Amendment to IAS 36: Impairment of Assets – Recoverable Amount Disclosures for Non-Financial Assets
Amendment to IAS 39: Financial Instruments: Recognition and Measurement – Novation of Derivatives and Continuation
of Hedge Accounting
International Financial Reporting Interpretations Committee (“IFRIC”) Interpretation 21 Levies
Improvements to IFRSs 2011–2013 cycle (issued December 2013)

The adoption of these standards and interpretations has not led to any changes to the Group’s accounting policies, except for
IFRS 11 Joint Arrangements. IFRS 11 is a new standard which replaces IAS 31 and Standard Interpretations Committee (“SIC”) 13.
Under IFRS 11 joint control is defined as the contractually agreed sharing of control of an arrangement which exists only when the
decisions about the relevant activities require the unanimous consent of the parties sharing control. IFRS 11 addresses only two
forms of joint arrangements (joint operations and joint ventures) and removes the option to account for joint ventures using
proportionate consolidation. The Group has changed its accounting for joint ventures from proportionate consolidation to equity
accounting. This change in policy has required a restatement of the comparative periods – see Note 5.

Annual Report 2014 Informa PLC 117

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSFOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
1. GENERAL INFORMATION (CONTINUED)
ADOPTION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRSS”) (CONTINUED)
Standards and interpretations in issue, not yet adopted
At the date of authorisation of these financial statements, the following Standards and Interpretations which have not been applied
in these financial statements were in issue but have not yet come into effect:

IFRS 9: Financial Instruments – not endorsed by the EU
IFRS 14: Regulatory Deferral Accounts − not endorsed by the EU
IFRS 15: Revenue from Contracts with Customers − not endorsed by the EU
Amendments to IFRS 10, IFRS 12 and IAS 28: Applying the Consolidation Exception − not endorsed by the EU
Amendments to IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture − not endorsed by the EU
Amendments to IFRS 11: Accounting for Acquisitions of Interest in Joint Operations – not endorsed by the EU
Amendments to IAS 1: Disclosure Initiative – not endorsed by the EU
Amendments to IAS 16 and IAS 38: Clarification of Acceptable Methods of Depreciation – not endorsed by the EU
Amendments to IAS 19: Defined Benefit Plans: Employee Contributions – endorsed by the EU
Amendments to IAS 27: Equity Method in Separate Financial Statements – not endorsed by the EU
Improvements to IFRSs 2012–2014 cycle (issued September 2014) – not endorsed by the EU
Improvements to IFRSs 2010–2012 cycle (issued December 2013) – endorsed by the EU

The Directors anticipate that the adoption of these Standards and Interpretations in future periods will have no material impact
on the financial statements of the Group, except for the following:

IFRS 9 is a new standard which enhances the ability of investors and other users of financial information to understand the
accounting for financial assets and reduces complexity. IFRS 9 uses a single approach to determine whether a financial asset is
measured at amortised cost or fair value, replacing the many different rules in IAS 39. This standard is effective for accounting
periods commencing on or after 1 January 2018. We will evaluate the impact on the Group in 2015.
IFRS 15 is a new standard, based on a five-step model framework, which replaces all existing revenue recognition standards.
The standard’s requirements will also apply to the recognition and measurement of gains and losses on the sale of certain
non-financial assets that are not an output of the entity’s ordinary activities (e.g., sales of property, plant and equipment or
intangibles). This standard is currently effective for accounting periods commencing on or after 1 January 2017. We will evaluate
the impact on the Group in 2015.

118 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com2. BASIS OF PREPARATION
The financial statements have been prepared in accordance with IFRSs adopted by the European Union and therefore comply
with Article 4 of the EU IAS Regulations.

ADJUSTED RESULTS
Management believes that adjusted results and adjusted earnings per share (Note 16) provide additional useful information on
underlying trends to shareholders. These measures are used for internal performance analysis and incentive compensation
arrangements for employees. The term “adjusted” is not a defined term under IFRSs and may not therefore be comparable with
similarly titled profit measurements reported by other companies. It is not intended to be a substitute for, or superior to, IFRS
measurements of profit.

The following charges/(credits) are presented as adjusting items:

Continuing operations

Restructuring and reorganisation costs

Acquisition and integration costs

Intangible asset amortisation

Impairment – Goodwill and other intangible assets

Impairment – Loan receivable

Impairment – Intangible software assets

Impairment – Other

Subsequent re-measurement of contingent consideration

Loss on disposal of businesses

Interest on overdue tax

Excess interest on early repayment of revolving credit facility

Share of results of joint ventures

Tax related to adjusting items

Tax credit in respect of prior year items

Notes

17/18

2014
£m

20.7

4.7

93.9

202.5

14.5

−

2.0

(1.8)

2.8

−

1.2

0.3

340.8

(31.4)

(11.6)

297.8

2013
£m

14.2

5.8

105.0

40.5

8.3

17.1

0.3

(2.5)

3.4

(0.3)

−

0.1

191.9

(39.8)

(13.7)

138.4

Annual Report 2014 Informa PLC 119

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
2. BASIS OF PREPARATION (CONTINUED)
The principal adjustments made are in respect of:

restructuring and reorganisation costs – the costs incurred by the Group in non-recurring business restructuring and changing
the operating model to align with the Group’s revised strategy;
acquisition and integration costs – the costs incurred by the Group in acquiring and integrating share and asset acquisitions;
intangible asset amortisation – the Group continues to amortise other intangible assets. The amortisation charge in respect
of intangible software assets and product development is included in the adjusted results. The amortisation charge in respect
of all remaining other intangible assets is excluded from the adjusted results as management does not see these charges as
integral to underlying trading;
impairment – the Group tests for impairment on an annual basis or more frequently when an indicator exists. The material
impairment charges are individually disclosed. The impairment charge for those other separately identified intangible assets
has been linked with subsequent re-measurement of contingent consideration of those acquisitions;
loss on disposal of businesses – the loss on disposal includes the fair value of consideration less the net assets/(liabilities)
disposed, non-controlling interest and costs directly attributable with the disposal;
excess interest on early repayment of revolving credit facility – capitalised facility fees are amortised over the loan periods but
where revolving credit facilities have been terminated early, the unamortised fees are immediately expensed. This accelerated
expense is not viewed as being part of the underlying results and is thus excluded from the adjusted results; and
share of results of joint ventures – the share of results includes intangible asset amortisation and impairment charge related to
joint ventures, which is excluded from adjusted results in line with the presentation of the Group’s intangible asset amortisation
and treatment of impairment.

The tax related to adjusting items is the tax effect of the items above and in 2014 it also includes the effect of the reduction in the
UK corporation tax rate applicable for the purposes of calculating deferred tax to 20%.

The tax credit in respect of prior year items is mainly attributable to adjustments relating to historic disposals.

SIGNIFICANT EXCHANGE RATES
The following significant exchange rates versus GBP were applied during the year:

USD

EUR

Average rate

Closing rate

2014

1.6485

1.2422

2013

1.5635

1.1776

2014

1.5596

1.2833

2013

1.6510

1.1997

120 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com3. ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The Consolidated Financial Statements have been prepared on the historical cost basis, except for the revaluation of certain assets
and financial instruments. The principal accounting policies adopted, all of which have been consistently applied, are set out below.
The Consolidated Financial Statements are prepared on a going concern basis.

Change in accounting policy
IFRS 11 is a new standard which replaces IAS 31 and SIC 13 and is effective for periods starting on or after 1 January 2014.
Under IFRS 11 joint control is defined as the contractually agreed sharing of control of an arrangement which exists only when
the decisions about the relevant activities require the unanimous consent of the parties sharing control. IFRS 11 addresses only
two forms of joint arrangements (joint operations and joint ventures) and removes the option to account for joint ventures using
proportionate consolidation. The Group has changed its accounting for joint ventures from proportionate consolidation to equity
accounting. This change in policy has required a restatement of the comparative periods – see Note 5.

BASIS OF CONSOLIDATION
The Consolidated Financial Statements incorporate the accounts of the Company and all of its subsidiaries. Control is achieved
where the Company has the power to govern the financial and operating policies of an investee entity, has the rights to variable
returns from its involvement with the investee and has the ability to use its power to affect its returns. The results of subsidiaries
acquired or sold are included in the Consolidated Financial Statements from the effective date of acquisition or up to the effective
date of disposal, as appropriate. Where necessary, adjustments are made to the results of acquired subsidiaries to bring their
accounting policies into line with those used by other members of the Group.

All intra-Group transactions, balances, income and expense are eliminated on consolidation.

Non-controlling interest in the net assets of consolidated subsidiaries are identified separately from the Group’s equity and
consist of the amount of those interests at the date of the original business combination plus their share of changes in equity
since that date.

Joint ventures
Joint ventures are joint arrangements in which the Group has the rights to the net assets through joint control with a third party.
Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant
activities require the unanimous consent of the parties sharing control.

The Group accounts for its interests in joint ventures using the equity method. Under the equity method, the investment in the joint
venture is initially measured at cost. The carrying amount of the investment is adjusted to recognise changes in the Group’s share
of net assets of the joint ventures since the acquisition date. The income statement reflects the Group’s share of the results of
operations of the entity. The Statement of Comprehensive Income includes the Group’s share of any other comprehensive income
recognised by the joint venture.

Dividend income is recognised when the right to receive the payment is established.

Associates
Associates are all entities over which the Group has significant influence but not control, generally accompanying a shareholding
of between 20% and 50% of the voting rights. Investments in associates are accounted for using the equity method of accounting.
Under the equity method, the investment is initially recognised at cost, and the carrying amount is increased or decreased to
recognise the investor’s share of the profit or loss of the investee after the date of acquisition.

Annual Report 2014 Informa PLC 121

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
3. ACCOUNTING POLICIES (CONTINUED)
REVENUE
Revenue is measured at the fair value of consideration received or receivable and represents amounts receivable for goods and
services provided in the normal course of business, net of discounts, VAT and other sales-related taxes, and provisions for returns
and cancellations.

Subscription income is deferred and recognised evenly over the term of the subscription.

Attendee, sponsorship and exhibitor income is deferred and recognised when the event is held.

Copy sales revenue is recognised on the sale of the product.

Advertising revenue is recognised on issue of the publication.

INTEREST INCOME
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable.
The methodology for calculating effective interest rate is disclosed in the effective interest method policy note.

DIVIDEND INCOME
Dividend income from investments is recognised when the shareholders’ rights to receive payment have been established.

BUSINESS COMBINATIONS
The acquisition of subsidiaries is accounted for using the acquisition method. The consideration for each acquisition is measured
at the aggregate of fair values of assets given, liabilities incurred or assumed, and equity instruments issued by the Group in
exchange for control of the acquiree. Acquisition and integration costs incurred are expensed and included in adjusting items
in the Consolidated Income Statement.

If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest
in the acquiree is re-measured to fair value at the acquisition date through profit or loss.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent
changes to the fair value of the contingent consideration which is deemed to be an asset or liability will be recognised in
accordance with IAS 39 either in profit or loss or as a change to other comprehensive income. If the contingent consideration
is classified as equity, it should not be re-measured until it is finally settled within equity.

Goodwill is initially measured at cost being the excess of the aggregate of the consideration transferred and the amount
recognised for non-controlling interest over the net identifiable assets acquired and liabilities assumed. If this consideration
is lower than the fair value of the net assets of the subsidiary acquired, the difference is recognised in profit or loss.

GOODWILL
Goodwill arising on the acquisition of subsidiary companies and businesses is calculated as the excess of purchase consideration
over the fair value of net identifiable assets and liabilities at the date of acquisition. It is recognised as an asset at cost, assessed
for impairment at least annually and subsequently measured at cost less accumulated impairment losses. Any impairment is
recognised immediately in the Consolidated Income Statement and is not subsequently reversed.

For the purpose of impairment testing, goodwill is allocated to each of the Group’s cash-generating units (“CGUs”), as defined by
the Board for internal management purposes, expected to benefit from the combination. Goodwill is tested for impairment annually
or more frequently when there is an indication that it may be impaired. Where an impairment test is performed a discounted cash
flow analysis is carried out based on the cash flows of the CGUs compared with the carrying value of that goodwill. Management
estimate the discount rates as the risk affected cost of capital for the particular CGUs. If the recoverable amount of the CGU is less
than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated
to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

Upon disposal, the attributable carrying value of goodwill is included in the calculation of the profit or loss on disposal.

122 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comINTANGIBLE ASSETS
Intangible assets are initially measured at cost. For business combinations, cost is calculated based on the Group’s valuation
methodologies (Note 18). These assets are amortised over their estimated useful lives on a straight line basis, which are as follows:

Book lists
Journal titles
Database content and intellectual property
Exhibitions and conferences

20 years
20 years
3–20 years
3–20 years

Software which is not integral to a related item of hardware is included in intangible assets. Capitalised internal-use software costs
include external direct costs of materials and services consumed in developing or obtaining the software, and payroll and payroll-
related costs for employees who are directly associated with, and who devote substantial time to, the project. Capitalisation of
these costs ceases no later than the point at which the project is substantially complete and ready for its internal purpose.
These costs are amortised on a straight line basis over their expected useful lives which range from 3–10 years.

The expected useful lives of intangible assets are reviewed annually.

The Group does not have any intangible assets with indefinite lives (excluding goodwill).

PROPERTY AND EQUIPMENT
Property and equipment is recorded at cost less accumulated depreciation and provision for impairment. Depreciation is provided
to write off the cost less the estimated residual value of property and equipment on a straight line basis over the estimated useful
lives of the assets. The rates of depreciation are as follows:

Freehold buildings
Leasehold land and buildings
Equipment, fixtures and fittings
Freehold land is not depreciated

50 years
Over life of the lease
3–15 years

The gain or loss arising on the disposal or retirement of an asset is determined as the difference between the net sale proceeds
and the carrying amount of the asset and is recognised in the Consolidated Income Statement.

IMPAIRMENT OF TANGIBLE AND INTANGIBLE ASSETS EXCLUDING GOODWILL
At each reporting date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there
is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the
asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows
that are independent from other assets, the Group estimates the recoverable amount of the CGUs to which the asset belongs.

The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of
the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset
(or CGU) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevant
asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

NON-CURRENT ASSETS CLASSIFIED AS HELD FOR SALE
Non-current assets (and disposal groups) classified as held for sale are measured at the lower of carrying value and fair value
less costs to sell.

Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a sale
transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the
asset (or disposal group) is available for immediate sale in its present condition. Management must be committed to the sale
which should be expected to qualify for recognition as a completed sale within one year from the date of classification.

Annual Report 2014 Informa PLC 123

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
3. ACCOUNTING POLICIES (CONTINUED)
INVENTORY
Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials and expenses incurred
in bringing the inventory to its present location and condition. Net realisable value represents the estimated selling price less
marketing and distribution costs expected to be incurred.

During the year the amount of inventory recognised as an expense, including pre-publication amortisation, was £36.6m
(2013: £34.4m).

FOREIGN CURRENCIES
Transactions in currencies other than the entity’s functional currency are recorded at the rates of exchange prevailing on the dates
of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated at the
rates ruling at that date. These translation differences are disclosed in the Consolidated Income Statement.

Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the
date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency
are not retranslated. Exchange differences arising on the retranslation of non-monetary items carried at fair value are included in
the Consolidated Income Statement for the period except for differences arising on the retranslation of non-monetary items in
respect of which gains and losses are recognised directly in equity. For such non-monetary items, any exchange component
of that gain or loss is also recognised directly in equity.

The statements of financial position of foreign subsidiaries are translated into pounds sterling at the closing rates of exchange.
The results are translated at an average rate, recalculated for each month between that month’s closing rate and the equivalent
for the preceding month.

Foreign exchange differences arising from the translation of opening net investments in foreign subsidiaries at the closing rate
are taken directly to the translation reserve. In addition, foreign exchange differences arising from retranslation of the foreign
subsidiaries’ results from monthly average rate to closing rate are also taken directly to the Group’s hedging reserve. Such
translation differences are recognised in the Consolidated Income Statement in the financial year in which the operations are
disposed of. The translation movement on matched long-term foreign currency borrowings, qualifying as hedging instruments
under IAS 39, are also taken directly to the hedging reserve.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign
entity and translated at the closing rate.

LEASING
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of
ownership to the lessee. All other leases are classified as operating leases.

Assets held under finance leases and hire purchase contracts are capitalised at their fair value on the inception of the lease and
depreciated over the shorter of the period of the lease and the estimated useful economic lives of the assets. The corresponding
liability to the lessor is included in the Consolidated Statement of Financial Position as a finance lease obligation. Finance charges
are allocated over the period of the lease in proportion to the capital amount outstanding and are charged to the Consolidated
Income Statement.

Operating lease rentals are charged to the Consolidated Income Statement in equal annual amounts over the lease term.

Rental income from sub-leasing property space is recognised on a straight line basis over the term of the relevant lease
and is matched with the corresponding payments made under the head lease.

124 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comTAXATION
The tax expense represents the sum of the current tax payable and deferred tax.

Current tax is based on taxable profit for the year. Taxable profit differs from net profit as reported in the Consolidated Income
Statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes
items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted
or substantively enacted by the reporting date.

A current tax provision is recognised when the Group has a present obligation as a result of a past event, it is probable that the
Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation. The provision
is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account
the risks and uncertainties surrounding the obligation.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for
using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible
temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from
goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that
affects neither the tax nor accounting profit.

Deferred tax is calculated for all business combinations in respect of intangible assets and properties. A deferred tax liability
is recognised to the extent that the fair value of the assets for accounting purposes exceeds the value of those assets for tax
purposes and will form part of the associated goodwill on acquisition.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates
except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference
will not reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is
realised. Deferred tax is charged or credited in the Consolidated Income Statement, except when it relates to items charged
or credited directly to equity, in which case the deferred tax is also dealt with in equity.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax
liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax
assets and liabilities on a net basis.

PENSION COSTS
Certain Group companies operate defined contribution pension schemes for employees. The assets of the schemes are held
separately from the individual companies. The pension cost charge associated with these schemes represents contributions
payable and is charged as an expense when they fall due.

The Group also operates funded defined benefit schemes for employees. The cost of providing these benefits is determined using
the Projected Unit Credit method, with actuarial valuations being carried out at each reporting date. Past service cost is recognised
in the Consolidated Income Statement in the period of a plan amendment. Net interest is calculated by applying a discount rate to
the opening net defined benefit liability or asset. Actuarial gains and losses are recognised in full in the period in which they occur,
outside of the Consolidated Income Statement and in the Consolidated Statement of Comprehensive Income.

The retirement benefit obligation recognised in the Consolidated Statement of Financial Position represents the actual deficit
or surplus in the Group’s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any
economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans.

Annual Report 2014 Informa PLC 125

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
3. ACCOUNTING POLICIES (CONTINUED)
SHARE-BASED PAYMENTS
The Group issues equity-settled share-based payments to certain employees. A fair value for the equity-settled share awards is
measured at the date of grant. The fair value of the Long-Term Incentive Plan is measured using the Binomial or Monte Carlo model
of valuation, which are considered to be the most appropriate valuation techniques. The valuation takes into account factors such
as non-transferability, exercise restrictions and behavioural considerations. To assign a fair value to share awards granted under
the Share Matching Plan where the proportion of the award released is dependent on the level of total shareholder return, the
Monte Carlo Simulation methodology is considered the most appropriate.

An expense is recognised to spread the fair value of each award over the vesting period on a straight line basis, after allowing
for an estimate of the share awards that will actually vest. The estimate of vesting is reviewed annually, with any impact on the
cumulative charge being recognised immediately.

FINANCIAL ASSETS
Financial assets are recognised in the Group’s Statement of Financial Position when the Group becomes a party to the contractual
provisions of the instrument.

Financial assets are classified into the following categories: loans and receivables, cash and cash equivalents, and available-for-
sale investments. The classification is determined by management upon initial recognition, and it is based on the purpose for
which the financial assets were acquired.

EFFECTIVE INTEREST METHOD
The effective interest method is a method of calculating the amortised cost of a financial asset/liability and of allocating
interest income/expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future
cash receipts/payments (including all fees on points paid or received that form an integral part of the effective interest rate,
transaction costs and other premiums or discounts) through the expected life of the financial asset/liability, or, where appropriate,
a shorter period.

Income is recognised on an effective interest basis for all debt instruments within the Group.

LOANS AND RECEIVABLES
Trade receivables, loans and other receivables are measured on initial recognition at fair value, and are subsequently measured
at amortised cost using the effective interest rate method, less any impairment.

CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash on hand and demand deposits, and other short-term highly liquid investments that are
readily convertible (with a maturity of three months or less) to a known amount of cash and are subject to an insignificant risk of
changes in value. Bank overdrafts that are repayable on demand and form an integral part of the Group’s cash management are
included as a component of cash and cash equivalents for the purpose of the Consolidated Cash Flow Statement.

IMPAIRMENT OF FINANCIAL ASSETS
Financial assets are assessed for indicators of impairment at each reporting date. Financial assets are impaired where there
is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset,
the estimated future cash flows of the investment have been negatively impacted.

For unlisted shares classified as available-for-sale, a significant or prolonged decline in the fair value of the security below
its cost is considered to be objective evidence of impairment.

For all other financial assets objective evidence of impairment could include:

significant financial difficulty of the issuer or counterparty; or
default or delinquency in interest or principal payments; or
it is becoming probable that the borrower will enter bankruptcy or financial reorganisation.

126 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comFor certain categories of financial assets, such as trade receivables, assets that are assessed not to be impaired individually
are≈subsequently assessed for impairment on a collective basis. Objective evidence of impairment for a portfolio of receivables
could include the Group’s past experience of collecting payments, an increase in the number of delayed payments in the portfolio
past≈the average credit period of 30 days (2013: 30 days), and observable changes in national or local economic conditions that
correlate with increased default risk on receivables. A specific provision will also be raised for trade receivables when there is
objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables.
Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and
default or delinquency in payments (more than 90 days overdue) are considered indicators that the trade receivable is impaired.

For financial assets carried at amortised cost, the amount of the impairment is the difference between the asset’s carrying
amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception
of trade receivables, where the carrying amount is reduced through the use of a provision account. When a trade receivable is
considered uncollectable, it is written off against the provision account. Subsequent recoveries of amounts previously written
off are credited against the provision account. Changes in the carrying amount of the provision account are recognised in the
Consolidated Income Statement.

DERECOGNITION OF FINANCIAL ASSETS
The Group derecognises a financial asset only when the contractual rights to the cash flows from the assets have expired or
have been transferred and the Group has transferred substantially all the risks and rewards of ownership. If the Group neither
transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the
Group recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains
substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognise the financial
asset and also recognises a collateralised borrowing for the proceeds received.

FINANCIAL LIABILITIES AND EQUITY INSTRUMENTS ISSUED BY THE GROUP
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.

An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.
Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.

BANK BORROWINGS
Interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of direct issue costs. Finance charges,
including premiums payable on settlement or redemption and direct issue costs, are accounted for on an accrual basis in the
Consolidated Income Statement using the effective interest rate method and are added to the carrying amount of the instrument
to the extent that they are not settled in the period in which they arise.

FINANCE COSTS
Finance costs of debts are capitalised against the debt value on first drawdown of the debt and are recognised in the Consolidated
Income Statement using the effective interest rate method.

TRADE PAYABLES
Trade payables are initially measured at fair value, and are subsequently measured at amortised cost, using the effective interest
rate method.

OTHER FINANCIAL LIABILITIES
Other financial liabilities are initially measured at fair value, net of transaction costs. Other financial liabilities are subsequently
measured at amortised cost using the effective interest method, as set out above, with interest expense recognised on an
effective yield basis.

DERECOGNITION OF FINANCIAL LIABILITIES
The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged or cancelled, or they expire.

Annual Report 2014 Informa PLC 127

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
3. ACCOUNTING POLICIES (CONTINUED)
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGE ACCOUNTING
The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates.
The derivative instruments utilised by the Group to hedge these exposures are primarily interest rate swaps and cross-currency
swaps. The Group does not use derivative contracts for speculative purposes.

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently re-measured
to their fair value at each reporting date. 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:

hedges of a change of fair value of recognised assets and liabilities or firm commitments (fair value hedges);
hedges of a particular risk associated with a recognised asset or liability or a highly probable forecast transaction
(cash flow hedge); or
hedges of a net investment in a foreign operation (net investment hedge).

The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well
as its risk management objectives and strategy for undertaking various hedging transactions. Furthermore, at the inception of the
hedge and on an ongoing basis, the Group documents whether the hedging instrument is highly effective in offsetting changes
in fair values or cash flows of the hedged item.

Fair value hedge
Changes in the fair value of derivative financial instruments that are designated and qualify as fair value hedges are recorded
in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that is attributable to
the hedged risk. The change in the fair value of the hedging instrument and the change in the hedged item attributable to the
hedged risk are recognised in the line of the Consolidated Income Statement relating to the hedged item.

Cash flow hedge
The effective portion of changes in the fair value of derivative financial instruments that are designated and qualify as cash
flow hedges is recognised in other comprehensive income. The gain or loss relating to the ineffective portion is recognised
immediately in the Consolidated Income Statement. If the cash flow hedge of a firm commitment or forecast transaction results
in the recognition of a financial asset or financial liability, amounts previously recognised in other comprehensive income and
accumulated in equity are reclassified to profit or loss in the periods when the hedged item is recognised in profit or loss in
the same line of the Consolidated Income Statement as the recognised hedged item. However, when the forecast transaction
that is hedged results in the recognition of a non-financial asset or a non-financial liability, the gains and losses previously
accumulated in equity are transferred from equity and included in the initial measurement of the cost of the non-financial
asset or non-financial liability.

Hedges of net investment in foreign operations
Hedges of net investment in foreign operations are accounted for similarly to cash flow hedges. Any gain or loss on the hedging
instrument in relation to the effective portion of the hedge is recognised in the other comprehensive income and accumulated
in the foreign currency translation reserve. The gain or loss relating to the ineffective portion is recognised immediately in the
Consolidated Income Statement. Gains and losses on the hedging instrument relating to the effective portion of the hedge
accumulated in the foreign currency translation reserve are reclassified to profit or loss when the hedged item is disposed of.

Changes in the fair value of derivative financial instruments that do not qualify for hedge accounting are recognised in the
Consolidated Income Statement as they arise.

Hedge accounting is discontinued when the hedge instrument expires or is sold, terminated, or exercised, or no longer qualifies
for hedge accounting. At that time, any cumulative gain or loss on the hedging instrument recognised in equity is retained in
equity until the forecast transaction occurs. If a hedged transaction is no longer expected to occur, the net cumulative gain
or loss recognised in equity is transferred to the Consolidated Income Statement in the period.

128 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comA derivative is presented as a non-current asset or a non-current liability if the remaining maturity of the instrument is more than
12 months and it is not expected to be realised or settled within 12 months. Other derivatives are presented as current assets
or current liabilities.

Further details of derivative financial instruments are disclosed in Note 33.

ESOP TRUST SHARES
Own shares deducted in arriving at shareholders’ funds represent the cost of the Company’s ordinary shares acquired
by the Employee Share Option Plan (“ESOP”) Trusts in connection with certain of the Group’s employee share schemes.

PROVISIONS
Provisions are recognised when the Group has a present obligation as a result of a past event, and it is probable that the Group
will be required to settle that obligation. Provisions are measured at the Directors’ best estimate of the expenditure required to
settle the obligation at the reporting date, and are discounted to present value where the effect is material.

Restructuring provisions are recognised when the Group has a detailed formal plan for the restructuring that has been
communicated to the affected parties.

4. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Group’s accounting policies, which are described in Note 3, the Directors are required to make
judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent
from other sources. The estimates and associated assumptions are based on historical experience and other factors that
are considered to be relevant. Actual results may differ from these estimates.

CRITICAL ACCOUNTING JUDGEMENTS
In addition to the judgement taken by management in selecting and applying the accounting policies set out above, the Directors
have made the following judgements concerning the amounts recognised in the Consolidated Financial Statements.

Deferred tax
Deferred tax assets and liabilities require management judgement in determining the amounts to be recognised. In particular,
judgement is used when assessing the extent to which deferred tax assets should be recognised with consideration given
to the timing and level of future taxable income.

Identification of CGUs in the impairment testing of goodwill and other intangible assets
For the purpose of impairment tests, the goodwill and other intangible assets are allocated to CGUs that are expected to benefit
from these and which represent the lowest level within the Group at which management monitors goodwill and other intangible
assets. With changes in the business structure enacted during the year, management judgement is required in identifying
the CGUs.

Recoverability of long-term receivables
There are a number of external loans which are repayable over the next two to ten years. The recoverability of the capital and
interest payments is dependent on the financial success of the external parties over the coming years. In making its judgement,
management will assess for each significant loan receivable whether a credit risk provision is required.

Annual Report 2014 Informa PLC 129

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
4. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
(CONTINUED)
KEY SOURCES OF ESTIMATION UNCERTAINTY
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised
in the period in which the estimate is revised.

Valuation and asset lives of separately identifiable intangible assets
In order to determine the value of the separately identifiable intangible assets on a business combination, management are
required to make estimates when utilising the Group’s valuation methodologies. These methodologies include the use of
discounted cash flows and revenue forecasts. For significant acquisitions management have considered the advice of third
party independent valuers in identifying and calculating the valuation of any intangible assets arising on acquisition.

Asset lives are estimated based on the nature of the intangible asset acquired and range between 3 and 20 years.

Valuation of share-based payments
In order to determine the value of share-based payments, management are required to make an estimation of the effects of
non-transferability, exercise restrictions, and behavioural considerations. The expected volatility is determined by calculating
the historical volatility of the Company’s share price calculated over one, two and three years back from the date of grant.
The list of inputs used in the Binomial and Monte Carlo Simulation models to calculate the fair values are provided in Note 11.

Valuation of financial instruments at fair value
Management have made a number of assumptions with regard to the models used to value financial instruments at their fair
value at year end. Valuation techniques commonly used by market practitioners are applied. Note 33 details the methods used to
value the primary financial instruments held or issued to finance the Group’s borrowing requirements and the derivative financial
instruments held to manage the interest rate profile.

For derivative financial instruments, assumptions are made based on quoted market rates adjusted for specific features of the
instrument. Other financial instruments are valued using a discounted cash flow analysis based on assumptions supported,
where possible, by observable market prices or rates.

Impairment of goodwill and other intangible assets
There are a number of assumptions management have considered in performing impairment reviews of goodwill and intangible
assets. The determination of whether goodwill or intangible assets are impaired requires an estimation of the value in use of the
CGUs to which goodwill has been allocated. The value in use calculation requires management to estimate the future cash flows
expected to arise from the CGU and a suitable discount rate in order to calculate present value. Note 17 details the assumptions
that have been applied.

Pension assumptions
There are a number of assumptions management have considered on the advice of actuaries which have an impact on the results
of the valuation of the pension scheme liabilities at year end. The most significant assumptions are those relating to the discount
rate of return on investments and the rates of increase in salaries and pensions. Note 38 details the assumptions which have
been adopted.

Contingent consideration
Contingent consideration relating to acquisitions has been included based on management estimates of the most likely
outcome (Note 19). However, any subsequent re-measurement of contingent consideration is recognised in the Consolidated
Income Statement.

130 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com5. CHANGE IN ACCOUNTING POLICY
IFRS 11 is a new standard which replaces IAS 31 and SIC 13 and is effective from 1 January 2014. Under IFRS 11 joint control is
defined as the contractually agreed sharing of control of an arrangement which exists only when the decisions about the relevant
activities require the unanimous consent of the parties sharing control. IFRS 11 addresses only two forms of joint arrangements
(joint operations and joint ventures) and removes the option to account for joint ventures using proportionate consolidation. The
Group has changed its accounting for joint ventures from proportionate consolidation to equity accounting. This change in policy
has required a restatement of the comparative periods.

The impact of the prior year adjustment on the previously reported Consolidated Income Statement is summarised as follows:

Revenue

Net operating expenses

Operating profit

Share of results of joint ventures

Profit before tax

Tax charge

Profit for the year from continuing operations

Loss for the year

Attributable to:

– Equity holders of the parent

Year ended 31 December 2013

Previously
reported
£m

1,132.4

(985.7)

146.7

−

115.7

(12.6)

103.1

(6.4)

Adjustments
£m

(2.4)

1.7

(0.7)

0.4

(0.3)

0.2

(0.1)

Restated
£m

1,130.0

(984.0)

146.0

0.4

115.4

(12.4)

103.0

(6.5)

The prior year adjustments on the previously reported Consolidated Income Statement in 2013 had no impact on earnings
per share.

The impact of the prior year adjustment on the previously reported Consolidated Statement of Comprehensive Income
is summarised as follows:

Loss for the year

Total comprehensive expense for the year1

Attributable from continuing operations to:

– Equity holders of the parent1

Year ended 31 December 2013

Previously
reported
£m

(6.4)

(24.9)

84.6

Adjustments
£m

Restated
£m

(0.1)

(6.5)

(25.0)

84.5

1 These numbers do not reflect the reclassification of cumulative foreign exchange losses on disposals of £3.6m.

Annual Report 2014 Informa PLC 131

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
5. CHANGE IN ACCOUNTING POLICY (CONTINUED)
The impact of the prior year adjustment on the previously reported Consolidated Statement of Financial Position is summarised
as follows:

Non-current assets

Other intangible assets

Investments in joint ventures

Other receivables

Current assets

Trade and other receivables

Current tax asset

Cash at hand and in bank

Capital and reserves

Retained earnings

Non-current liabilities

Trade and other payables

Current liabilities

Current tax liabilities

Trade and other payables

Deferred income

Year ended 31 December 2013

Year ended 31 December 2012

Previously
reported
£m

Adjustments
£m

Restated
£m

Previously
reported
£m

Adjustments
£m

Restated
£m

780.3

−

37.6

203.0

2.6

32.4

(1.3)

0.6

0.5

−

(0.2)

(0.4)

779.0

0.6

38.1

203.0

2.4

32.0

874.7

−

20.4

228.0

3.1

23.9

−

0.5

−

(1.0)

−

874.7

0.5

20.4

227.0

3.1

23.9

2,433.3

−

2,433.3

2,543.6

0.1

2,543.7

7.0

45.1

179.5

316.0

(0.5)

(0.1)

6.5

3.6

45.0

179.4

315.9

78.0

202.3

308.1

−

1.0

(1.6)

3.6

78.0

203.3

306.5

The impact of the prior year adjustment on the previously reported Consolidated Cash Flow Statement is summarised as follows:

Profit before tax from continuing and discontinued operations

Amortisation of other intangible assets

Share of results of joint ventures

Decrease in receivables

Increase in payables

Cash generated by operations

Dividends received from joint ventures

Purchase of other intangible assets

Year ended 31 December 2013

Previously
reported
£m

Adjustments
£m

Restated
£m

2.5

139.3

−

12.6

(21.3)

332.3

−

(50.4)

(0.3)

(0.1)

(0.4)

(1.5)

0.1

(2.2)

0.2

1.4

2.2

139.2

(0.4)

11.1

(21.2)

330.1

0.2

(49.0)

132 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com6. REVENUE
An analysis of the Group’s revenue is as follows:

Subscriptions

Attendees

Copy sales

Exhibitors

Sponsorship

Advertising

2014
£m

464.8

167.6

215.4

194.4

73.0

21.8

20131
£m

477.4

173.0

221.8

165.6

66.9

25.3

Total revenue from continuing operations

1,137.0

1,130.0

1 Restated for the change in accounting for joint ventures (see Note 5).

7. BUSINESS SEGMENTS
BUSINESS SEGMENTS
Management has identified reportable segments based on financial information used by the Board of Directors in allocating
resources and making strategic decisions. We consider the Chief Operating Decision Maker to be the Executive Directors.

Unless otherwise indicated the segment information reported on the following pages does not include any amounts for
discontinued operations, which are described in more detail in Note 21.

As announced on 10 July 2014 and on the back of a comprehensive strategic review earlier in the year, the Group has been
repositioned to deliver growth and scale in each of its markets.

Following this assessment, a new operating model has been implemented for the Group. It has been designed to reduce the
complexity of existing business structures and reporting lines.

From 1 January 2015, the Group operating model will be structured and reported as four trading Divisions. Since the Executive
Directors are already reviewing the financial information based on the four trading Divisions, the segmental disclosures are being
presented using the new structure, with comparatives restated. Therefore the Group’s four identified reporting segments under
IFRS 8 Operating Segments are as follows:

Academic Publishing
The Academic Publishing Division, operating under the Taylor & Francis Group banner, comprises of the imprints of Taylor &
Francis, Routledge, CRC Press, Garland Science and Cogent OA. The Division provides books and journals, both in print and
electronic formats, primarily for academic and research users in the subject areas of behavioural and social sciences, humanities,
science, technology and medicine.

Business Intelligence
The Business Intelligence Division provides highly specialised actionable intelligence to service the information needs of
corporations and governments globally. The products consist of rich data sets and valuable insight, across the Pharamaceuticals
& Healthcare, Finance, Maritime & Law, Technology/Media/Telecoms and Agriculture/Food sectors.

Global Exhibitions
The Global Exhibitions Division runs business-to-business Exhibitions and trade shows, as well as a number of Consumer
and fan events globally.

Knowledge & Networking
The Knowledge & Networking Division offers thousands of conferences and training courses globally as well as building
communities and providing the attendees with the opportunity to meet face to face.

Annual Report 2014 Informa PLC 133

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
Academic
Publishing
£m

Business
Intelligence
£m

Global
Exhibitions
£m

Knowledge &
Networking
£m

Total
£m

246.2

1,137.0

408.9

150.0

(2.5)

(1.0)

−

(40.2)

−

106.3

281.7

75.2

(10.5)

−

1.6

(16.2)

(205.3)

(155.2)

200.2

67.4

(3.0)

(3.7)

(1.6)

(20.9)

(13.7)

24.5

41.5

(4.7)

−

1.8

(16.6)

−

22.0

Academic
Publishing
£m

Business
Intelligence
£m

Global
Exhibitions
£m

Knowledge &
Networking
£m

407.8

150.9

(1.3)

(0.1)

−

(41.4)

(6.2)

101.9

305.9

86.8

(9.0)

(0.8)

2.9

(25.4)

(4.6)

49.9

160.2

50.0

(0.6)

(4.7)

0.3

(18.7)

(2.7)

23.6

256.1

47.0

(3.3)

(0.2)

(0.7)

(19.5)

(52.7)

(29.4)

334.1

(20.7)

(4.7)

1.8

(93.9)

(219.0)

(2.4)

(0.4)

(2.8)

(29.2)

3.6

(31.2)

Total1
£m

1,130.0

334.7

(14.2)

(5.8)

2.5

(105.0)

(66.2)

146.0

0.4

(3.4)

(29.5)

1.9

115.4

7. BUSINESS SEGMENTS (CONTINUED)
SEGMENT REVENUE AND RESULTS
31 December 2014

Revenue (Note 6)

Adjusted operating profit

Restructuring and reorganisation costs (Note 9)

Acquisition and integration costs (Note 2)

Subsequent re-measurement of contingent consideration
(Note 2)

Intangible asset amortisation1

Impairment (Note 2)

Operating profit/(loss)

Share of results of joint ventures

Loss on disposal of businesses (Note 22)

Finance costs (Note 12)

Investment income (Note 13)

Loss before tax from continuing operations

1 Excludes software and product development amortisation.

31 December 2013 − restated

Revenue (Note 6)

Adjusted operating profit

Restructuring and reorganisation costs (Note 9)

Acquisition and integration costs (Note 2)

Subsequent re-measurement of contingent consideration
(Note 2)

Intangible asset amortisation2

Impairment (Note 2)

Operating profit/(loss)

Share of results of joint ventures

Loss on disposal of businesses (Note 22)

Finance costs (Note 12)

Investment income (Note 13)

Profit before tax from continuing operations

1 Restated for the change in accounting for joint ventures (see Note 5).
2 Excludes software and product development amortisation.

134 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comThe accounting policies of the reportable segments are the same as the Group’s accounting policies described in Note 3. Adjusted
operating result by operating segment is the measure reported to the Group Chief Executive for the purpose of resource allocation
and assessment of segment performance. Finance costs and investment income are not allocated to segments, as this type of
activity is driven by the central Treasury function, which manages the cash positions of the Group.

SEGMENT ASSETS – RESTATED

Academic Publishing

Business Intelligence

Global Exhibitions

Knowledge & Networking

Total segment assets

Unallocated assets

Total assets

2014
£m

1,025.3

791.6

657.0

360.2

2,834.1

50.4

2,884.5

20131
£m

1,003.4

985.9

286.4

378.5

2,654.2

58.0

2,712.2

1 Restated for the change in accounting for joint ventures (see Note 5).

For the purpose of monitoring segment performance and allocating resources between segments, management monitors the
tangible, intangible and financial assets attributable to each segment. All assets are allocated to reportable segments except for
corporate balances, including some intangible software assets, balances receivable from businesses sold and taxation (current
and deferred). Assets used jointly by reportable segments are allocated on the basis of the revenues earned by individual
reportable segment.

Annual Report 2014 Informa PLC 135

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
7. BUSINESS SEGMENTS (CONTINUED)
SEGMENT ASSETS – RESTATED (CONTINUED)
The Group’s revenues from its major products and services (2013 restated for the new operating structure) were as follows:

Academic Publishing

Subscriptions

Copy sales

Total Academic Publishing

Business Intelligence

Subscriptions

Copy sales

Advertising

Total Business Intelligence

Global Exhibitions

Attendees

Exhibitors

Sponsorship

Advertising

Total Global Exhibitions

Knowledge & Networking

Attendees

Exhibitors

Sponsorship

Advertising

2014
£m

218.6

190.3

408.9

246.2

25.1

10.4

281.7

20.1

157.5

16.2

6.4

200.2

147.5

36.9

56.8

5.0

20131
£m

218.8

189.0

407.8

258.6

32.8

14.5

305.9

16.4

129.6

9.0

5.2

160.2

156.6

36.0

57.9

5.6

Total Knowledge & Networking

Total revenue from continuing operations

1 Restated for the change in accounting for joint ventures (see Note 5).

246.2

1,137.0

256.1

1,130.0

INFORMATION ABOUT MAJOR CUSTOMERS
The Group’s revenue by location of customer and information about its segment assets by geographic location are detailed below:

Geographic information

United Kingdom

North America

Continental Europe

Rest of World

Revenue from continuing operations

Segment assets

2014
£m

149.0

416.4

235.1

336.5

20131
£m

158.3

386.8

253.1

331.8

1,137.0

1,130.0

2014
£m

1,130.2

1,334.6

77.3

342.4

2,884.5

20131
£m

1,281.3

965.6

106.4

358.9

2,712.2

1 Restated for the change in accounting for joint ventures (see Note 5).

No individual customer amounts to more than 10% of the Group’s revenue.

136 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com8. NET OPERATING EXPENSES
Operating profit has been arrived at after charging/(crediting):

Adjusted
results
2014
£m

Adjusting
items
2014
£m

Statutory
results
2014
£m

Adjusted
results
20131
£m

Adjusting
items
20131
£m

Statutory
results
20131
£m

Notes

Cost of sales

Staff costs (excluding redundancy costs)

Amortisation of other intangible assets

Depreciation

Impairment

Net foreign exchange loss

Auditor’s remuneration for audit services
(see below)

Operating lease expenses

– Land and buildings

– Other

Restructuring and reorganisation costs

Acquisition and integration costs

Subsequent re-measurement
of contingent consideration

Other operating expenses

Total net operating expenses from
continuing operations

367.2

319.9

12.1

6.1

−

0.8

1.0

17.6

1.0

−

77.2

−

93.9

−

219.0

−

20.7

4.7

(1.8)

−

367.2

319.9

106.0

6.1

219.0

0.8

1.0

17.6

1.0

20.7

4.7

(1.8)

77.2

363.1

322.6

15.8

6.4

−

0.4

1.0

19.4

1.0

−

65.6

−

105.0

−

66.2

−

14.2

5.8

(2.5)

−

363.1

322.6

120.8

6.4

66.2

0.4

1.0

19.4

1.0

14.2

5.8

(2.5)

65.6

802.9

336.5

1,139.4

795.3

188.7

984.0

1 Restated for the change in accounting for joint ventures (see Note 5).

Amounts payable to the auditor, Deloitte LLP and its associates by the Company and its subsidiary undertakings
is provided below:

Fees payable to the Company’s auditor for the audit of the Company’s annual financial statements

Fees payable to the Company’s auditor and its associates for other services to the Group:

Audit of the Company’s subsidiaries

Total audit fees

Fees payable to the Company’s auditor for non-audit services comprises:

Audit-related assurance services

Other services

Total non-audit fees

2014
£m

0.7

0.3

1.0

0.1

0.4

0.5

2013
£m

0.6

0.4

1.0

0.1

0.4

0.5

There were no future services for the auditor contracted at the reporting date (2013: £nil).

The fees payable for other services of £0.4m relate to corporate finance services in relation to the listing of the new UK-domiciled
ultimate Parent Company. The other services in 2013 relate to the carve-out work of the Corporate Training businesses, of which
£0.3m of this fee was reimbursed from the acquirer.

A description of the work of the Audit Committee is set out in the Governance section on pages 86 to 89 and includes an
explanation of how auditor objectivity and independence are safeguarded when non-audit services are provided by the auditor.

Annual Report 2014 Informa PLC 137

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
9. RESTRUCTURING AND REORGANISATION COSTS

Redundancy costs

Reorganisation costs

Re-domicile costs

Vacant property provisions

2014
£m

14.2

2.1

2.9

1.5

20.7

2013
£m

10.7

2.4

0.6

0.5

14.2

10. STAFF NUMBERS AND COSTS
The monthly average number of persons employed by the Group (including Directors) during the year, analysed by segment,
was as follows:

Number of employees

Academic Publishing

Business Intelligence

Global Exhibitions

Knowledge & Networking

1 Restated for the change in accounting for joint ventures (see Note 5).

Their aggregate remuneration comprised:

Wages and salaries

Social security costs

Pension costs charged to operating profit (Note 39)

Share-based payment (Note 11)

Staff costs (excluding redundancy costs)

Redundancy costs (Note 9)

2014

1,927

2,146

782

1,797

6,652

2014
£m

282.5

27.1

8.6

1.7

319.9

14.2

334.1

20131

1,862

2,203

770

1,758

6,593

2013
£m

283.9

27.8

8.7

2.2

322.6

10.7

333.3

The remuneration of Directors, who are the key management personnel of the Group, is set out below in aggregate for each of
the categories specified in IAS 24 Related Party Disclosures (Note 40). Further information about the remuneration of individual
Directors is provided in the audited part of the Remuneration Report on pages 99 to 102.

Short-term employee benefits

Post-employment benefits

Share incentive gains and payments

138 Informa PLC Annual Report 2014

2014
£m

2.7

0.3

−

3.0

2013
£m

4.5

0.5

0.6

5.6

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com11. SHARE-BASED PAYMENTS
The Group Long-Term Incentive Plans (“LTIPs”) provide for a grant price equal to the average quoted market price of the Group’s
shares on the date of grant. The vesting period is generally three years. The LTIPs expire if they remain unexercised after the
exercise period has lapsed. Furthermore, LTIPs are forfeited if the employee leaves the Group before the LTIPs vest, unless
they meet certain eligibility criteria. The LTIPs are equity-settled.

The Group recognised total expenses of £1.7m (2013: £2.2m) related to equity-settled share-based payment transactions in the
year ended 31 December 2014.

LONG-TERM INCENTIVE PLAN
The movement during the year is as follows:

Opening balance

LTIPs exercised in the year

LTIPs lapsed in the year

LTIPs granted in the year

Closing balance

Date of grant

9 March 2011

6 March 2012

7 March 2013

8 September 2014

2014
Shares

2,540,718

−

(1,370,006)

782,437

1,953,149

2013
Shares

3,852,289

(630,842)

(2,157,812)

1,477,083

2,540,718

Share
price

£4.26

£4.18

£5.13

£5.18

Exercise
price

Expected
volatility

Expected
life2
(years)

n/a

52.0%

32.0%

27.0%

20.0%

3.0

2.3

Risk
free rate

Dividend
yield

1.8%

2.6%

0.5%

3.8%

0.3%

4.2%

0.9%

3.7%

Estimated
fair value1

£2.523

£2.573

£1.883

£2.303

£2.773

£2.823

£1.764

£2.155

£4.656

£4.657

1 Valued using the Monte Carlo Simulation method of valuation.
2 From 1 January of year in which grant made.
3 50% split of total awards granted.
4 75% split of total awards granted.
5 25% split of total awards granted.
6 66.7% of total awards granted.
7 33.3% of total awards granted.

In order to satisfy the share awards granted under LTIPs, the share capital would be increased by up to 1,215,877 shares. The
Company is planning to issue additional share capital to satisfy the awards although if circumstances change it may instead buy
the shares as needed on the open market.

Expected volatility was determined by calculating the historical volatility of the Group’s share price over one, two and three years
back from the date of grant. The expected life used in the model has been adjusted, based on management’s best estimate,
for the effects of non-transferability, exercise restrictions and behavioural considerations.

Annual Report 2014 Informa PLC 139

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
12. FINANCE COSTS

Interest expense on financial liabilities measured at amortised cost

Interest cost on pension scheme liabilities

Total interest expense

Interest on overdue tax

Excess interest on early repayment of revolving credit facility

13. INVESTMENT INCOME

Loans and receivables:

Interest income on bank deposits

Interest income on non-current receivables

14. TAXATION
The tax charge comprises:

Current tax:

Current year

Tax credit presented as adjusting item

Deferred tax:

Current year

Tax credit presented as adjusting item

Credit arising from UK corporation tax rate change

Total tax charge on profit on ordinary activities

Notes

2014
£m

27.8

0.2

28.0

−

1.2

29.2

2014
£m

0.5

3.1

3.6

2014
£m

33.4

(8.2)

(2.4)

(3.4)

0.4

19.8

2013
£m

29.2

0.6

29.8

(0.3)

−

29.5

2013
£m

0.6

1.3

1.9

2013
£m

50.8

(13.7)

(19.4)

−

(5.3)

12.4

140 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com

The tax shown as an adjusting item within the Consolidated Income Statement relates to the following:

Continuing operations

Notes

Restructuring and reorganisation costs

Acquisition and integration costs

Amortisation of other intangible assets

Impairment

Subsequent re-measurement of contingent
consideration

Loss on disposal of businesses

Interest on overdue tax

Excess interest on early repayment of
revolving credit facility

Share of results of joint ventures

Deferred tax (charge)/credit arising from UK
corporation tax rate change

Tax provision release (net of associated
deferred tax charge)

Gross
2014
£m

(20.7)

(4.7)

(93.9)

(219.0)

1.8

(2.8)

−

(1.2)

(0.3)

−

(340.8)

Tax
2014
£m

4.1

1.4

25.6

−

0.4

−

0.3

−

(0.4)

11.6

43.0

Gross
2013
£m

(14.2)

(5.8)

(105.0)

(66.2)

2.5

(3.4)

0.3

−

(0.1)

−

(191.9)

The current and deferred tax is calculated on the estimated assessable profit for the year. Taxation is calculated on each
jurisdiction based on the prevailing rates of that jurisdiction.

The total tax charge/(credit) for the year can be reconciled to the accounting profit as follows:

Profit before tax

Tax (credit)/charge at effective UK statutory rate of 21.5%
(2013: 23.25%)

Permanent differences

Losses in certain jurisdictions that have not
been recognised

Deferred tax credit arising from UK corporation tax
rate change

Tax provision release (net of associated deferred
tax charge)

Tax charge and effective rate for the year

2014
£m

(31.2)

(6.7)

34.5

3.2

0.4

(11.6)

19.8

21.5

(110.6)

(10.3)

(1.3)

37.2

(63.5)

2013
£m

115.7

26.8

3.0

1.6

(5.3)

(13.7)

12.4

In addition to the income tax charge to the Consolidated Income Statement, a tax credit of £1.8m (2013: charge of £2.3m)
has been recognised directly in the Consolidated Statement of Comprehensive Income during the year.

Tax
2013
£m

3.7

−

26.9

4.0

−

(0.1)

−

5.3

13.7

53.5

23.2

2.6

1.4

(4.6)

(11.9)

10.7

Annual Report 2014 Informa PLC 141

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
15. DIVIDENDS

Amounts recognised as distributions to equity holders in the year:

Second interim dividend for the year ended 31 December 2012 of 12.5p per share

First interim dividend for the year ended 31 December 2013 of 6.4p per share

Second interim dividend for the year ended 31 December 2013 of 12.5p per share

Interim dividend for the year ended 31 December 2014 of 6.4p per share

Proposed final dividend for the year ended 31 December 2014 of 12.9p per share
(2013: 12.5p per share)

As at 31 December 2014 £0.1m (2013: £0.1m) of dividends are still to be paid.

2014
£m

–

75.4

38.6

114.0

83.7

2013
£m

75.4

38.6

–

114.0

75.5

As at 31 December 2014 holders of 737,272 (2013: 737,272) ordinary shares of 0.1 pence each have waived their rights
to receive dividends.

Following the re-domicile back to the UK this year, the Dividend Access Plan was unwound on 28 July 2014.

16. EARNINGS PER SHARE
BASIC
The basic earnings per share calculation is based on a loss attributable to equity shareholders of the parent of £52.4m
(2013 restated: £6.5m loss). This loss on ordinary activities after taxation is divided by the weighted average number of shares
in issue (less those non-vested shares held by employee share ownership trusts) which is 608,258,772 (2013: 602,421,793).

DILUTED
The diluted earnings per share calculation is based on the basic earnings per share calculation above except that the weighted
average number of shares includes all potentially dilutive options granted by the reporting date as if those options had been
exercised on the first day of the accounting period or the date of the grant, if later, giving a weighted average of 608,309,328
(2013: 602,687,758).

The table below sets out the adjustment in respect of diluted potential ordinary shares:

Weighted average number of shares used in basic earnings per share calculation

608,258,772

602,421,793

Effect of dilutive share options

50,556

265,965

Weighted average number of shares used in diluted earnings per share calculation

608,309,328

602,687,758

1 For 2014 and 2013 the effect of dilutive share options were anti-dilutive for the purpose of the dilutive earnings per share and have not been used.

20141

20131

142 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com
ADJUSTED EARNINGS PER SHARE
The basic and diluted adjusted earnings per share calculations have been made to allow shareholders to gain a further
understanding of the trading performance of the Group. They are based on the basic and diluted earnings per share
calculations. Profits are based on operations attributable to equity shareholders and are adjusted for items that are not
perceived by management to be part of the underlying trends in the business and the tax effect of those adjusting items.

From continuing operations:

(Loss)/profit for the year

Non-controlling interest

Adjusting items net of attributable taxation (Note 2)

Adjusted profit for the year attributable to equity shareholders

Earnings per share from continuing operations:

– Adjusted basic (p)

– Adjusted diluted (p)

1 Restated for the change in accounting for joint ventures (see Note 5).

From continuing and discontinued operations:

Loss for the year

Non-controlling interest

Adjusting items net of attributable taxation (Note 2)

Adjusted profit for the year attributable to equity shareholders

Earnings per share from continuing and discontinued operations:

– Adjusted basic (p)

– Adjusted diluted (p)

1 Restated for the change in accounting for joint ventures (see Note 5).

2014
£m

(51.0)

(1.4)

297.8

245.4

40.3

2014
£m

(51.0)

(1.4)

297.8

245.4

40.3

20131
£m

103.0

−

138.4

241.4

40.1

20131
£m

(6.5)

−

250.3

243.8

40.5

Annual Report 2014 Informa PLC 143

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
17. GOODWILL

Cost

At 1 January 2013

Additions in the year

Disposals1 (Note 22)

Exchange differences

At 1 January 2014

Additions in the year

Exchange differences

At 31 December 2014

Accumulated impairment losses

At 1 January 2013

Impairment losses for the year (Note 2)

Disposals1 (Note 22)

Exchange differences

At 1 January 2014

Impairment losses for the year (Note 2)

Exchange differences

At 31 December 2014

Carrying amount

At 31 December 2014

At 31 December 2013

£m

1,827.4

57.9

(196.3)

(22.8)

1,666.2

313.0

27.1

2,006.3

(100.9)

(40.5)

77.2

(4.1)

(68.3)

(193.4)

4.3

(257.4)

1,748.9

1,597.9

1 Included in disposals for 2013 are assets written off with nil net book value that are not expected to generate any future economic benefits.

Goodwill acquired in a business combination is allocated, at acquisition, to the CGUs that are expected to benefit from that
business combination. In July 2014 the Group announced a reorganisation of its trading Divisions, whereby the Group is now
organised into four trading Divisions (Academic Publishing, Business Intelligence, Global Exhibitions and Knowledge &
Networking). Each of the Divisions has its own Managing Director and Chief Financial Officer. This reorganisation of the reporting
structure has changed the composition of the CGUs to which goodwill is allocated. Discussions have been held with the Managing
Director and Chief Financial Officer of each operating segment, as determined in accordance with IFRS 8 Operating Segments,
to assess the new CGUs. The comparatives have been restated accordingly.

The number of CGUs has increased to 21 (2013: 12). For reporting purposes, the CGUs have been aggregated into the reportable
segments. The CGUs are individually assessed for impairment each year.

144 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comThe carrying amount of goodwill recorded in the major groups of CGUs is set out below:

Academic Publishing

Business Intelligence

Global Exhibitions

Knowledge & Networking

2014
£m

440.6

584.7

442.1

281.5

Restated
2013
£m

423.3

760.3

135.4

278.9

1,748.9

1,597.9

The movements in carrying amount relate primarily to acquisitions, disposals, impairment, foreign exchange movements and
other internal reclassifications.

The Group assesses the impairment of goodwill and intangible assets annually at year end, and whenever events or changes in
circumstances indicate that the carrying value may not be recoverable. In the current year, the impairment review was conducted
based on the new structure. The 2013 year end impairment review was carried out under the old structure.

The recoverable amounts of the CGUs are determined from value in use calculations, which are based on the cash flow
projections for each CGU. The key assumptions are those regarding the revenue and operating margin growth rates.

Estimated future cash flows are determined by reference to latest budgets and forecasts for the next five years approved by
management, after which a long-term perpetuity growth rate is applied. The most recent financial budgets approved by the Board
of Directors have been prepared after considering the current economic environment in each of our markets. The estimates of
future cash flows are consistent with past experience adjusted for management’s estimates of future performance. As disclosed
in the Chief Executive’s Review, we are committed to increasing the level of investment in each Division over the next three years
through the Growth Acceleration Plan. This investment covers a large range of initiatives and we have factored both the costs
and the related benefits into the approved budgets and five year projections used in the impairment review.

Short-term average growth rates used for the four year projections from 2016 to 2019 vary across each CGU. However,
the weighted average compound annual growth rate (”CAGR”) for the four trading Divisions is: Academic Publishing 2%;
Business Intelligence 6%; Global Exhibitions 9%; and Knowledge & Networking 11%.

Our current estimate of long-term average growth rates are 3% for Academic Publishing, Global Exhibitions and the Continental
Europe CGU in Knowledge & Networking and 2% for Business Intelligence and the remainder of Knowledge & Networking.
The rates do not exceed the average long-term growth rate for the relevant markets. In 2013, the long-term average growth rates
were 2% for Academic Publishing and Business Intelligence and European Conferences, and 3% for Global Events.

During the year, the pre-tax discount rates used in the value in use calculations were increased to reflect the Group’s assessment
of the current market and other risks specific to the CGUs. The change is an increase of 1% over the previous year.

In 2014, the pre-tax discount rates applied are 10.5% for Academic Publishing and Business Intelligence and 11.5% for
the Global Exhibitions and Knowledge & Networking businesses, with the exception of the Continental Europe CGU in
Knowledge & Networking where the pre-tax discount rate has increased by 1% to 12.5%, which is to reflect the challenging
economic conditions in Europe. Management has increased the pre-tax discount rate to reflect our assessment of the current
market and other risks specific to the CGUs. In 2013, the pre-tax discount rates applied were 9.5% for Academic Publishing
and Business Intelligence and 10.5% for the Global Events businesses with the exception of the European Conferences CGU
where the pre-tax discount rate was increased by 1% to 11.5%.

The impairment review has identified indicators of impairment for the Consumer, Pharma & Healthcare and Australia Exhibitions
CGUs. The Consumer and Pharma & Healthcare CGUs are included in the Business Intelligence Division and the Australia
Exhibitions CGU is in the Global Exhibitions Division. All three CGUs have been impacted by the tough market conditions
and in the case of the Australia Exhibitions CGU the operations were closed in November.

Annual Report 2014 Informa PLC 145

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
17. GOODWILL (CONTINUED)
Updated projections have been produced for these CGUs which has resulted in an impairment of the carrying value of goodwill
by £193.4m and intangible assets by £9.1m, split out as follows:

Consumer

Pharma & Healthcare

Australia Exhibitions

The carrying amounts for the impaired CGUs at 31 December 2014 are:

Consumer

Pharma & Healthcare

Australia Exhibitions

Goodwill
£m

149.0

40.0

4.4

193.4

Goodwill
£m

–

288.4

−

288.4

Intangible
assets
£m

1.0

−

8.1

9.1

Intangible
assets
£m

16.2

46.4

−

62.6

Total
£m

150.0

40.0

12.5

202.5

Total
£m

16.2

334.8

−

351.0

Management has undertaken sensitivity analysis taking into consideration the impact on key impairment test assumptions arising
from a range of possible future trading and economic scenarios. The scenarios have been performed separately for each CGU
with the sensitivities summarised as follows:

an increase in the pre-tax discount rate by 1%;
a decrease of 1% for Academic Publishing and Business Intelligence and 2% for Global Exhibitions and Knowledge &
Networking on forecast operating profits over years 2–5; and
a decrease in the terminal growth rate by 1% for all CGUs.

The sensitivity analysis shows that when applying all of the above criteria, a further impairment of £58.1m would arise for
Pharma & Healthcare. For the other CGUs, no impairment would result from the scenarios in our sensitivity analysis.

146 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com18. OTHER INTANGIBLE ASSETS

Book lists
and
journal
titles
£m

Database
content and
intellectual
property
£m

Exhibitions
and
conferences1
£m

Sub
total1
£m

Intangible
software
assets
£m

Product
development2
£m

Cost

At 1 January 2013

Arising on acquisitions3

Additions4,5

Disposals6 (Note 22)

Exchange differences

At 1 January 2014

Arising on acquisitions in the year

Adjustment to prior year
acquisitions

Additions4,5

Disposals (Note 22)

Reclassification

Exchange differences

At 31 December 2014

Amortisation

At 1 January 2013

Charge for the year1

Impairment losses for the
year (Note 2)

Disposals6 (Note 22)

Exchange differences

At 1 January 2014

Charge for the year

Impairment losses for the
year (Note 2)

Disposals (Note 22)

Exchange differences

At 31 December 2014

Carrying amount

At 31 December 2014

At 31 December 2013

685.2

12.6

14.4

(19.2)

(7.8)

685.2

15.7

−

6.4

(0.2)

−

20.2

727.3

(203.1)

(41.4)

−

19.2

2.6

(222.7)

(40.1)

−

0.2

(7.5)

735.5

21.7

18.0

(216.5)

(8.1)

550.6

−

(0.4)

−

16.9

567.1

(525.3)

(54.4)

−

176.8

6.5

(396.4)

(28.0)

(2.8)

−

(12.4)

247.7

1,668.4

23.5

27.1

(22.3)

(13.5)

262.5

51.3

9.8

10.4

(3.7)

−

2.1

57.8

59.5

(258.0)

(29.4)

1,498.3

67.0

9.4

16.8

(3.9)

−

39.2

332.4

1,626.8

(146.8)

(25.4)

(0.3)

21.0

3.5

(148.0)

(25.8)

(8.3)

1.3

(2.3)

(875.2)

(121.2)

(0.3)

217.0

12.6

(767.1)

(93.9)

(11.1)

1.5

(22.2)

(270.1)

(439.6)

(183.1)

(892.8)

457.2

462.5

127.5

154.2

149.3

114.5

734.0

731.2

123.7

(0.1)

8.3

(13.4)

(0.9)

117.6

0.1

−

8.3

(45.2)

−

1.8

82.6

(60.7)

(14.8)

(17.1)

11.2

0.6

(80.8)

(10.3)

−

44.9

(0.8)

(47.0)

35.6

36.8

26.8

−

2.7

(13.0)

(0.4)

16.1

−

1.7

(0.2)

0.8

18.4

(8.3)

(3.2)

−

6.3

0.1

(5.1)

(1.8)

−

(0.3)

(7.2)

11.2

11.0

Total1
£m

1,818.9

57.7

70.5

(284.4)

(30.7)

1,632.0

67.1

9.4

26.8

(49.1)

(0.2)

41.8

1,727.8

(944.2)

(139.2)

(17.4)

234.5

13.3

(853.0)

(106.0)

(11.1)

46.4

(23.3)

(947.0)

780.8

779.0

1 Restated for the change in accounting for joint ventures (see Note 5).
2 All product development in 2014 and 2013 is internally generated.
3 Of the £57.7m arising on acquisitions in 2013, £10.4m related to prior year acquisitions.
4 Of the £16.8m (2013 restated: £59.5m) additions to Book lists and journal titles, Database content and intellectual property and Exhibitions and conferences,

£10.8m (2013: £47.6m) represents cash paid.

5 £8.3m (2013: £8.3m) additions to Intangible software assets and £1.7m (2013: £2.7m) additions to product development represent cash paid.

All research and development activity during the year met capitalisation criteria and was capitalised as additions.

6 Included in disposals for 2013 are assets written off with nil net book value that are not expected to generate any future economic benefits.

Annual Report 2014 Informa PLC 147

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
18. OTHER INTANGIBLE ASSETS (CONTINUED)
Intangible software assets include a gross carrying amount of £70.2m (2013: £103.7m) and accumulated amortisation of £39.0m
(2013: £71.2m) which relates to software that has been internally generated.

The Group does not have any of its other intangible assets pledged as security over bank loans.

As a result of the impairment review (see Note 17) impairments have been recognised in the Business Intelligence Division for the
Consumer CGU (£1.0m) and in Australia in Global Exhibitions (£8.1m).

As a consequence of reducing the contingent consideration for prior year acquisitions by £1.8m, an impairment charge of £1.8m
in Business Intelligence and £0.2m in Global Exhibitions has also been recognised. The re-measurement of the contingent
consideration and impairment has been presented as adjusting items in the Consolidated Income Statement – see Note 2.

19. BUSINESS COMBINATIONS

CASH PAID ON ACQUISITION NET OF CASH ACQUIRED

Current period acquisitions1

Hanley Wood Exhibitions business

Virgo Group

Provisuale Participações Ltda

Shanghai Meisheng Culture Broadcasting Co., Ltd

Other

Prior year acquisitions

2013 acquisitions:

EBD Group

Shanghai Baiwen Exhibitions Co., Ltd

Other

2012 acquisitions:

Fertecon Limited

Sagient Research Systems Inc.

Other

2011 acquisitions:

Brazil Trade Shows Partners Participações S.A.

Other

2010 acquisitions:

Emerging Portfolio Fund Research Inc.

Other

2014
£m

239.8

85.6

7.2

2.0

17.9

0.1

−

1.2

1.5

0.4

1.5

−

0.2

−

357.4

2013
£m

−

29.2

27.4

26.5

−

0.3

2.4

−

1.4

0.1

87.3

1 These acquisitions are covered by the ‘Business combinations made in 2014’ tables in this note. Where goodwill is provisional, a best estimate of fair value has

been made but these will be reviewed and adjusted in the next year should it be necessary.

In line with the Group’s strategy, a number of acquisitions were made in the year. All acquisitions were paid for in cash (including deferred
and contingent consideration), with the exception of the Hanley Wood Exhibitions acquisition which was partly financed by an equity
placement. For all acquisitions full control over the business has been obtained by acquiring 100% of the ordinary issued share capital,
with the exception of the acquisition of Shanghai Meisheng Culture Broadcasting Co., Ltd where 85% of the ordinary issued share
capital was acquired, and the acquisition of Design Junction Limited where 90% of the ordinary issued share capital was acquired.

The contingent consideration for our share and asset acquisitions is based on future business valuations and profit multiples and
has been estimated on an acquisition by acquisition basis using available data forecasts. The range of undiscounted outcomes
for contingent consideration is £2.6m to £25.3m.

148 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comBUSINESS COMBINATIONS MADE IN 2014
Hanley Wood Exhibitions
On 5 December 2014, the Group acquired 100% shareholding in Red Point, LLC (“Red Point”), which in turn holds a 100%
shareholding in both Hanley Wood Topco, Inc. (“HW Topco”) and Greenbuild, Inc. (“Greenbuild”). HW Topco also holds a 100%
shareholding in Hanley Wood Exhibitions, Inc. (“HW Exh”), collectively the “Hanley Wood Exhibitions”.

Red Point and HW Topco are holding companies and all trade occurs in HW Exh and Greenbuild. Immediately post-acquisition,
Red Point, LLC, Hanley Wood Topco, Inc. and Hanley Wood Exhibitions, Inc. were renamed to IE Merger Sub, LLC, IE Topco, Inc.
and Informa Exhibitions U.S. Construction & Real Estate, Inc. respectively.

Hanley Wood Exhibitions is one of the largest trade show organisers in the US, with a portfolio of 17 annual Exhibitions focused
on building and construction. The combined acquisition information has been disclosed to provide better understanding of the
transaction. The companies form part of the Global Exhibitions segment.

The net cash outflow was £239.8m comprising of cash consideration of £238.4m plus net overdraft acquired of £1.4m.

The disclosure below provides the net (liabilities)/assets acquired with the related fair value adjustments:

Net (liabilities)/assets at date of acquisition

Property and equipment

Trade and other receivables

Cash and cash equivalents

Deferred tax asset

Trade and other payables

Deferred income

Net liabilities acquired

Goodwill

Total consideration

Less: contingent consideration

Plus: net overdraft acquired

Net cash outflow

Book
value
£m

1.5

5.5

(1.4)

10.3

(1.6)

21.9)

(7.6)

Fair value
adjustments
£m

–

Fair
value
£m

1.5

5.5

(1.4)

10.3

(1.6)

21.9)

(7.6)

248.2

240.6

(2.2)

1.4

239.8

Due to the proximity of the business combination to the year end, the Group has been unable to obtain a detailed valuation, from
an external third party, of the intangible and tangible assets acquired with the business. Accordingly, the surplus of consideration
over fair value of the share of net assets acquired has been allocated to goodwill at 31 December 2014. The Group expects to
obtain a valuation of intangible assets, including trade name and customer relationships, and other acquired assets and liabilities
in early 2015. The value of goodwill will be adjusted by a corresponding amount for the value of intangible assets identified
(including any associated deferred tax liabilities) and the difference between the market and book values of the assets and
liabilities. Management believes that goodwill remaining after this exercise will comprise value to the Group for which the
recognition of a discrete intangible asset is not permitted and will represent future growth opportunities.

Acquisition and integration costs (included in adjusting items in the Consolidated Income Statement for the year ended
31 December 2014) amounted to £2.8m.

The business contributed £0.4m to loss after tax and less than £0.1m to revenue of the Group for the period between
the date of acquisition and 31 December 2014.

If the acquisition had been completed on the first day of the financial year, it would have contributed £10.3m to profit
after tax and £37.6m to revenue of the Group.

Annual Report 2014 Informa PLC 149

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
19. BUSINESS COMBINATIONS (CONTINUED)
BUSINESS COMBINATIONS MADE IN 2014 (CONTINUED)
Virgo Group
On 8 August 2014, the Group acquired 100% shareholding in VPG Alternative Investment Corp (“VPG Corp”), Arlington VPG
Alternative Investment Fund (“VPG Fund”) and Arlington Virgo Holdings, LLC (“Virgo Hold Co”), which in turn holds a 100%
shareholding in Virgo Publishing LLC (“Virgo LLC”), collectively the “Virgo Group”.

Immediately post-acquisition, VPG Corp and VPG Fund were merged into Virgo Hold Co. The result of this merger is a 100%
shareholding in Virgo Hold Co which in turn holds a 100% shareholding in Virgo LLC, renamed Informa Exhibitions Hold Co
and Informa Exhibitions LLC respectively.

The Virgo Group is a leading B2B information services business with a portfolio of annual Exhibitions and conferences, trade
websites and affiliated publications, focused on the Health & Nutrition, Communications, Healthcare and Self-Storage market
sectors. The combined acquisition information has been disclosed to provide better understanding of the transaction.
The companies form part of the Global Exhibitions segment.

The net cash outflow was £85.6m comprising of cash consideration of £88.5m less net cash acquired of £2.9m.

The disclosure below provides the net (liabilities)/assets acquired with the related fair value adjustments:

Net (liabilities)/assets at date of acquisition

Intangible assets

Intangible software assets

Property and equipment

Trade and other receivables

Cash and cash equivalents

Deferred tax asset

Trade and other payables

Deferred income

Net (liabilities)/assets acquired

Goodwill

Total consideration

Less: net cash acquired

Net cash outflow

Book
value
£m

–

0.1

0.3

1.6

2.9

3.4

(1.0)

(8.2)

(0.9)

Fair value
adjustments
£m

38.2

–

38.2

Fair
value
£m

38.2

0.1

0.3

1.6

2.9

3.4

(1.0)

(8.2)

37.3

51.2

88.5

(2.9)

85.6

a meaningful foothold in the US Exhibition market, the largest market geographically in the world;
an opportunity to achieve revenue synergies as the Virgo Group owns and operates the largest Exhibition in the world,
and Informa owns the largest in Europe, for the sector of Innovative and Healthy Ingredients;
superior growth characteristics, with strong organic revenue growth in 2013 and 2014; and
a strong management team with expertise which can be applied to other events outside of the US.

The fair value of the acquired identifiable assets and liabilities have been finalised and valued externally by a third party.

150 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comThe intangible assets acquired as part of the acquisition are as follows:

Trade name and trademarks

Customer relationships

Non-compete agreements

Total intangible assets

£m

10.6

26.8

0.8

38.2

Acquisition and integration costs (included in adjusting items in the Consolidated Income Statement for the year ended
31 December 2014) amounted to £0.4m.

The business contributed £2.9m to profit after tax and £11.7m to revenue of the Group for the period between the date
of acquisition and 31 December 2014.

If the acquisition had been completed on the first day of the financial year, it would have contributed £1.3m to loss after
tax and £18.9m to revenue of the Group.

Annual Report 2014 Informa PLC 151

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
19. BUSINESS COMBINATIONS (CONTINUED)
BUSINESS COMBINATIONS MADE IN 2014 (CONTINUED)
Provisuale Participações Ltda
On 13 October 2014, the Group acquired 100% of the issued share capital of Provisuale Participações Ltda. The company owns
and operates its sole event called Futurecom, a large annual telecoms Exhibition held in São Paulo, Brazil. The company forms
part of the Global Exhibitions segment.

The net cash outflow was £7.2m comprising of cash consideration of £7.6m less net cash acquired of £0.4m.

The disclosure below provides the net (liabilities)/assets acquired with the related fair value adjustments:

Net (liabilities)/assets at date of acquisition

Intangible assets

Trade and other receivables

Cash and cash equivalents

Trade and other payables

Deferred income

Deferred tax liabilities

Net (liabilities)/assets acquired

Goodwill

Total consideration

Less: deferred consideration

Less: contingent consideration

Less: net cash acquired

Net cash outflow

Book
value
£m

Fair value
adjustments
£m

–

2.1

0.4

(0.6)

(3.7)

–

(1.8)

5.8

–

(1.9)

3.9

Fair
value
£m

5.8

2.1

0.4

(0.6)

(3.7)

(1.9)

2.1

11.7

13.8

(0.9)

(5.3)

(0.4)

7.2

Goodwill arises when we acquire a business and pay a higher amount than the fair value of the net assets of that business
primarily due to the synergies we expect to gain from the acquisition. The fair value of the acquired identifiable assets and liabilities
assumed are provisional pending receipt of final valuations.

The intangible assets acquired as part of the acquisition are as follows:

Trademark

Customer relationships

Total intangible assets

Acquisition and integration costs (included in adjusting items in the Consolidated Income Statement for the year ended
31 December 2014) amounted to £0.1m.

The business contributed £2.2m to profit after tax and £5.0m to revenue of the Group for the period between the date
of acquisition and 31 December 2014.

If the acquisition had been completed on the first day of the financial year, it would have contributed £1.7m to profit after
tax and £5.0m to revenue of the Group.

£m

3.5

2.3

5.8

152 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comChina Beauty Expo
On 27 December 2013, the Group acquired 80% of the issued share capital of Shanghai Baiwen Exhibitions Co., Ltd (“Baiwen”).
On 13 March 2014, the Group subsequently acquired 85% of the issued share capital of Shanghai Meisheng Culture Broadcasting
Co., Ltd (“Meisheng”). Baiwen owns and operates China Beauty Expo, the largest beauty trade event in mainland China. This
event comprises of three specialised shows in beauty salons and spa products; cosmetics and toiletries; and packaging, original
equipment manufacturer and machinery. Meisheng owns the MeiYe Awards held at the China Beauty Expo event and the
associated publication, Cosmetic News. The acquisition of these companies was subject to the Chinese government approval
and therefore completed at different periods. The combined acquisition information has been disclosed to provide better
understanding of the transaction. The companies will form part of the Global Exhibitions segment.

As reported in 2013, the net cash outflow in the Baiwen acquisition was £27.4m comprising of cash consideration of £37.9m
less net cash acquired of £10.5m.

The net cash outflow in relation to the Meisheng acquisition was £2.0m comprising of cash consideration of £2.7m less net
cash acquired of £0.7m.

The disclosure below provides the net assets acquired on a combined basis with the related fair value adjustments:

Net assets at date of acquisition

Intangible assets

Trade and other receivables

Cash and cash equivalents

Trade and other payables

Deferred income

Deferred tax liabilities

Non-controlling interest

Net assets acquired

Goodwill

Total consideration

Less: net cash acquired

Net cash outflow

Book
value
£m

–

2.1

11.2

(1.6)

(6.3)

–

5.4

(1.0)

4.4

Fair value
adjustments
£m

10.4

–

(2.6)

7.8

–

7.8

Fair
value
£m

10.4

2.1

11.2

(1.6)

(6.3)

(2.6)

13.2

(1.0)

12.2

28.4

40.6

(11.2)

29.4

Annual Report 2014 Informa PLC 153

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
19. BUSINESS COMBINATIONS (CONTINUED)
BUSINESS COMBINATIONS MADE IN 2014 (CONTINUED)
China Beauty Expo (continued)
By company:

Net assets at date of acquisition

Intangible assets

Trade and other receivables

Cash and cash equivalents

Trade and other payables

Deferred income

Deferred tax liabilities

Non-controlling interest

Net assets acquired

Goodwill

Total consideration

Less: net cash acquired

Net cash outflow

Baiwen
£m

Meisheng
£m

9.7

1.7

10.5

(1.6)

(5.5)

(2.4)

12.4

(1.0)

11.4

26.5

37.9

(10.5)

27.4

0.7

0.4

0.7

–

(0.8)

(0.2)

0.8

–

0.8

1.9

2.7

(0.7)

2.0

Total
£m

10.4

2.1

11.2

(1.6)

(6.3)

(2.6)

13.2

(1.0)

12.2

28.4

40.6

(11.2)

29.4

The goodwill of £28.4m relates to certain intangible assets that cannot be individually separated. These include items such as
customer loyalty, market share and synergies expected to arise after the acquisition completion.

The intangible assets acquired as part of the acquisition are as follows:

Software

Brand

Total intangible assets

Baiwen
£m

Meisheng
£m

5.3

4.4

9.7

0.4

0.3

0.7

Total
£m

5.7

4.7

10.4

Acquisition and integration costs (included in adjusting items in the Consolidated Income Statement for the year ended
31 December 2014) amounted to less than £0.1m.

Baiwen contributed £0.3m to loss after tax and £8.9m to revenue of the Group for the year ended 31 December 2014 and did
not contribute to the 2013 results of the Group due to the proximity of the acquisition to the 2013 year end. Meisheng contributed
£0.8m to profit after tax and £1.3m to revenue of the Group for the period between the date of acquisition and 31 December 2014.

If the Meisheng acquisition had been completed on the first day of the 2014 financial year, it would have contributed £0.8m to profit
after tax and £1.3m to revenue of the Group.

OTHER BUSINESS COMBINATIONS MADE IN 2014
The Group acquired 100% of the issued share capital of Landes Bioscience, Inc. and M. E. Sharpe, Inc. which form part of the
Academic Publishing segment.

The Group also acquired 100% of the issued share capital of E-Health Media Limited and 90% of the issued share capital of
Design Junction Limited which form part of the Global Exhibitions segment.

The net cash outflow was £17.4m comprising of cash consideration of £19.0m less net cash acquired of £1.6m. During 2014,
deferred and contingent consideration of £0.5m was paid.

154 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comThe disclosure below provides the net (liabilities)/assets acquired on a combined basis with the related fair value adjustments:

Net (liabilities)/assets at date of acquisition

Intangible assets

Inventory

Trade and other receivables

Cash and cash equivalents

Deferred tax asset

Trade and other payables

Deferred income

Deferred tax liabilities

Net (liabilities)/assets acquired

Goodwill

Total consideration

Less: deferred consideration

Less: contingent consideration

Less: net cash acquired

Net cash outflow

Book
value
£m

–

0.2

1.8

1.6

1.4

(1.5)

(3.9)

–

(0.4)

Fair value
adjustments
£m

22.2

–

(6.2)

16.0

Fair
value
£m

22.2

0.2

1.8

1.6

1.4

(1.5)

(3.9)

(6.2)

15.6

6.2

21.8

(2.2)

(0.6)

(1.6)

17.4

Goodwill, being the excess of the consideration over the fair value of the net tangible and intangible assets acquired, represents
benefits which do not qualify for recognition as intangible assets. The fair value of the acquired identifiable assets and liabilities
assumed are provisional pending receipt of final valuations.

The intangible assets of £22.2m will typically relate to trade name, trademark and customer relationships which are split across
each of the individual share acquisitions.

Acquisition and integration costs (included in adjusting items in the Consolidated Income Statement for the year ended
31 December 2014) amounted to £0.9m.

The above acquisitions contributed £1.5m to profit after tax and £6.0m to revenue of the Group for the period between the date
of acquisition and 31 December 2014.

If the above acquisitions had been completed on the first day of the financial year, they would have contributed £1.2m to profit
after tax and £10.0m to revenue of the Group.

BUSINESS COMBINATIONS MADE IN 2013
During 2014, a payment totalling £0.1m was paid to the previous owners of the EBD Group and this resulted in an increase
in the value of the intangible asset of £0.1m.

During 2014, payments totalling £0.1m were received in relation to consideration receivable for acquired net asset adjustments.

During 2014, further payments totalling £1.3m were made in relation to deferred and contingent consideration for acquisitions
made in 2013. The remaining £1.9m contingent consideration for these acquisitions is payable within one year.

BUSINESS COMBINATIONS MADE IN 2012
During 2014, payments totalling £1.5m, £0.4m and £1.5m were made in relation to deferred and contingent consideration for
Fertecon Limited, Sagient Research Systems Inc., and other acquisitions made in 2012, respectively. As a result, contingent
and deferred consideration relating to 2012 acquisitions have been fully repaid.

BUSINESS COMBINATIONS MADE IN 2011
During 2014, payments totalling £0.2m were made in relation to deferred and contingent consideration for acquisitions
made in 2011.

Annual Report 2014 Informa PLC 155

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
20. INVESTMENT IN JOINT VENTURES

Investment in joint ventures

The Group’s joint ventures at 31 December 2014 are as follows:

2014
£m

0.2

Restated
2013
£m

0.6

Restated
2012
£m

0.5

Company

Segment

Type of
business

Country of
incorporation
and operation

Class of
shares
held

Share
holding/
interest

Accounting
year end

Lloyd’s Maritime Information
Services Limited

Business
Intelligence

Business
information

England
and Wales

Ordinary

50%

31 December

SIAL Brasil Feiras Profissionais Ltda

Independent Materials Handling
Exhibitions Limited

Informa Tharawat LLC

Global
Exhibitions

Event
organisation

Brazil

Ordinary

49%

31 December

Event
organisation

England and
Wales

Ordinary

50%

31 December

Global
Exhibitions

Conference
organisation

State of Qatar

Ordinary

49%

31 December

As per Note 2, the Group has adopted IFRS 11 Joint Arrangements in the period, which has meant changing the accounting
for joint ventures from proportionate consolidation to equity accounting. This change in policy requires a restatement of the
comparative periods as well.

An analysis of changes in the carrying value of investments in joint ventures is set out below:

Restated at start of year

Share of results of joint ventures

Dividends received

Exchange differences on translation of foreign operations

At end of year

2014
£m

0.6

(0.4)

–

0.2

2013
£m

0.5

0.4

(0.2)

(0.1)

0.6

2012
£m

0.3

0.2

–

0.5

156 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comThe following represent the aggregate assets, liabilities, income and expenses of the Group’s joint ventures:

Non-current assets

Current assets

Non-current liabilities

Current liabilities

Income

Expenses

2014
£m

0.6

2.0

(1.9)

(1.7)

1.5

(3.7)

2013
£m

2.7

1.9

(2.0)

(1.4)

5.9

(5.3)

2012
£m

–

2.2

–

(1.8)

0.4

(0.3)

The loss recognised in SIAL Brasil Feiras Profissionais Ltda exceeds the investment held on the balance sheet. Therefore £0.7m
of operating losses has been recognised off balance sheet. Any future operating profits for SIAL Brasil Feiras Profissionais Ltda
will be offset against this balance before being recognised in the Consolidated Income Statement.

21. DISCONTINUED OPERATIONS
On 30 September 2013, the Group disposed of its five Corporate Training businesses, which created a loss for the period from
discontinued operations of £109.5m. The loss included £99.3m recognised on disposal, being proceeds of £87.3m (at fair value);
less the carrying amount of the net assets and attributable goodwill.

These businesses were a separate CGU and included within the Global Events reportable segment, as under the reporting
structure in 2013.

The results of the discontinued operation, which have been included in the Consolidated Income Statement, were as follows:

Revenue

Expenses

Loss before tax

Attributable tax credit

Loss on disposal of discontinued operations (Note 22)

Attributable tax charge

Loss for the period from discontinued operations

2013
£m

76.2

(90.1)

(13.9)

3.9

(10.0)

(99.3)

(0.2)

(109.5)

The disposal made in 2014 (see Note 22) does not meet the definition of a discontinued operation in accordance with IFRS 5
Non-current Assets Held for Sale and Discontinued Operations.

Annual Report 2014 Informa PLC 157

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
22. DISPOSAL OF SUBSIDIARY AND OTHER ASSETS
DISPOSALS MADE IN 2014
During the year the Group disposed of its Fashion Exposed event in Australia. Upon completion, proceeds of £0.4m were received,
resulting in a loss on disposal of £1.3m – see Note 2.

Following the disposal of the Corporate Training businesses on 30 September 2013, final adjustments (including related costs)
of £1.5m have been recognised in the loss on disposal. This has been included as an adjusting item in the Consolidated Income
Statement – see Note 2.

DISPOSALS MADE IN 2013
On 30 September 2013, the Group disposed of its five Corporate Training businesses; the European Conferences businesses in
Spain and Italy; the trade and assets in the Superyacht Cup; and other small businesses. A loss on disposal of £102.7m, including
directly attributable costs of £11.1m, has been recognised within adjusting items in the Consolidated Income Statement.

The disclosure below sets out the aggregate effect of the disposals on the Group’s assets and liabilities:

Goodwill

Other intangible assets (excluding intangible software assets)

Intangible software assets

Property and equipment

Inventory

Trade and other receivables

Cash and cash equivalents

Deferred tax asset

Trade and other payables

Deferred income

Deferred tax liabilities

Net assets disposed

Costs directly attributable with the disposal

Cumulative foreign exchange losses reclassified from equity

Loss on disposal

Total consideration

Satisfied by:

Cash and cash equivalents

Deferred consideration

Net cash inflow arising on disposal

Consideration received in cash and cash equivalents

Less: cash and cash equivalents disposed of

Less: costs directly attributable with the disposal

Corporate
Training
£m

Other
businesses
£m

119.1

46.4

2.1

0.9

0.7

25.3

3.5

0.1

(13.6)

(2.6)

(8.4)

173.5

9.8

3.3

(99.3)

87.3

60.3

27.0

60.3

(3.5)

(6.6)

50.2

–

1.3

–

0.1

–

1.4

1.8

0.1

(1.7)

(0.8)

(0.3)

1.9

1.3

0.3

(3.4)

0.1

–

0.1

(1.8)

(1.0)

(2.7)

Total
£m

119.1

47.7

2.1

1.0

0.7

26.7

5.3

0.2

(15.3)

(3.4)

(8.7)

175.4

11.1

3.6

(102.7)

87.4

60.4

27.0

60.4

(5.3)

(7.6)

47.5

The loss on disposal of £99.3m for the Corporate Training businesses is included within discontinued operations – see Note 21.

158 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com23. PROPERTY AND EQUIPMENT

Freehold
land and
buildings
£m

Leasehold
land and
buildings
£m

Equipment
fixtures
and fittings
£m

Cost

At 1 January 2013

Additions1

Disposals

Disposal of subsidiaries (Note 22)

Exchange differences

At 1 January 2014

Additions1

Acquisition of subsidiaries

Reclassification

Disposals

Exchange differences

At 31 December 2014

Depreciation

At 1 January 2013

Charge for the year

Disposals

Disposal of subsidiaries (Note 22)

Exchange differences

At 1 January 2014

Charge for the year

Disposals

Exchange differences

At 31 December 2014

Carrying amount

At 31 December 2014

At 31 December 2013

2.4

−

2.4

−

2.4

(0.4)

−

(0.4)

−

(0.4)

2.0

12.5

0.9

(2.6)

(1.5)

(0.2)

9.1

1.2

0.1

0.2

(1.3)

0.2

9.5

(6.7)

(1.4)

2.4

1.0

0.1

(4.6)

(1.1)

1.3

(0.1)

(4.5)

5.0

4.5

42.6

5.0

(9.4)

(3.7)

(0.6)

33.9

3.6

1.8

−

(3.7)

0.8

36.4

(31.1)

(5.4)

9.0

3.2

0.4

(23.9)

(5.0)

3.6

(0.6)

(25.9)

10.5

10.0

1 All the £4.8m (2013: £5.9m) additions represents cash paid.

The Group does not have any of its property and equipment pledged as security over bank loans.

Total
£m

57.5

5.9

(12.0)

(5.2)

(0.8)

45.4

4.8

1.9

0.2

(5.0)

1.0

48.3

(38.2)

(6.8)

11.4

4.2

0.5

(28.9)

(6.1)

4.9

(0.7)

(30.8)

17.5

16.5

Annual Report 2014 Informa PLC 159

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
24. SUBSIDIARIES
The listing below shows the subsidiary undertakings as at 31 December 2014 which principally affected the profits or net assets
of the Group. To avoid a statement of excessive length, details of investments which are not significant have been omitted.

Company

Country of
registration
and incorporation

Principal activity

Informa Group Holdings Limited

England and Wales

Holding company

Informa Group plc

England and Wales

Holding company

Informa Switzerland Limited
(formerly known as Informa plc)

Informa Finance GmbH

Informa Middle East Limited

Informa IP GmbH

Informa Exhibitions, LLC

Provisuale Participações Ltda

Informa Exhibitions US Construction
& Real Estate, Inc.

Switzerland

Holding company

Switzerland

Bermuda

Switzerland

Brazil

Finance

Conference organisation and publishing

Intellectual property management

Events organisation

Informa UK Limited

England and Wales

Events, conference organisation and publishing

Taylor & Francis Group, LLC

Publishing

IIR Limited

England and Wales

Conference organisation and publishing

Informa Telecoms & Media Limited

England and Wales

Events, conference organisation and publishing

Informa Investment Solutions Inc.

Informa Business Information Inc.

Citeline, Inc.

BTS Informa Feiras, Eventos e
Editora Ltda

Brazil

Financial information

Intelligence information gathering service

Events organisation

Informa Canada Inc.

Canada

Events and conference organisation

Informa Global Markets (Europe) Limited

England and Wales

Financial information

Informa Monaco S.A.M.

Monaco

Events organisation

Shanghai Baiwen Exhibitions Co., Limited

China

Events organisation

Datamonitor Inc.

Emerging Portfolio Funds Research Inc.

Business information

Financial information

IIR Exhibitions Limited

England and Wales

Events organisation

Institute for International Research Inc.

Informa Research Services Inc.

Conference organisation

Market research consulting

Ordinary
shares held

100%

80%

100%

Of the above, Informa PLC directly owns Informa Switzerland Limited (formerly known as Informa plc). The proportion of voting
power held is the same as the proportion of ownership interest. The Consolidated Financial Statements incorporate the financial
statements of all entities controlled by the Company as at 31 December each year. Refer to Note 3 for further description of the
method used to account for investments in subsidiaries.

In addition to the companies shown above, Informa PLC also holds investments in a number of other subsidiary undertakings
which in the Directors’ opinion do not significantly affect the figures in the Consolidated Financial Statements. In accordance
with section 410(2)(a) of the Companies Act 2006, a full list of subsidiaries was annexed to the 2014 annual return submitted
to Companies House. A full list of subsidiaries will be submitted to Companies House during 2015.

160 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com25. INVENTORY

Raw materials

Work in progress

Finished goods and goods for resale

Write down of inventory during the year amounted to £1.6m (2013: £2.7m).

26. TRADE AND OTHER RECEIVABLES

Current

Trade receivables

Less: provision

Trade receivables net

Other receivables

Prepayments and accrued income

Costs in advance

Non-current

Other receivables

Total non-current

2014
£m

0.1

7.6

36.8

44.5

2014
£m

178.1

(26.0)

152.1

17.4

32.3

17.1

218.9

30.9

249.8

2013
£m

−

7.3

34.9

42.2

20131
£m

162.1

(21.6)

140.5

13.4

27.7

21.4

203.0

38.1

241.1

1 Restated for the change in accounting for joint ventures (see Note 5).

The average credit period taken on sales of goods is 30 days (2013: 30 days). The Group has provision policies for its various
Divisions which have been determined by reference to past default experience. Under the normal course of business, the Group
does not charge interest on its overdue receivables.

Other non-current receivables primarily consists of a long-term receivable of £30.0m provided by the acquirer as consideration
for the disposal of the Corporate Training business in 2013. The non-current receivable is repayable in 2019. The movements in
the year relate to the impairment of China Medical Data Services and Expo Vinis receivables totalling £14.5m (see Note 2), offset
by effective interest on loan receivable and foreign exchange movements.

The Group’s exposures to credit risk and impairment losses related to trade and other receivables are disclosed in Note 33.

The Directors consider that the carrying amount of trade and other receivables approximates to their fair value.

Annual Report 2014 Informa PLC 161

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
27. CASH AND CASH EQUIVALENTS

Cash at bank and in hand

Bank overdrafts

Cash and cash equivalents in the Consolidated Cash Flow Statement

1 Restated for the change in accounting for joint ventures (see Note 5).

Note

2014
£m

38.6

(3.3)

35.3

20131
£m

32.0

(0.5)

31.5

The gross position for the cash at bank and in hand that has the legal right to set off the gross financial assets was £39.8m
(2013: £35.3m) and the gross financial liabilities were £4.5m (2013: £3.8m).

The Group’s exposure to interest rate risks and a sensitivity analysis for financial assets and liabilities are disclosed in Note 33.

28. TRADE AND OTHER PAYABLES

Current

Deferred consideration

Trade payables

Accruals

Other payables

Total current

Non-current

Deferred consideration

Other payables

Total non-current

2014
£m

5.7

29.4

127.1

35.8

198.0

1.2

4.7

5.9

20131
£m

2.1

32.8

118.3

26.2

179.4

3.4

3.1

6.5

203.9

185.9

1 Restated for the change in accounting for joint ventures (see Note 5).

An analysis of the maturity of debt is given in Note 33.

Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs.
The average credit period taken for trade purchases is 35 days (2013: 42 days).

There are no suppliers who represent more than 10% of the total balance of trade payables in either 2014 or 2013.

The Group has financial risk management policies in place to ensure that all payables are paid within the credit time frame.
Therefore, under the normal course of business, the Group is not charged interest on overdue payables.

The Directors consider that the carrying amount of trade payables approximates to their fair value.

162 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com29. DEFERRED INCOME

Subscriptions and event revenue received in advance

1 Restated for the change in accounting for joint ventures (see Note 5).

2014
£m

342.9

20131
£m

315.9

30. PROVISIONS

At 1 January 2013

Increase in year

Utilisation

Release

At 1 January 2014

Increase in year

Utilisation

Release

At 31 December 2014

2014

Current liabilities

Non-current liabilities

2013

Current liabilities

Non-current liabilities

Contingent
consideration
£m

Property
leases
£m

Restructuring
provision
£m

Other
provision
£m

7.6

11.3

(5.4)

(2.5)

11.0

12.4

(5.9)

(1.8)

15.7

5.7

10.1

5.5

2.6

1.0

(1.0)

(0.5)

2.1

2.8

(0.5)

3.9

2.3

1.6

0.7

1.4

3.3

25.4

(22.4)

(0.4)

5.9

21.0

(18.2)

(0.2)

8.5

8.3

0.1

5.7

0.2

0.3

3.6

(3.1)

−

0.8

0.1

(0.8)

−

0.1

−

0.8

−

Total
£m

13.8

41.3

(31.9)

(3.4)

19.8

36.3

(25.4)

(2.5)

28.2

16.4

11.8

12.7

7.1

The contingent consideration relates primarily to current year acquisitions (Provisuale Participações Ltda, Design Junction Limited,
Landes Bioscience, Inc. and M.E. Sharpe, Inc.) and prior year acquisitions (Apps World Event Limited and Doyle Trading
Consultants, LLC). The contingent consideration will be paid in one to three years.

The property lease provision represents the estimated excess of rent payable on surplus property leases, plus dilapidation
provisions, less rent receivable via sub leases. The property lease provisions will be fully utilised between one and five years.

As outlined in Note 2, during 2014 the Group implemented a number of restructuring and reorganisation projects. The restructuring
provision is expected to be substantially utilised by 31 December 2015.

The other provision relates to a finder’s fee on the acquisition of Agrishow. The majority of the other provision is fully utilised as at
31 December 2014.

Annual Report 2014 Informa PLC 163

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
31. DEFERRED TAX

At 1 January 2013

Debit to other comprehensive income for the year

Acquisitions

(Credit)/charge to profit or loss for the year
excluding UK corporation tax rate change

Charge/(credit) to profit or loss for the year arising
from UK corporation tax rate change

Disposals

Foreign exchange movements

At 1 January 2014

Credit to other comprehensive income for the year

Acquisitions

(Credit)/charge to profit or loss for the year
excluding UK corporation tax rate change

Charge to profit or loss for the year arising from
UK corporation tax rate change

Disposals

Foreign exchange movements

At 31 December 2014

Accelerated
tax
depreciation
£m

Intangibles
£m

Pensions
(Note 39)
£m

0.1

−

(5.4)

0.8

0.1

−

(4.4)

−

0.1

−

0.1

(4.2)

179.8

−

16.9

(15.6)

(6.7)

(9.3)

(6.1)

159.0

−

11.6

(9.7)

0.4

(0.6)

3.4

(4.0)

2.2

−

0.7

−

(1.1)

(1.7)

−

0.7

−

164.1

(2.1)

Cash
flow
hedges
£m

−

0.1

−

0.1

(0.1)

−

Other
£m

(15.0)

−

(4.3)

(1.3)

0.6

0.7

0.2

(19.1)

−

(15.3)

3.2

−

(1.0)

(32.2)

Total
£m

160.9

2.3

12.6

(21.6)

(5.3)

(8.5)

(5.9)

134.5

(1.8)

(3.6)

(5.8)

0.4

(0.6)

2.5

125.6

Certain deferred tax assets and liabilities have been offset in accordance with the Group’s accounting policy. The following is the
analysis of deferred tax balances for Consolidated Statement of Financial Position purposes:

Deferred tax liability

Deferred tax asset

2014
£m

125.6

–

125.6

2013
£m

134.5

−

134.5

The Finance Act 2013 enacted prospective reductions in the UK corporation tax rate from 23% to 21%, effective from 1 April 2014,
and to 20%, effective from 1 April 2015. The impact of this prospective reduction for 2013 was to reduce the Group’s deferred tax
liability by £4.8m, increase profit for the year by £5.3m and reduce other comprehensive income by £0.5m. The impact for the
current year is to increase the Group’s deferred tax liability by £0.4m and decrease profit for the year by £0.4m.

At 31 December 2014 the Group has unused tax losses of approximately £36.6m (2013: £37.1m) available for offset against future
profits. A deferred tax asset of £12.1m (2013: £12.5m) has not been recognised due to the unpredictability of future taxable
profit streams.

At the reporting date, the aggregate amount of withholding tax on post-acquisition undistributed earnings for which deferred tax
liabilities have not been recognised was £13.3m (2013: £24.6m). No liability has been recognised because the Group, being in
a position to control the timing of the distribution of intra-Group dividends, has no intention to distribute intra-Group dividends
in the foreseeable future that would trigger withholding tax.

164 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com32. BORROWINGS

Current

Bank overdraft

Private placement loan notes

Total current borrowings

Non-current

Bank borrowings

Private placement loan notes

Total non-current borrowings1

Note

2014
£m

3.3

70.4

73.7

450.5

390.6

841.1

914.8

2013
£m

0.5

−

0.5

371.9

442.2

814.1

814.6

1 The borrowings for current and prior year are presented net of arrangement fees.

There have been no breaches of covenants under the Group’s bank facilities and private placement loan notes during the year.
The bank and private placement borrowings are guaranteed by material subsidiaries of the Group. The Group does not have
any of its property and equipment and other intangible assets pledged as security over loans.

The Group maintains the following significant lines of credit:

Private placement loan notes drawn in three currency tranches of US dollar (“USD”) 597.5m, pound sterling (“GBP”) 40.0m and
Euro (“EUR”) 50.0m. As at 31 December 2014, the note maturities ranged between one and six years, with an average duration
of 4.3 years, at a weighted average interest rate of 4.3%.
£900.0m (2013: £625.0m) revolving credit facility, of which £455.2m has been drawn down at 31 December 2014. Interest is
payable at the rate of LIBOR plus a margin based on the ratio of net debt to EBITDA.
£39.1m (2013: £39.5m) comprising a number of bilateral bank facilities that can be drawn down to meet short-term financing
needs. These facilities consist of GBP 16.0m (2013: GBP 16.0m), USD 15.0m (2013: USD 15.0m), EUR 15.0m (2013: EUR 15.0m),
and Australian dollar (“AUD”) 3.5m (2013: AUD 3.5m). Interest is payable at the local base rate plus margins that vary between
1% and 7%.

The effective interest rate as at 31 December 2014 is 3.0% (2013: 3.1%).

The Group had the following committed undrawn borrowing facilities at 31 December:

Expiry date

Within one to two years

In more than two years

The Group’s exposure to liquidity risk is disclosed in Note 33(g).

2014
£m

−

444.8

2013
£m

−

251.1

Annual Report 2014 Informa PLC 165

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
33. FINANCIAL INSTRUMENTS
(A) FINANCIAL RISK MANAGEMENT
The Group has exposure to the following risks from its use of financial instruments:

Capital risk management
Market risk
Credit risk
Liquidity risk

This note presents information about the Group’s exposure to each of the above risks, the Group’s management of capital,
and the Group’s objectives, policies and procedures for measuring and managing risk.

The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework.
The Board has established a Treasury Committee which is responsible for developing and monitoring the Group’s financial
instrument-related risk management policies. The Treasury Committee meets and reports regularly to the Audit Committee
on its activities.

The Group Treasury function provides services to the Group’s businesses, co-ordinates access to domestic and international
financial markets, and monitors and manages the financial risks relating to the operations of the Group through internal risk reports
which analyse exposures by degree and magnitude of risks. These risks include market risk (including currency risk, fair value
interest rate risk and price risk), credit risk, liquidity risk and cash flow interest rate risk.

The Treasury Committee has put in place policies that have been established to identify and analyse financial instrument-related
risks faced by the Group, to set appropriate risk limits and controls and to monitor risks and adherence to limits. These policies
provide written principles on funding and investment policies, credit risk, foreign exchange risk and interest rate risk. Compliance
with policies and exposure limits is reviewed by the Treasury Committee. This Committee is assisted in its oversight role by Internal
Audit, which undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are
reported to the Audit Committee.

In October 2014, the Group entered into a new five year revolving credit facility of £900.0m, of which £455.2m was drawn down
at 31 December 2014. The facility matures in October 2019.

Capital risk management
The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximising
the return to stakeholders as well as sustaining the future development of the business. In order to maintain or adjust the capital
structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares
or sell assets to reduce debt.

The capital structure of the Group consists of net debt, which includes borrowings (Note 32) and cash and cash equivalents (Note
27), and equity attributable to equity holders of the parent, comprising issued capital (Note 34), reserves and retained earnings.

Cost of capital
The Group’s Treasury Committee reviews the Group’s capital structure on a regular basis and as part of this review, the Committee
considers the weighted average cost of capital and the risks associated with each class of capital.

Gearing ratio
The principal financial covenant ratios under the Group’s borrowing facilities are maximum net debt to EBITDA of 3.5 times
and minimum EBITDA interest cover of 4.0 times, tested semi-annually. At 31 December 2014 both financial covenants
were comfortably achieved, with the ratio of net debt (using average exchange rates) to EBITDA of 2.2 times (2013: 2.2 times).
The ratio of EBITDA to net interest payable in the year ended 31 December 2014 was 14.4 times (2013: 13.0 times).

166 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com(B) CATEGORIES OF FINANCIAL INSTRUMENTS
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement
and the basis on which income and expenses are recognised in respect of each class of financial asset, financial liability and equity
instrument, are disclosed in Note 3.

Financial assets

Trade receivables

Other receivables

Cash and cash equivalents

Derivative financial instruments in designated
hedge accounting relationships

Total financial assets

Financial liabilities

Bank overdraft

Bank borrowings

Private placement loan notes

Trade payables

Accruals

Other payables

Deferred consideration

Contingent consideration

Total financial liabilities

Notes

2014
£m

152.1

48.3

38.6

−

239.0

3.3

450.5

461.0

29.4

127.1

40.5

6.9

15.7

20131
£m

140.5

51.5

32.0

0.5

224.5

0.5

371.9

442.2

32.8

118.3

29.3

5.5

11.0

1,134.4

1,011.5

1 Restated for the change in accounting for joint ventures (see Note 5).

During the year there were no fair value or net investment hedges of foreign operations entered in during the year.

(C) MARKET RISK
Market risk is the risk that changes in the market prices, such as foreign exchange rates and interest rates, will affect the Group’s
income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control
market risk exposures within acceptable parameters, while optimising the return on risk.

The Group’s activities expose it mainly to the financial risks of changes in foreign currency exchange rates and changes in interest
rates. The Group enters into interest rate swaps to mitigate the risk of rising interest rates and, by managing the risk of currencies
of its borrowings, the Group is able to achieve a level of natural hedge of both the Consolidated Statement of Financial Position
net currency assets and also the currency earnings due to the currency interest payable. Refer to both interest rate risk and foreign
currency risk in Note 33(d) and (e) respectively.

The Group does not use derivative contracts for speculative purposes.

The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise
potential adverse effects on the Group’s financial performance. Risk management is carried out by a central treasury department
(“Group Treasury”) under policies approved by the Board of Directors. The Board sets the Group’s treasury policy to ensure that it
has adequate financial resources to develop the Group’s businesses and to manage the currency and interest risks to which the
Group is exposed. Group Treasury monitors the distribution of its cash assets, borrowings and facilities so as to control exposure
to the relative performance of any particular territory, currency or institution.

Annual Report 2014 Informa PLC 167

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
33. FINANCIAL INSTRUMENTS (CONTINUED)
(C) MARKET RISK (CONTINUED)
The Board and the Treasury Committee provide written principles for overall risk management, as well as policies covering
specific areas, such as funding, foreign exchange risk, interest rate risk, credit risk and investments of excess liquidity.

Risk is measured in terms of impact, inherent risk and residual risk, and takes account of management’s control actions
in mitigating against both external and internal risk events.

The risk model consolidates unique risk events and aggregated risk categories at both a business unit level and Group-wide, and
the results are presented to the Risk Committee and the Audit Committee for discussion and review, and may drive the allocation
of Internal Audit resources to provide assurance on significant risks in its annual plan.

(D) INTEREST RATE RISK
The Group has no significant interest-bearing assets at floating rates and is exposed to interest rate risk as entities in the Group
borrow funds at both fixed and floating interest rates. Borrowings issued at variable rates expose the Group to cash flow interest
rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk.

The risk is managed by the Group by maintaining an appropriate mix between fixed and floating-rate borrowings by the use of
interest rate swap contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite,
ensuring optimal hedging strategies are applied, by either protecting the Consolidated Statement of Financial Position or protecting
interest expense through different interest rate cycles.

The Group’s policy is to minimise its exposure to fluctuations in interest rates by using interest rate swaps as cash flow hedges
to hedge up to 90% of forecast interest payments over a period of up to five years, based on forecast net debt levels by currency
during that period. This policy provides a level of certainty of future interest costs by swapping floating to fixed interest payments
which in turn assists the predictability of achieving interest-based loan covenants.

The Group’s exposures to interest rates on financial assets and financial liabilities are detailed in the liquidity risk section
of this note.

Interest rate swap contracts
The Group draws down on its bank borrowing facilities at floating rates of interest. A portion of those are then swapped to fixed
rates in line with the Group treasury policy in order to manage its cash flow interest rate risk. Such contracts enable the Group
to convert borrowings from floating rates and swap them into fixed rates. Under interest rate swaps, the Group agrees with other
parties to exchange, at specified intervals (primarily monthly), the difference between fixed contract rates and floating-rate interest
amounts calculated by reference to the agreed notional amounts.

The fair value of interest rate swaps at the reporting date is determined by discounting the future cash flows using the future
interest rate curves at the reporting date and the credit risk inherent in the contract, and is disclosed below. The average interest
rate is based on the outstanding balance at the end of the financial year.

The Group terminated its interest rate swaps during the year and did not replace them. Therefore the Group does not have any
outstanding contracts at year end.

168 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comThe following table details the notional principal amounts and remaining terms of interest rate swap contracts outstanding
as at the reporting date:

Cash flow hedges

Outstanding receive floating,
pay fixed contracts

Within one year

Within one to two years

More than two years

Average contracted fixed
interest rate

Notional
principal amount

2014
%

−

2013
%

−

0.54

0.69

2014
£m

−

2013
£m

−

20.0

40.0

60.0

Fair value

2014
£m

−

2013
£m

−

0.5

At 31 December 2013, the fixed interest rates varied from 0.54% to 0.76%, and the main floating rates were LIBOR. Gains or losses
deferred in equity on interest rate swap contracts as of 31 December 2013 were recognised in the Consolidated Income Statement
in the same period in which the hedged item affected net profit or loss.

The following table details financial liabilities by interest category:

Bank overdraft

Bank borrowings

Fixed
rate
£m

Floating
rate
£m

−

3.3

450.5

Private placement loan notes

461.0

Trade payables

Accruals

Other payables

Deferred consideration

Contingent consideration

−

Non-
interest
bearing
£m

−

29.4

127.1

40.5

6.9

15.7

Total
2014
£m

3.3

450.5

461.0

29.4

127.1

40.5

6.9

15.7

Fixed
rate
£m

−

60.0

442.2

−

Floating
rate
£m

0.5

311.9

−

0.6

−

Non-
interest
bearing
£m1

−

32.8

118.3

28.7

5.5

11.0

Total
2013
£m1

0.5

371.9

442.2

32.8

118.3

29.3

5.5

11.0

461.0

453.8

219.6

1,134.4

502.2

313.0

196.3

1,011.5

1 Restated for the change in accounting for joint ventures (see Note 5).

Interest rate sensitivity analysis
A high percentage of loans are at fixed interest rates or are designated in hedging relationships, and hence the Group’s interest
rate sensitivity would only be affected by the exposure to variable rate debt.

If interest rates had been 100 basis points higher or lower and all other variables were held constant, the Group’s profit for the
year would have decreased or increased by £4.5m (2013: £3.1m).

Annual Report 2014 Informa PLC 169

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
33. FINANCIAL INSTRUMENTS (CONTINUED)
(E) FOREIGN CURRENCY RISK
The Group is a business with significant net USD and net EUR transactions; hence exposures to exchange rate fluctuations arise.
In the absence of any currency conversion, cash positions in USD and other trading currencies, such as the EUR, would develop
imbalances by growing GBP debt.

Allied to the Group’s policy on the hedging of surplus foreign currency cash inflows, the Group will usually seek to finance its net
investment in its principal overseas subsidiaries by borrowing in those subsidiaries’ functional currencies, primarily EUR and USD.
This policy has the effect of partially protecting the Group’s Consolidated Statement of Financial Position from movements in
those currencies to the extent that the associated net assets are hedged by the net foreign currency borrowings.

The carrying amounts of the Group’s foreign currency denominated monetary assets and liabilities at the reporting date
are as follows:

USD

EUR

Other

Assets

Liabilities

2014
£m

156.5

18.6

39.0

214.1

2013
£m

135.6

20.3

41.3

197.2

2014
£m

(982.8)

(54.6)

(40.4)

(1,077.8)

2013
£m

(718.1)

(65.0)

(47.9)

(831.0)

The foreign currency borrowings of £877.3m (2013: £600.9m) are used to hedge the Group’s net investments
in foreign subsidiaries.

USD

EUR

Average rate

Closing rate

2014

1.6485

1.2422

2013

1.5635

1.1776

2014

1.5596

1.2833

2013

1.6510

1.1997

Foreign currency sensitivity analysis
The Group receives approximately 48% of its revenues and incurs approximately 39% of its costs in USD or currencies pegged
to USD. The Group is therefore sensitive to movements in the USD against the GBP. Each $0.01 movement in the USD to GBP
exchange rate has a circa £3.4m impact on revenue and a circa £1.5m impact on operating profits. Offsetting this will be
reductions to USD interest and USD tax liabilities. This analysis assumes all other variables, including interest rates,
remain constant.

The Group receives approximately 8% of its revenues and incurs approximately 7% of its costs in EUR. The Group is therefore
sensitive to movements in EUR against GBP. Each €0.01 movement in the EUR to GBP exchange rate has a circa £0.7m impact
on revenue and a circa £0.2m impact on operating profits. Offsetting this will be reductions to EUR interest and EUR tax liabilities.
This analysis assumes all other variables, including interest rates, remain constant.

170 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com(F) CREDIT RISK
The Group’s principal financial assets are trade and other receivables (Note 26) and cash and cash equivalents, which represent
the Group’s maximum exposure to credit risk in relation to financial assets.

The Group’s credit risk is primarily attributable to its trade and other receivables. The amounts presented in the Consolidated
Statement of Financial Position are net of allowances for doubtful receivables, estimated by the Group’s management based
on prior experience and their assessment of the current economic environment.

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group.
The Group has adopted a policy of only dealing with creditworthy counterparties as a means of mitigating the risk of financial loss
from defaults.

The credit risk on liquid funds and derivative financial instruments is limited by dealing only with counterparty banks with high credit
ratings assigned by international credit-rating agencies such as Standard and Poor’s, Moody’s and Fitch. The Group’s exposure
and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread
amongst approved financial institutions. Credit exposure is controlled by counterparty limits that are reviewed and approved by
the Treasury Committee regularly.

The carrying amount of financial assets recorded in the financial statements, which is net of impairment losses, represents
the Group’s maximum exposure to credit risk.

Non-current other receivables
Non-current other receivables arose from disposals made in the current and prior years as disclosed in Note 26. The Risk
Committee reviews these receivables and the credit quality of the counterparties on a regular basis. At 31 December 2014, an
impairment charge of £14.5m has been recognised in the Consolidated Income Statement, as a result of the Group’s assessment
of the recoverability of these non-current receivables.

Trade receivables
Trade receivables consist of a large number of customers, spread across diverse industries and geographic areas and the
Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the
Group’s customer base, including default risk of the industry and country in which the customers operate, has less of an influence
on credit risk.

The Group does not have any significant credit risk exposure to any single counterparty or any group of counterparties having
similar characteristics. The Group defines counterparties as having similar characteristics if they are related entities. Concentration
of credit risk did not exceed 5% of gross monetary assets at any time during the year.

The Group establishes a provision that represents its estimate of incurred losses in respect of trade and other receivables and
investments when there is objective evidence that the asset is impaired. The main components of this provision are a specific
loss component that relates to individually significant exposures, and a collective loss component established for groups of similar
assets in respect of losses that have been incurred but not yet identified. The collective loss provision is determined by reference
to past default experience.

Before accepting any new customer, the Group uses an external credit rating system to assess the potential customer’s
credit quality.

All customers have credit limits set by credit managers and are subject to standard terms of payment for each Division. As the
Events Division works on a prepaid basis they are not subject to the same credit controls and they have a low bad debt history.
The Group is exposed to normal credit risk and potential losses are mitigated as the Group does not have significant exposure
to any single customer.

The Directors consider that the carrying amount of trade and other receivables approximates their fair value.

Annual Report 2014 Informa PLC 171

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
33. FINANCIAL INSTRUMENTS (CONTINUED)
(F) CREDIT RISK (CONTINUED)
Ageing of trade receivables:

Not past due

Past due 0–30 days

Past due over 31 days

Books provision (see below)

Gross 2014
£m

Provision 2014
£m

Gross 2013
£m

Provision 2013
£m

105.7

30.3

42.1

−

178.1

(0.7)

(0.1)

(12.0)

(13.2)

(26.0)

82.1

45.6

34.4

−

162.1

(0.2)

(0.6)

(10.0)

(10.8)

(21.6)

Trade receivables that are less than three months past due for payment are generally not considered impaired. For trade
receivables that are more than three months past due for payment, there are debtors with a carrying amount of £2.0m
(2013: £5.4m) which the Group has not provided for, as there has not been a significant change in the credit quality and
the amounts are considered recoverable. The Group does not hold any collateral over these balances.

A provision relating to returns on books of £13.2m (2013: £10.8m) has been disclosed separately in the table above. This provision
is based on management’s best estimate of previous seasonal sales and returns trends, and is included as part of the overall
provision balance.

Movement in the provision:

Balance at beginning of the year

Provision recognised

Receivables written off as uncollectable

Amounts recovered during the year

2014
£m

21.6

10.0

(2.2)

(3.4)

26.0

2013
£m

24.4

7.1

(4.1)

(5.8)

21.6

In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade receivable
from the date credit was initially granted up to the reporting date. The concentration of credit risk is limited due to the customer
base being large and unrelated. Accordingly, the Directors believe that there is no further credit provision required in excess of
the above amounts.

There are no customers who represent more than 10% of the total gross balance of trade receivables in both 2014 and 2013.

172 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com(G) LIQUIDITY RISK
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. Ultimate responsibility for
liquidity risk management rests with the Board of Directors, though operationally it is managed by Group Treasury. Group Treasury
has built an appropriate liquidity risk management framework for the management of the Group’s short, medium and long-term
funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, banking and
other debt facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows and matching the
maturity profiles of financial assets and liabilities. Included in Note 32 is a summary of additional undrawn facilities that the Group
has at its disposal to further reduce liquidity risk.

Historically and for the foreseeable future the Group has been and is expected to continue to be in a net borrowing position. The
Group’s policy is to fulfil its borrowing requirements by borrowing in the currencies in which it operates, principally GBP, USD and
EUR; thereby providing a natural hedge against projected future surplus USD and EUR cash inflows as well as spreading the
Group’s interest rate profile across a number of currencies.

Liquidity and interest risk tables
The following tables detail the Group’s remaining contractual maturity for its financial assets and liabilities.

The table below has been drawn up based on the contractual maturities of the financial assets including interest that will be
earned on those assets except where the Group anticipates that the cash flow will occur in a different period:

31 December 2014

Non-derivative financial assets

Non-interest bearing

Variable interest rate instruments

31 December 2013

Non-derivative financial assets

Non-interest bearing

Variable interest rate instruments

Fixed interest rate instruments

Derivative financial assets

Derivative financial instruments
in designated hedge
accounting relationships

Carrying
amount
£m

Contractual
cash flows1
£m

209.0

30.0

239.0

188.0

26.0

10.0

224.0

0.5

224.5

209.0

32.7

241.7

188.0

31.6

23.7

243.3

0.5

243.8

Less
than
1 year
£m

208.1

32.7

240.8

186.3

0.2

−

186.5

−

186.5

1–2 years
£m

2–5 years
£m

Greater
than
5 years
£m

0.8

−

0.8

0.1

31.0

−

31.1

−

31.1

0.1

−

0.1

1.6

0.2

−

1.8

0.5

2.3

−

0.2

23.7

23.9

−

23.9

1 Under IFRS 7 contractual cash flows are undiscounted and therefore may not agree with the carrying amounts in the Consolidated Statement

of Financial Position.

Annual Report 2014 Informa PLC 173

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
33. FINANCIAL INSTRUMENTS (CONTINUED)
(G) LIQUIDITY RISK (CONTINUED)
Liquidity and interest risk tables (Continued)
The following tables have been drawn up based on the earliest date on which the Group can settle its financial liabilities. The table
includes both interest and principal cash flows.

31 December 2014

Non-derivative financial liabilities

Variable interest rate instruments

Fixed interest rate instruments

Trade and other payables

Deferred consideration

Contingent consideration

Carrying
amount
£m

Contractual
cash flows1
£m

453.8

461.0

197.0

6.9

15.7

458.9

551.7

197.0

6.9

15.7

Less
than
1 year
£m

458.9

19.9

192.3

5.7

1,134.4

1,230.2

682.5

1-2 years
£m

2-5 years
£m

−

17.5

4.7

1.2

9.6

33.0

−

255.6

−

0.4

256.0

1 Under IFRS 7 contractual cash flows are undiscounted and therefore may not agree with the carrying amounts in the Consolidated Statement

of Financial Position.

31 December 2013

Non-derivative financial liabilities

Variable interest rate instruments

Fixed interest rate instruments

Trade and other payables

Deferred consideration

Contingent consideration

Carrying
amount
£m

Contractual
cash flows1
£m

313.1

502.1

179.8

5.5

11.0

315.3

608.3

179.8

5.5

11.0

Less
than
1 year
£m

197.7

19.2

176.7

2.1

5.5

1-2 years
£m

2-5 years
£m

117.1

79.1

3.1

2.1

3.1

0.3

254.7

−

1.3

2.4

Greater
than
5 years
£m

−

258.7

−

258.7

Greater
than
5 years
£m

0.2

255.3

−

1,011.5

1,119.9

401.2

204.5

258.7

255.5

1 Under IFRS 7 contractual cash flows are undiscounted and therefore may not agree with the carrying amounts in the Consolidated Statement

of Financial Position.

The Group draws down on its bank borrowing facilities at floating rates of interest. In 2013, a portion of those were then swapped
to fixed rates in line with the Group treasury policy. The first portion of these swaps that matured in a period greater than one year
but less than two years was £20.0m and the final portion that matured between two and five years was £40.0m. The Group
terminated the interest rate swaps during 2014 and did not replace them.

The variable interest rate on these borrowings is reset by the bank on a monthly basis and as such it is not possible to estimate
the interest payable on these borrowings.

174 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com(H) FAIR VALUE OF FINANCIAL INSTRUMENTS
The fair value is defined as the amount at which a financial instrument could be exchanged in an arm’s length transaction
between informed and willing parties and is calculated by reference to market rates discounted to current value.

The fair values of financial assets and financial liabilities are determined as follows:

the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets
is determined with reference to quoted market prices;
the fair value of other financial assets and financial liabilities (excluding derivative instruments) is determined in accordance
with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market
transactions and dealer quotes for similar instruments; and
the fair value of derivative instruments is calculated using quoted prices. Where such prices are not available, use is made of
discounted cash flow analysis using the applicable yield curve for the duration of the instruments for non-optional derivatives,
and option pricing models for optional derivatives.

The Directors consider that the carrying amounts of financial assets and financial liabilities recorded at amortised cost in the
financial statements approximate to their fair values due to the short maturity of the instruments or because they bear interest
at rates approximate to the market.

The fair value of all the Group’s financial assets and financial liabilities are the same as the carrying amounts.

(I) FAIR VALUE MEASUREMENTS RECOGNISED IN THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value,
grouped into Levels 1 to 3 based on the degree to which the fair value is observable.

Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets
or liabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability
that are not based on observable market data (unobservable inputs).

Financial assets

Derivative financial instruments in designated
hedge accounting relationships

Financial liabilities

Derivative financial instruments in designated
hedge accounting relationships

Financial assets

Derivative financial instruments in designated
hedge accounting relationships

Financial liabilities

Derivative financial instruments in designated
hedge accounting relationships

Level 1
2014
£m

Level 2
2014
£m

Level 3
2014
£m

−

Level 1
2013
£m

Level 2
2013
£m

Level 3
2013
£m

−

0.5

−

Total
2014
£m

−

Total
2013
£m

−

Annual Report 2014 Informa PLC 175

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
34. SHARE CAPITAL
On 30 May 2014 under a Scheme of Arrangement between Informa plc (“Old Informa”), the former holding company of the Group,
and its shareholders, under Article 125 of the Companies (Jersey) Law 1991, and as sanctioned by The Royal Court of Jersey, all
the issued shares in Old Informa were cancelled and an equivalent number of new shares in Old Informa were issued to Informa
PLC (the “Company”) in consideration for the allotment to shareholders of one ordinary share in the Company for each ordinary
share in Old Informa that they held on the record date, 29 May 2014.

The Company was incorporated under the Companies Act 2006 on 24 January 2014, as a private company limited by shares
with the name Informa Limited and re-registered on 14 May 2014 as a public company limited by shares called Informa PLC.
The Company became the Parent Company of the Informa Group and the previous Parent Company, Old Informa, was renamed
Informa Switzerland Limited.

The Company was incorporated with an issued share capital of £2 divided into two ordinary shares of 100p each which
were taken by the subscribers and were paid up in full in cash. On 13 May 2014 the two ordinary shares of 100p each were
converted into two Redeemable Deferred Shares of 100p each and an additional 49,998 Redeemable Deferred Shares were
issued to the subscribers. The 50,000 issued Redeemable Deferred Shares of 100p each were redeemed on 11 June 2014.

On 13 May 2014 one ordinary share of 435p in the Company was issued and subsequently cancelled on 30 May 2014. Under the
Scheme of Arrangement 603,941,249 ordinary shares of 435p each in the Company were allotted to shareholders on 30 May 2014.

On 4 June 2014 the nominal value per share of the issued share capital of the Company was reduced from 435p per share to 0.1p
each pursuant to sections 645 to 649 of the Companies Act 2006.

Share capital as at 31 December 2014 amounts to £0.6m. During the year, the Company also issued 45,000,000 ordinary shares
of 0.1p for consideration of £207.0m. The share premium (net of transaction costs) is £204.0m as at 31 December 2014.

Issued and fully paid

648,941,249 ordinary shares of 0.1p each (2013: 603,941,249 of 0.1p each)

At 1 January 2014

Issued

At 31 December 2014

2014
£m

0.6

Number of shares

603,941,249

45,000,000

648,941,249

2013
£m

0.6

£m

0.6

−

0.6

176 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com35. CAPITAL AND RESERVES
This note provides further explanation for the “Other reserves” listed in the Consolidated Statement of Changes in Equity.

Reserves
for shares
to be issued
£m

Merger
reserve
£m

Other
reserve
£m

ESOP
Trust
shares
£m

Hedging
reserve
£m

At 1 January 2013

Change in fair value of cash flow hedges

Tax relating to components of other comprehensive income
(Note 31)

Total comprehensive income for the year

Share award expense

Own shares purchased

Transfer of vested LTIPs

At 1 January 2014

Change in fair value of cash flow hedges

Termination of interest rate swaps

Tax relating to components of other comprehensive income
(Note 31)

Total comprehensive expense for the year

Inversion accounting

Issue of shares under scheme of arrangement

Share award expense

Own shares purchased

Put option on acquisition of non-controlling interest

Transfer of vested LTIPs

At 31 December 2014

5.9

496.4

(1,718.6)

(0.3)

−

2.2

−

(4.5)

3.6

−

1.7

−

(2.1)

3.2

−

496.4

(1,718.6)

−

1,756.0

(2,189.9)

−

(0.3)

−

(0.4)

0.5

(0.2)

−

(0.1)

−

496.4

(2,152.8)

(0.3)

−

0.5

(0.1)

0.4

−

0.4

(0.2)

(0.3)

0.1

(0.4)

−

Total
£m

(1,216.6)

0.5

(0.1)

0.4

2.2

(0.4)

(4.0)

(1,218.4)

(0.2)

(0.3)

0.1

(0.4)

1,756.0

(2,189.9)

1.7

(0.1)

(0.3)

(2.1)

(1,653.5)

RESERVE FOR SHARES TO BE ISSUED
This reserve relates to LTIPs granted to employees. Further information is set out in Note 11.

MERGER RESERVE
The merger reserve has not changed since 2004, when it was created from the business combination with Taylor & Francis
Group plc.

OTHER RESERVE
Other reserve includes the inversion accounting reserve of £2,189.9m, which was created from the new equity structure in May
2014. It also includes a redemption reserve, which is the reserve fund into which profits are allocated for the purpose of redeeming
or buying back shares in the Company.

Annual Report 2014 Informa PLC 177

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
35. CAPITAL AND RESERVES (CONTINUED)
ESOP TRUST SHARES
As at 31 December 2014 the Informa Employee Share Trust held 737,272 (2013: 737,272) ordinary shares in the Company at a cost
of £737 (2013: £737) and a market value of £3.7m (2013: £4.2m). 737,272 shares (2013: 712,051) held by the Employee Share Trust
have not been allocated to individuals and the remaining shares have been allocated to individuals in accordance with the Deferred
Share Bonus Plan as set out in the Remuneration Report on page 93 and 105. Dividends on the shares held by the Employee
Share Trust are waived.

At 31 December 2014 the Group held 0.0% (2013: 0.0%) of its own called up share capital.

HEDGING RESERVE
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments
related to hedged transactions that have not yet occurred.

36. NON-CONTROLLING INTEREST
The Group’s non-controlling interest at 31 December 2014 was composed entirely of equity interests and represents the minority
shares of Agra CEAS Consulting Limited (18.2%), Bureau Européen de Recherches SA (18.2%), Shanghai Baiwen Exhibitions Co.,
Ltd (20%), Shanghai Meisheng Culture Broadcasting Co., Ltd (15%), Design Junction Limited (10%) and Monaco Yacht Show
S.A.M (10%).

The Group’s non-controlling interest at 31 December 2013 was composed entirely of equity interests and represents the minority
shares of Agra CEAS Consulting Limited (18.2%), Bureau Européen de Recherches SA (18.2%), Shanghai Baiwen Exhibitions Co.,
Ltd (20%) and Monaco Yacht Show S.A.M (10%).

37. OPERATING LEASE ARRANGEMENTS

Minimum lease payments under operating leases recognised in Consolidated Income Statement
for the year

2014
£m

18.6

At the reporting date, the Group had outstanding commitments for future minimum lease payments under non-cancellable
operating leases, which fall due as follows:

Within one year

Within two to five years

After five years

2014

Land and
buildings
£m

17.9

55.7

26.4

100.0

2013

Land and
buildings
£m

17.5

50.4

21.6

89.5

Other
£m

0.6

0.5

−

1.1

2013
£m

20.4

Other
£m

0.6

0.5

−

1.1

Operating lease payments on land and buildings represent rentals payable by the Group for certain of its properties. Leases are
negotiated for an average term of six years and rentals are fixed for an average of three years.

178 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.com38. NOTES TO THE CASH FLOW STATEMENT

(Loss)/profit before tax from continuing and discontinued operations

Adjustments for:

Depreciation of property and equipment

Amortisation of other intangible assets

Share-based payment

Subsequent re-measurement of contingent consideration

Loss on disposal of businesses

Finance costs

Investment income

Impairment

Share of results of joint ventures

Increase in inventories

(Increase)/decrease in receivables

Decrease/(increase) in payables

Cash generated by operations

1 Restated for the change in accounting for joint ventures (see Note 5).

ANALYSIS OF NET DEBT

Cash at bank and in hand

Bank overdraft

Cash and cash equivalents

Bank loans due in more than one year

Private placement loan notes due in less than one year

Private placement loan notes due in more than one year

1 Restated for the change in accounting for joint ventures (see Note 5).

Notes

2014
£m

(31.2)

6.1

106.0

1.7

(1.8)

2.8

29.2

(3.6)

219.0

0.4

(2.1)

(10.5)

1.5

317.5

20131
£m

2.2

6.8

139.2

2.2

(2.5)

102.7

29.5

(1.9)

66.2

(0.4)

(3.8)

11.1

(21.2)

330.1

At
1 January
20141
£m

32.0

(0.5)

31.5

(371.9)

−

(442.2)

(782.6)

Non-cash
items
£m

Cash flow
£m

Exchange
movement
£m

At
31 December
2014
£m

−

(2.1)

(70.4)

70.1

(2.4)

3.8

(2.8)

1.0

(52.1)

−

(51.1)

2.8

−

2.8

(24.4)

−

(18.5)

(40.1)

38.6

(3.3)

35.3

(450.5)

(70.4)

(390.6)

(876.2)

Included within the cash flow movement of £51.1m is £382.3m (2013: £0.6m) of repayment of borrowings and £439.2m (2013: £nil)
of loans drawn down.

The net movement caused by non-cash items arises from arrangement fee amortisation of £2.4m (2013: £1.1m).

Annual Report 2014 Informa PLC 179

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
39. RETIREMENT BENEFIT SCHEMES
The Group operates two defined benefit pension schemes, the Informa Final Salary Scheme and the Taylor & Francis Group
Pension and Life Assurance Scheme (the “Group Schemes”) for all qualifying UK employees providing benefits based on final
pensionable pay. Both schemes are closed to future accrual. Contributions are determined by a qualified actuary on the basis
of triennial valuations using the projected unit method.

The defined benefit schemes are administered by a separate fund that is legally separated from the Company. The Trustees are
responsible for running the Group Schemes in accordance with the Group Schemes’ Trust Deed and Rules, which sets out their
powers. The Trustees of the Group Schemes are required to act in the best interests of the beneficiaries of the Group Schemes.
There is a requirement that one third of the Trustees are nominated by the members of the Group Schemes. The Trustees of the
pension fund are responsible for the investment policy with regard to the assets of the fund. Neither of the Schemes has any
reimbursement rights.

The Group’s pension funding policy is to provide sufficient funding, as agreed with the Trustees, to ensure any shortfall/pension
deficit will be addressed to ensure pension payment made to current and future pensioners will be met.

The investment strategies adopted by the Trustees of the Group Schemes include some exposure to index-linked gilts and
corporate bonds. These assets are held to provide some protection to the Group Schemes’ funding levels in the event of interest
rates falling.

Through the Group Schemes the Company is exposed to a number of potential risks as described below:

Asset volatility: the Group Schemes’ defined benefit obligation is calculated using a discount rate set with reference to corporate
bond yields; however, the Group Schemes invests significantly in equities. These assets are expected to outperform corporate
bonds in the long term, but provide volatility and risk in the short term.
Changes in bond yields: a decrease in corporate bond yields would increase the Group Schemes’ defined benefit obligation;
however, this would be partially offset by an increase in the value of the Schemes’ bond holdings.
Inflation risk: a significant proportion of the Group Schemes’ defined benefit obligation is linked to inflation, therefore higher
inflation will result in a higher defined benefit obligation (subject to the appropriate caps in place). The majority of the Group
Schemes’ assets are either unaffected by inflation, or only loosely correlated with inflation, therefore an increase in inflation
would also increase the deficit.
Life expectancy: if the Group Schemes’ members live longer than expected, the Group Schemes’ benefits will need to be
paid for longer, increasing the Group Schemes’ defined benefit obligations.

The Trustees and the Company manage risks in the Group Schemes through the following strategies:

Diversification: investments are well diversified, such that the failure of any single investment would not have a material impact
on the overall level of assets.
Investment strategy: the Trustees are required to review their investment strategy on a regular basis.

There are three categories of pension scheme members:

Employed deferred members: currently employed by the Company
Deferred members: former employees of the Company
Pensioner members: in receipt of pension.

The defined benefit obligation is valued by projecting the best estimate of future benefit payments (allowing for future salary
increases for employed deferred members, revaluation to retirement for deferred members and annual pension increases for all
members) and then discounting to the balance sheet date. The majority of benefits receive increases linked to inflation (subject to a
cap of no more than 5% p.a.). The valuation method used is known as the Projected Unit Method. The approximate overall duration
of the Schemes’ defined benefit obligation as at 31 December 2014 was 20 years (2013: 20 years). This number can be subdivided
into the duration related to:

Deferred members: 22 years (2013: 22 years)
Retired members: 13 years (2013: 13 years)

180 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comCHARGE TO OPERATING PROFIT
The charge to operating profit for the year in respect of pensions was £8.6m (2013: £8.7m). The net pension charge for the
defined benefit schemes in the Consolidated Income Statement for the year was £0.2m (2013: £0.6m), of which £nil (2013: £nil)
was charged to operating profit. The Group also operates defined contribution schemes, and contributions charged to the
Consolidated Income Statement during the year were £8.6m (2013: £8.7m).

DEFINED BENEFIT SCHEMES
Informa Final Salary Scheme
The Trustees are required to carry out an actuarial valuation every three years. The result of this valuation determines the level
of contributions payable by the Group.

The last actuarial full valuation of the Informa Final Salary Scheme was performed by the Scheme Actuary for the Trustees as at
31 March 2011. This valuation revealed a funding shortfall of £9.7m. In respect of the deficit in the Scheme as at 31 March 2011,
the Group agreed to pay £333,333 by 30 August 2014. The Group was also paying recovery plan contributions of £150,000 p.a.
in respect of the Achieve UK Learning Pension and Benefits Plan. Following the merger of the Achieve Plan into the Informa Final
Salary Scheme, in March 2013, the Group will continue to pay an additional £150,000 p.a. into the Scheme until December 2018.

The actuarial valuation of the Informa Final Salary Scheme as at 31 March 2014 is still in progress. The valuation is expected to be
signed off shortly and at this point it is likely the Company will no longer need to continue paying contributions into the Scheme.

An actuarial valuation was carried out for IAS 19 purposes as at 31 December 2014 by a qualified independent actuary. The
Scheme was closed to new entrants on 1 April 2000 and closed to future accrual on 1 April 2011. The Group’s contribution over
the year was £3.2m. The Employer expects to pay £0.2m to the Scheme during the accounting year beginning 1 January 2015
in respect of the deficit payments.

The assumptions which have the most significant effect on the results of the IAS 19 valuation are those relating to the discount
rate and the rates of increase in salaries, price inflation and pensions. The assumptions adopted are:

Discount rate

Rate of price inflation pre-retirement

Rate of increase in pensions in payment – non pensioners

Rate of increase in pensions in payment – pensioners

2014

3.6% p.a.

2.2% p.a.

3.1% p.a.

2013

4.6% p.a.

2.7% p.a.

3.5% p.a.

The sensitivities regarding the principal assumptions used to measure the Informa Final Salary Scheme liabilities are set out below:

Assumption

Discount rate

Change in assumption

Impact on scheme liabilities

Increase/decrease by 0.1%

Decrease/increase by £1.8m

Rate of price inflation pre-retirement

Increase/decrease by 0.25%

Increase/decrease by £4.0m

Rate of mortality

Increase/decrease by 1 year

Increase/decrease by £2.2m

Annual Report 2014 Informa PLC 181

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
39. RETIREMENT BENEFIT SCHEMES (CONTINUED)
DEFINED BENEFIT SCHEMES (CONTINUED)
Taylor & Francis Group Pension and Life Assurance Scheme
The Trustees are required to carry out an actuarial valuation every three years. The result of this valuation determines the level
of contributions payable by the Group.

The last actuarial full valuation of the Taylor & Francis Life Assurance and Pension Scheme was performed by the Scheme Actuary
for the Trustees as at 30 September 2011. This valuation revealed a funding shortfall of £2.8m. In respect of the deficit in the
Scheme as at 30 September 2011, the Group agreed to pay £27,833 per month to eliminate the deficit by July 2018.

An actuarial valuation was carried out for IAS 19 purposes as at 31 December 2014 by a qualified independent actuary. The
Scheme was closed to new entrants on 1 April 2000 and closed to future accrual on 1 April 2011. The Group’s contribution over
the year was £0.3m. The Employer expects to pay £0.3m to the scheme during the accounting year beginning 1 January 2015
in respect of the deficit.

Discount rate

Rate of price inflation pre-retirement

Rate of increase in pensions in payment – non pensioners

Rate of increase in pensions in payment – pensioners

2014

3.6% p.a.

2.2% p.a.

3.1% p.a.

2013

4.6% p.a.

2.7% p.a.

3.5% p.a.

The sensitivities regarding the principal assumptions used to measure the Taylor & Francis Group Pension and Life Assurance
Scheme liabilities are set out below:

Assumption

Discount rate

Change in assumption

Impact on scheme liabilities

Increase/decrease by 0.1%

Decrease/increase by £0.4m

Rate of price inflation pre-retirement

Increase/decrease by 0.25%

Increase/decrease by £0.9m

Rate of mortality

Increase/decrease by 1 year

Increase/decrease by £0.7m

182 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comAmounts recognised in respect of these defined benefit schemes are as follows:

Analysis of amount recognised in the Consolidated Statement
of Comprehensive Income

Actual return less expected return on scheme assets

Experience gain

Change in demographic actuarial assumptions

Change in financial actuarial assumptions

Actuarial (loss)/gain

Movement in deficit during the year

Deficit in Scheme at beginning of the year

Contributions

Net finance cost

Actuarial (loss)/gain

Deficit in Scheme at end of the year

2014
£m

2.9

0.3

(0.1)

(11.1)

(8.0)

(5.4)

3.5

(0.2)

(8.0)

(10.1)

2013
£m

5.2

0.4

(0.5)

3.2

8.3

(17.5)

4.4

(0.6)

8.3

(5.4)

The amounts recognised in the Consolidated Statement of Financial Position in respect of the Group Schemes are as follows:

Present value of defined benefit obligations

Fair value of Scheme assets

Deficit in Scheme and liability recognised in the Consolidated Statement of Financial Position

Changes in the present value of defined benefit obligations are as follows:

Opening defined benefit obligation

Interest cost

Benefits paid

Actuarial (losses)/gains

Closing defined benefit obligation

2014
£m

(112.0)

101.9

(10.1)

2014
£m

(98.7)

(4.5)

2.1

(10.9)

(112.0)

2013
£m

(98.7)

93.3

(5.4)

2013
£m

(99.3)

(4.3)

1.8

3.1

(98.7)

Annual Report 2014 Informa PLC 183

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
39. RETIREMENT BENEFIT SCHEMES (CONTINUED)
DEFINED BENEFIT SCHEMES (CONTINUED)
Taylor & Francis Group Pension and Life Assurance Scheme (Continued)
Changes in the fair value of Scheme assets are as follows:

Opening fair value of Scheme assets

Expected return on Scheme assets

Actuarial gains

Contributions from the sponsoring companies

Benefits paid

Closing fair value of Scheme assets

2014
£m

93.3

4.3

2.9

3.5

(2.1)

101.9

2013
£m

81.8

3.7

5.2

4.4

(1.8)

93.3

The assets of the Taylor & Francis Group Pension and Life Assurance Scheme are held in managed funds and cash funds
operated by Zurich Assurance Limited, Legal & General Assurance (Pensions Management) Limited, Baring Asset Management
Limited and Standard Life Investments. The assets of the Informa Final Salary Scheme are held in managed funds and cash funds
operated by Zurich Assurance Limited, BlackRock Investment Management (UK) Limited, Baring Asset Management Limited,
Standard Life Investments and Schroder Investment Management Limited. The fair value of the assets held and the expected
rates of return assumed are as follows:

Equities

Taylor & Francis

Informa

Bonds

Taylor & Francis

Informa

Cash

Taylor & Francis

Informa

Property

Taylor & Francis

Informa

Diversified Growth Fund

Taylor & Francis

Informa

Fair value at
31 December
2014
£m

Fair value at
31 December
2013
£m

8.0

42.1

8.5

10.5

0.1

1.3

1.5

2.7

4.9

22.3

101.9

7.7

40.1

7.2

8.8

2.0

6.9

1.3

2.3

2.8

14.2

93.3

All the assets listed above have a quoted market price in an active market. The Group Schemes’ assets do not include any of the
Group’s own financial instruments, nor any property occupied by, or other assets used by, the Group. The actual return on plan
assets was £7.3m (2013: £8.9m).

184 Informa PLC Annual Report 2014

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)FOR THE YEAR ENDED 31 DECEMBER 2014www.informa.comThe history of the Group Schemes for the current and prior years is as follows:

Present value of defined benefit obligations

Fair value of Scheme assets

Deficit in the Scheme and liability recognised in
Consolidated Statement of Financial Position

Related deferred tax assets

Deficit net of deferred tax assets

Experience adjustments on Scheme liabilities:

Amount (£m)

Percentage of Scheme liabilities (%)

Experience adjustments on Scheme assets:

Amount (£m)

Percentage of Scheme assets (%)

2014
£m

(112.0)

101.9

(10.1)

2.1

(8.0)

0.3

2.9

2013
£m

(98.7)

93.3

(5.4)

1.1

(4.3)

0.4

5.2

5.6

2012
£m

(99.3)

81.8

(17.5)

4.0

(13.5)

(0.4)

2.8

3.5

2011
£m

(85.8)

73.7

(12.1)

3.0

(9.1)

1.3

1.6

(5.8)

(7.8)

2010
£m

(83.6)

73.1

(10.5)

2.8

(7.7)

2.2

2.6

3.6

4.9

Following the completion of the triennial valuations of the main defined benefit schemes, a revised deficit funding plan has been
agreed with the Trustees to eliminate the deficits in both schemes. The contributions for the ongoing service will be £nil in 2015
as both schemes are closed to future accrual of benefits. In addition, the contributions paid towards reducing the scheme deficits
will decrease from £3.5m in 2014 to £0.5m in 2015.

40. RELATED PARTY TRANSACTIONS
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and
are not disclosed in this note. The transactions between the Group and its joint ventures are disclosed below. The following
transactions and arrangements are those which are considered to have had a material effect on the financial performance
and position of the Group for the year.

TRANSACTIONS WITH DIRECTORS
There were no material transactions with Directors of the Company during the year, except for those relating to remuneration and
shareholdings. For the purposes of IAS 24 Related Party Disclosures, Executives below the level of the Company’s Board are not
regarded as related parties.

Further information about the remuneration of individual Directors is provided in the audited part of the Remuneration Report
on pages 99 to 102 and Note 10.

TRANSACTIONS WITH JOINT VENTURES
During the period the Group received revenue of £12,000 (2013: £11,000) from Lloyd’s Maritime Information Services Limited,
a joint venture.

During the period the Group received revenue of £0.7m (2013: £1.1m) from SIAL Brasil Feiras Profissionais Ltda, a joint venture.

During the period the Group received revenue of £nil (2013: £1.8m) from Independent Materials Handling Exhibitions Limited,
a joint venture.

OTHER RELATED PARTY DISCLOSURES
At 31 December 2014, the Group has guaranteed the total pension scheme liability of £10.1m (2013: £5.4m).

41. EVENTS AFTER THE REPORTING DATE
On 15 January 2015, the Group completed the acquisition of 100% of the shares of Megaconvention, Inc., for initial consideration
of £4.9m and further performance-related consideration estimated at £3.4m payable over two years. The sole event of the
company is Orlando MegaCon, an enthusiast Consumer show featuring exhibits and content from the sci-fi, horror, anime,
gaming and TV genres, including merchandise, memorabilia and art.

Annual Report 2014 Informa PLC 185

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2014

Fixed assets

Investment in subsidiary undertakings

Current assets

Debtors due within one year

Cash at bank and in hand

Creditors: amounts falling due within one year

Net current assets

Creditors: amounts falling due after more than one year

Net assets

Capital and reserves

Called up share capital

Share premium account

Reserve for shares to be issued

Merger reserve

ESOP Trust shares

Profit and loss account

Equity shareholders’ funds

Notes

2014
£m

3,653.9

775.2

0.2

775.4

(170.5)

604.9

(450.6)

3,808.2

0.6

204.0

1.1

872.9

(0.2)

2,729.8

3,808.2

These financial statements of this Company registration number 8860726, were approved by the Board of Directors on
12 February 2015 and were signed on its behalf by

STEPHEN A. CARTER CBE
GROUP CHIEF EXECUTIVE

GARETH WRIGHT
GROUP FINANCE DIRECTOR

186 Informa PLC Annual Report 2014

www.informa.com1. CORPORATE INFORMATION
Informa PLC (the “Company”) was incorporated under the Companies Act 2006 on 24 January 2014, as a private company
limited by shares with the name Informa Limited and re-registered on 14 May 2014 as a public company limited by shares
called Informa PLC.

PRINCIPAL ACTIVITY AND BUSINESS REVIEW
Informa PLC is the Parent Company of the Informa Group (the “Group”) and its principal activity is to act as the ultimate holding
company of the Group.

The shares of the Company are listed on the London Stock Exchange and trading in these shares commenced on 30 May 2014.

2. ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The Company’s financial statements have been prepared on a going concern basis (for further analysis refer to the Directors’
Report on page 76) and under the historical cost convention, and in accordance with the Companies Act 2006 and United
Kingdom Generally Accepted Accounting Practice (“UK GAAP”).

The Company’s financial statements are presented in pounds sterling being the Company’s functional currency.

The Directors’ Report, Corporate Governance Statement and Directors’ Remuneration Report disclosures are on pages 73
to 107 of this report.

PROFIT AND LOSS ACCOUNT
As permitted by section 408 of the Companies Act 2006, the Company has elected not to present its own profit and loss
account for the period. The Company’s revenue for the period is £nil, profit before tax for the year is £141.6m and profit after
tax for the year is £141.6m.

CASH FLOW STATEMENT
The Company’s results for the period 24 January to 31 December 2014 are included in the Consolidated Financial Statements
of Informa PLC, which are publicly available. Consequently, the Company has taken advantage of the exemption from preparing
a cash flow statement under the terms of FRS 1 (Revised 1996) Cash Flow Statements.

RELATED PARTY TRANSACTIONS
The Company has taken advantage of the exemption in FRS 8 Related Party Disclosures, that transactions with wholly owned
subsidiaries do not need to be disclosed.

FINANCIAL INSTRUMENTS
The Informa PLC Consolidated Financial Statements contain financial instrument disclosures required by IFRS 7 Financial
Instruments: Disclosures and these would also comply with the disclosures required by FRS 29 Financial Instruments: Disclosures.
Accordingly, the Company has taken advantage of the exemptions provided in paragraph 2D of FRS 29 not to present separate
financial instrument disclosures for the Company.

INVESTMENTS IN SUBSIDIARIES
Investments held as fixed assets are stated at cost less any provision for impairment. Where the recoverable amount of the
investment is less than the carrying amount, an impairment is recognised.

BANK LOANS
Interest-bearing bank loans are recorded at the proceeds received, net of direct issue costs.

ESOP TRUST SHARES
Own shares deducted in arriving at shareholders’ funds represent the cost of the Company’s ordinary shares acquired by
the Employee Share Option Plan (“ESOP”) Trusts in connection within certain of the Company’s employee share schemes.

Annual Report 2014 Informa PLC 187

NOTES TO THE COMPANY FINANCIAL STATEMENTSFOR THE PERIOD 24 JANUARY TO 31 DECEMBER 2014www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
2. ACCOUNTING POLICIES (CONTINUED)
CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash at hand and demand deposits, and other short-term highly liquid investments that are
readily convertible (with a maturity of three months or less) to a known amount of cash and are subject to an insignificant risk of
changes in value.

SHARE-BASED PAYMENTS
The Company issues equity-settled share-based payments to certain employees. A fair value for the equity-settled share awards
is measured at the date of grant. The fair value is measured using the Binomial or Monte Carlo model of valuation, which are
considered to be the most appropriate valuation techniques. The valuation takes into account factors such as non-transferability,
exercise restrictions and behavioural considerations. To assign a fair value to share awards granted under the Share Matching
Plan where the proportion of the award released is dependent on the level of total shareholder return, the Monte Carlo Simulation
methodology is considered the most appropriate.

In terms of FRS 20 Share-based Payment, where a parent grants rights to its equity instruments to employees of a subsidiary,
and such share-based compensation is accounted for as equity-settled in the consolidated financial statements of the parent,
the subsidiary is required to record an expense for such compensation, with a corresponding increase recognised in equity as
a contribution from the parent. Consequently, in accordance with Urgent Issues Task Force (“UITF”) 44 FRS 20 (IFRS 2) – Group
and Treasury Transactions the Company has recognised an addition to fixed asset investments of the aggregate amount of these
contributions that have accrued in the period with a corresponding credit to equity shareholders’ funds.

FOREIGN CURRENCIES
Foreign currency transactions arising from operating activities are translated from local currency into pounds sterling at the
exchange rates prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the
year end are translated at the period end exchange rate. Foreign currency gains or losses are credited or charged to the profit
and loss account as they arise.

INTEREST INCOME
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable,
which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s
net carrying amount.

INTEREST EXPENSE
Finance costs of debts are capitalised against the debt value on first drawdown of the debt and are recognised in the profit and
loss account at a constant rate over the life of the debt.

188 Informa PLC Annual Report 2014

NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)FOR THE PERIOD 24 JANUARY TO 31 DECEMBER 2014www.informa.com3. INVESTMENT IN SUBSIDIARY UNDERTAKINGS

Cost

At 24 January 2014

Additions

At 31 December 2014

2014
£m

−

3,653.9

On 30 May 2014 under a Scheme of Arrangement, the Company subscribed to shares in Informa Switzerland Limited (formerly
Informa plc) (“Old Informa”), a subsidiary undertaking, for £3,500.0m.

On 5 December 2014, the Company entered into a Contribution Agreement with Informa Finance GmbH, a wholly owned
subsidiary undertaking of Informa Switzerland Limited (formerly Informa plc), and made a capital contribution of USD 240.0m.
As per the terms of the Contribution Agreement, the Company did not receive any consideration for its capital contribution.
This resulted in the Company holding an investment in Informa Finance GmbH of £153.0m.

The remaining addition of £0.9m relates to the fair value of the share incentives issued to employees of subsidiary undertakings
during the year, in accordance with UITF 44 FRS 20 (IFRS 2) – Group and Treasury Transactions.

The listing below shows the subsidiary undertakings as at 31 December 2014 which affected the profit or net assets
of the Company:

Company

Country of
registration
and operation

Principal activity

Ordinary shares held

Informa Switzerland Limited (formerly Informa plc)

United Kingdom

Holding Company

Informa Finance GmbH

Switzerland

Finance

100%

4. DEBTORS DUE WITHIN ONE YEAR

Amounts owed from Group undertakings

5. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Amounts owed to Group undertakings

Other creditors and accruals

2014
£m

775.2

2014
£m

169.7

0.8

170.5

Amounts owed to Group undertakings falling due within one year are unsecured, interest bearing and repayable on demand.

6. CREDITORS: AMOUNTS FALLING DUE AFTER ONE YEAR

Bank loans (net of arrangement fees)

2014
£m

450.6

On 23 October 2014, the Company entered into a new five year revolving credit facility for an equivalent of £900.0m, of which
£455.2m was drawn down at 31 December 2014. The facility matures in October 2019. Interest is payable at the rate of LIBOR
plus a margin based on the ratio of net debt to EBITDA.

Annual Report 2014 Informa PLC 189

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
7. SHARE CAPITAL
On 30 May 2014 under a Scheme of Arrangement between Informa plc (“Old Informa”), the former holding company of the Group,
and its shareholders, under Article 125 of the Companies (Jersey) Law 1991, and as sanctioned by The Royal Court of Jersey, all
the issued shares in Old Informa were cancelled and an equivalent number of new shares in Old Informa were issued to Informa
PLC (the “Company”) in consideration for the allotment to shareholders of one ordinary share in the Company for each ordinary
share in Old Informa that they held on the record date, 29 May 2014.

The Company was incorporated with an issued share capital of £2 divided into two ordinary shares of 100p each which were
taken by the subscribers and were paid up in full in cash. On 13 May 2014 the two ordinary shares of 100p each were converted
into two Redeemable Deferred Shares of 100p each and an additional 49,998 Redeemable Deferred Shares were issued to the
subscribers. The 50,000 issued Redeemable Deferred Shares of 100p each were redeemed on 11 June 2014.

On 13 May 2014 one ordinary share of 435p in the Company was issued and subsequently cancelled on 30 May 2014. Under
the Scheme of Arrangement 603,941,249 ordinary shares of 435p each in the Company were allotted to shareholders on
30 May 2014.

On 4 June 2014 the nominal value per share of the issued share capital of the Company was reduced from 435p per share
to 0.1p per share pursuant to sections 645 to 649 of the Companies Act 2006.

Share capital as at 31 December 2014 amounted to £0.6m. During the period, the Company also issued 45,000,000 ordinary
shares of 0.1p for consideration of £207.0m. The share premium (net of transaction costs) is £204.0m as at 31 December 2014.

2014
£m

0.6

£m

−

0.6

−

0.6

Number of
shares

−

603,941,249

45,000,000

648,941,249

Issued and fully paid

648,941,249 ordinary shares of 0.1p each

At 24 January 2014

Scheme of arrangement

Issued

At 31 December 2014

190 Informa PLC Annual Report 2014

NOTES TO THE COMPANY FINANCIAL STATEMENTS (CONTINUED)FOR THE PERIOD 24 JANUARY TO 31 DECEMBER 2014www.informa.com8. CAPITAL AND RESERVES

Share
capital
£m

Share
premium
account
£m

Reserve
for
shares to
be issued
£m

Issue of shares under Scheme of Arrangement

2,627.1

Capital reduction (Note 7)

Acquisition of ESOP Trust

Shares issued (net of transaction costs)

Share-based payment charge

Profit for the period

Dividend paid

At 31 December 2014

(2,626.5)

−

204.0

−

0.6

204.0

Merger
reserve
£m

872.9

−

ESOP
Trust
shares
£m

Profit
and loss
account
£m

Total
£m

−

(0.2)

−

3,500.0

2,626.5

0.3

−

141.6

(38.6)

−

0.1

204.0

1.1

141.6

(38.6)

872.9

(0.2)

2,729.8

3,808.2

−

1.1

−

1.1

The Scheme of Arrangement created share capital of £2,627.1m and since the investment was held at fair value, a merger
reserve of £872.9m was recognised.

As at 31 December 2014 the Informa Employee Share Trust held 737,272 ordinary shares in the Company at a cost of £737
and a market value of £3.7m. 737,272 shares held by the Employee Share Trust have not been allocated to individuals and
the remaining shares have been allocated to individuals in accordance with the Deferred Share Bonus Plan as set out in the
Directors’ Remuneration Report on pages 93 and 105. Dividends on the shares held by the Employee Share Trust are waived.

9. SHARE-BASED PAYMENTS
Details of the share-based payments are disclosed in the Consolidated Financial Statements (Note 11).

10. DIVIDENDS
During the period an interim dividend of £38.6m was paid by the Company. Details of the dividend payments are disclosed
in the Consolidated Financial Statements (Note 15).

11. POST BALANCE SHEET EVENTS
There have been no significant events since the reporting date.

Annual Report 2014 Informa PLC 191

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
AUDIT EXEMPTION

With the re-domicile back to the UK this year, the Group has applied the audit exemption allowed under section 479A–479C of the
Companies Act 2006. The changes to company audit and reporting requirements remove the requirement for UK subsidiaries to
be audited, if the requirements in section 479A–479C of the Companies Act 2006 are met.

The list below provides those UK subsidiaries where the Group has taken the audit exemption for the year ended
31 December 2014.

Audit exempt companies

Agra Informa Limited

Cityscape Exhibitions Limited

IBC (Ten) Limited

IBC (Twelve) Limited

IBC Fourteen Limited

IIR (U.K. Holdings) Limited

IIR Management Limited

Informa Finance UK Limited

Informa Finance USA Limited

Informa Holdings Limited

Informa Overseas Investments Limited

Informa Six Limited

Informa Three Limited

Routledge Books Limited

Registration numbers

00746465

08790203

01844717

03007085

03119071

02748477

02922734

08774672

08940353

03849198

05845568

04606229

04595951

03177762

192 Informa PLC Annual Report 2014

www.informa.comFIVE YEAR SUMMARY

2014
£m

2013²
£m

2012²
£m

2011
£m

2010
£m

Results from continuing operations

Revenue

Adjusted operating profit

Statutory operating (loss)/profit

Statutory (loss)/profit before tax

(Loss)/profit attributable to equity holders of the parent

1,137.0

334.1

(2.4)

(31.2)

(52.4)

1,130.0

1,111.1

1,140.0

1,096.1

334.7

146.0

115.4

(6.5)

330.5

127.8

70.3

90.6

313.3

129.9

88.2

75.4

Assets employed1

Non-current assets

Current assets

Non-current liabilities

Current liabilities

Net assets

Financed by1

Equity

Non-controlling interest

Key statistics (in pence) from continuing operations

Earnings per share

Diluted earnings per share

Adjusted earnings per share

Adjusted diluted earnings per share

1 The numbers reported include continuing and discontinued operations.
2 Restated for the change in accounting for joint ventures (see Note 5).

290.0

162.7

123.7

98.9

2,820.9

299.5

(867.8)

(851.7)

2,578.3

2,432.6

306.2

(994.5)

(658.3)

279.6

(967.6)

(553.5)

2,641.4

292.2

2,755.6

320.1

(1,016.4)

(1,003.0)

(593.5)

(692.3)

1,231.7

1,191.1

1,323.7

1,380.4

1,400.9

1,230.2

1,190.1

1,323.7

1,382.1

1,400.9

1.5

1.0

−

(1.7)

−

1,231.7

1,191.1

1,323.7

1,380.4

1,400.9

(8.6)

40.3

17.1

40.1

15.0

37.7

37.6

12.5

36.1

36.0

16.5

32.8

Annual Report 2014 Informa PLC 193

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
LEGAL NOTICE

NOTICE CONCERNING FORWARD-LOOKING STATEMENTS
This Annual Report contains forward-looking statements. Although the Group believes that the expectations reflected in such
forward-looking statements are reasonable, these statements are not guarantees of future performance and are subject to a
number of risks and uncertainties and actual results and events could differ materially from those currently being anticipated as
reflected in such forward-looking statements. The terms “expect”, “should be”, “will be” and similar expressions are intended to
identify forward-looking statements. Factors which may cause future outcomes to differ from those foreseen in forward-looking
statements include, but are not limited to, those identified under “Principal Risks Factors” on pages 62 to 65 of this Annual Report.
The forward-looking statements contained in this Annual Report speak only as of the date of publication of this Annual Report.
Except as required by any applicable law or regulation, the Group expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statements contained in this document to reflect any change
in the Group’s expectations or any change in events, conditions or circumstances on which any such statement is based.

WEBSITE
Informa’s website www.informa.com gives additional information on the Group. Information made available on the website
does not constitute part of this Annual Report.

194 Informa PLC Annual Report 2014

www.informa.comSHAREHOLDER INFORMATION

REGISTRARS
All general enquiries concerning holdings of ordinary shares in Informa PLC should be addressed to our registrars,
Computershare Investor Services PLC (“Computershare”):

Computershare Investor Services PLC
The Pavilions, Bridgwater Road
Bristol, BS99 6ZZ

Helpline: +44 (0)870 707 1679
Website: www.investorcentre.co.uk

The shareholder helpline is available between Monday and Friday, 8.30 am to 5.30 pm.

To access your shareholding details online, go to www.investorcentre.co.uk. To register to use the website, you will
need your shareholder reference number as shown on your share certificate or dividend voucher.

The website enables you to:

view and manage all of your shareholdings;
register for electronic communications;
buy and sell shares online with the dealing service; and
deal with other matters such as a change of address, transferring shares or replacing a lost certificate.

DIVIDEND
Informa usually pays a dividend to all shareholders twice each year. Shareholders can arrange for dividends to be paid by
mandate directly to a UK bank or building society account through the BACSTEL-IP (Bankers’ Automated Clearing Services)
system. You can register your bank or building society details online at www.investorcentre.co.uk or contact Computershare
for a dividend mandate form.

If you wish receive your dividends in a different currency, you will need to register for the global payments service provided
by Computershare. Further information can be found on the Computershare website.

Alternatively, shareholders can elect to receive shares instead of cash from their dividend allocation through the Dividend
Reinvestment Plan (“DRIP”). For further details on the DRIP, including terms and conditions, you should contact Computershare
or visit their website.

SHARE DEALING
If shareholders wish to buy or sell any Informa shares, they can do so by calling the Company’s stockbrokers, Equiniti Financial
Services Limited on 0808 208 4433. Instructions on how to deal will be provided over the phone. The helpline is open 8.00 am
to 4.30 pm UK time, Monday to Friday, except bank holidays.

CREST ELECTRONIC PROXY VOTING
The Company will be accepting proxy votes through the CREST Electronic Proxy Voting system.

SHAREGIFT
ShareGift (registered charity no. 1052686) is an independent charity which specialises in accepting donations of small numbers
of shares which are uneconomic to sell on their own. ShareGift is particularly designed to accept unwanted shares and uses the
ultimate proceeds to support a wide range of UK charities. Over £14m has been given by ShareGift so far to over 1,700 different
UK charities. Further information about ShareGift can be found on their website, www.ShareGift.org or by calling 020 7930 3737.

Annual Report 2014 Informa PLC 195

www.informa.comSTRATEGIC REPORTGOVERNANCE FINANCIAL STATEMENTS
SHAREHOLDER INFORMATION (CONTINUED)

ELECTRONIC SHAREHOLDER COMMUNICATIONS
As part of Informa’s Corporate Social Responsibility programme, and in particular our ongoing commitment to reduce our
environmental impact, we offer all shareholders the opportunity to elect to register for electronic communications. For further
information please visit www.investorcentre.co.uk/ecomms.

PROTECTING YOUR INVESTMENT FROM SHARE REGISTER FRAUD
Over the last few years a number of companies have become aware that their shareholders have received unsolicited phone calls
or correspondence concerning investment matters. These are typically from brokers who target existing shareholders offering to
sell what often turn out to be worthless or high risk shares in US or UK investments. They can be extremely persuasive and very
persistent. Shareholders are advised to be very wary of any unsolicited advice, offers to buy shares at a discount or offers of free
company reports.

If you receive any unsolicited investment advice:

Make sure you get the correct name of the person and organisation.
Check that they are properly authorised by the Financial Conduct Authority (“FCA”) before getting involved. You can check
at www.fca.org.uk.
Report the matter to the FCA by completing an online form at www.fca.org.uk.
Inform Computershare on 0870 707 1679.

TIPS ON PROTECTING YOUR SHAREHOLDING

Ensure all your certificates are kept in a safe place or hold your shares electronically in CREST via a nominee.
Keep all correspondence from Computershare in a safe place, or destroy correspondence by shredding it.
If you change address, inform Computershare. If you receive a letter from Computershare regarding a change of address
and you have not recently moved, contact them immediately.
Know when the dividends are paid and consider having your dividend paid directly into your bank. If you change your
bank account, inform Computershare of the details of your new account. Respond to any letters Computershare send
to you about this.
If you are buying or selling shares, only deal with brokers registered in the UK or in your country of residence.

ADR PROGRAMME
On 1 July 2013, Informa established a Level I American Depositary Receipt (ADR) programme with BNY Mellon, the global leader
in investment management and investment services. Each Informa ADR represents two ordinary shares and trades on the OTC
(over-the-counter) market in the US under the symbol “IFJPY” (ISIN US45672B2060). Investors can find information on Informa’s
ADRs on www.bnymellon.com/dr.

Informa’s ordinary shares continue to trade on the Premium Main Market of the London Stock Exchange (LSE) under the symbol
“INF” (ISIN: GB00BMJ6DW54).

196 Informa PLC Annual Report 2014

www.informa.comDesigned and produced by Luminous
www.luminous.co.uk

Global Exhibitions photography courtesy of
Arab Health. Other photography by Philip Gatward
and Simon Jarratt.

Illustrations by Brett Ryder and Aude Van Ryn.

and

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This report is printed on UPM Fine Offset, a paper
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All pulps used are Elemental Chlorine Free, and the
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Our current registered
office address is:

37-41 Mortimer Street
London W1W 7RE
t: +44 (0)20 7017 5000
e: info@informa.com
www.informa.com

From the 26th May 2015
this will change to:

5 Howick Place, London SW1P 1WG
t: +44 (0)20 7017 5000
e: info@informa.com
www.informa.com