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Strength
& Specialisation
Informa Annual Report
and Accounts 2022
Informa in 2022
GAP 2 momentum
Revenue
£2,262m
2021: £1,583m
Underlying*/reported
revenue growth
31.4%/42.9%
Adjusted*/statutory
diluted earnings per share
24.4p/9.4p
2021: 4.6%/7.4%
2021: 12.9p/2.3p
Dividend per share
9.8p
2021: 0.0p
Colleague
engagement score
79%
2021: 80%
Dow Jones
Sustainability Index score
79
2021: 78
Known, engaged and
marketable audience
15m
2021: 10m
In this report
Strategic Report
Governance Report
About Informa, our markets
and how we work
Performance
and momentum in 2022
How we are governed
and the Board’s activity
Informa at a glance
Why invest
Introduction from the Chair
Group Chief Executive’s Review
Group strategy
Business model
Market trends
FasterForward
Life at Informa
Relationships and engagement
Business snapshot
2
4
6
8
14
18
20
24
30
36
40
Business Review
– Academic Markets
& Knowledge Services
– B2B Markets & Digital Services
– Informa investments
Key performance indicators
Risk management
– Principal risks and uncertainties
– Climate impacts
– Viability Statement
Financial Review
Non-Financial and Sustainability
Information Statement
42
42
46
54
56
58
62
70
74
76
90
Chair’s introduction to governance
Board of Directors
The Board’s year
Section 172 Statement
Compliance with the
UK Corporate Governance Code
Nomination Committee Report
Audit Committee Report
Directors’ Remuneration Report
Other statutory disclosures
Statement of Directors’
responsibilities
92
94
98
104
105
109
112
122
142
144
Financial strength
Market specialisation
Adjusted*/statutory operating profit
£496m/£184m
2021: £313m/£34m
Free cash flow*
£418m
2021: £362m
Group net debt (total operations)
£245m
2021: £1,435m
Sale of Informa Intelligence
and focus on Academic
and B2B Markets
Acquisition of specialist
content and audience business
Industry Dive
International expansion in
specialist market for B2B
Professional Beauty & Personal Care
Financial Statements
Full financial statements for the
year ended 31 December 2022
Independent Auditor’s report
Consolidated Income Statement
Consolidated Statement
of Comprehensive Income
Consolidated Statement
of Changes in Equity
Consolidated Balance Sheet
Consolidated Cash Flow Statement
Notes to the Consolidated
Financial Statements
Parent Company Balance Sheet
Parent Company Statement
of Changes in Equity
146
159
160
161
162
163
164
237
238
Notes to the Parent Company
Financial Statements
Glossary of terms: alternative
performance measures
Five-year summary
239
245
247
Company
Information
Shareholder information
Advisers
248
250
We include International Financial
Reporting Standards (IFRS) and
alternative performance measures in
this report. Alternative performance
measures are defined in the glossary
on pages 245 and 246 and marked with
an asterisk the first time they are used.
Unless otherwise stated, all financial
metrics relate to Informa’s continuing
operations, following the divestment
of three Informa Intelligence businesses
during 2022 and their treatment
as discontinued operations.
1
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Informa at a glance
Purpose
Guiding principles
To Champion
the Specialist
Connecting people
Connecting knowledge
Connecting ideas
More freedom,
fewer barriers
We like to do things swiftly, flexibly
and with as few obstacles as possible
Think big, act small
We love ambitious thinking.
Success also comes from
rolling up our sleeves and
taking personal ownership
Trust must be earned
We build trust and confidence
by getting close to customers and
partners and offering support
every step of the way
Success is a partnership
We get to better answers by
combining skills and talents,
joining forces and embracing ideas,
wherever they come from
2
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Working in two markets
Academic Markets
Business-to-Business
(B2B) Markets
Specialist markets and subject matter categories
Including Medicine & Healthcare,
Education, Business & Management,
Psychology, Environmental
Sciences, Bioscience, Engineering,
Computer & Information Sciences,
Mathematics
Including Biotech & Pharma,
Health & Nutrition,
Artificial Intelligence,
Professional Beauty & Personal Care,
Private Capital, Aviation,
Gaming, Cyber Security
Products and services
Open research platforms,
pay-to-read publishing, journals and
ebooks, researcher services
Live and on-demand events,
digital research, media and content,
content syndication, B2B data services,
audience development, lead generation
4.5m
1.6m+
Research articles hosted on T&F Online
Live event visitors in 2022
8,100
400+
New books published in 2022
Major live and on-demand event brands
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Why invest
Financial strength and discipline
We have a highly cash generative business model and
disciplined approach to capital allocation. Our strong
financial position provides the flexibility to invest in
growth opportunities and create benefits for shareholders,
customers and colleagues.
Read more in the Financial Review on pages 76 to 89
£418m
Free cash flow
Strength
Growth opportunities in digital
and data-driven services
We are making investments to accelerate our digital
capabilities, including in how we collect and use first-party
customer data. This is driving the development of new
services, enhancing our existing products and customer
relationships and expanding our reach into new
audiences and adjacent markets.
See page 12 for a case study on how IIRIS,
our B2B customer data platform, is supporting
product development and customer success
4
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Continued growth of the knowledge
and information economy
Demand for specialist knowledge and information from
businesses and professionals continues to grow. Informa’s
purpose is to help specialists learn more, know more and
do more, and many of our products and services are mission
critical for customers.
Learn about trends in our markets on pages 20 to 23
$40bn
Size of B2B Media
& Business Information market (2021)
Leadership and scale in
specialist markets
We have scale leadership positions in our two markets
– Academic and B2B – with a strong weighting towards
North America. Within each business, we serve and
work deeply in highly specialist markets, operating
through major established brands.
See the Business Review on pages 40 to 55 for more detail
&
Specialisation
Excellence in sustainability
We have achieved top rankings in leading sustainability
indices as a result of a long-running focus on embedding
sustainability. We are making strong progress with our
FasterForward programme, which includes commitments
to carbon and waste reduction.
Discover more about FasterForward on pages 24 to 29
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Introduction from the Chair
The full focus of the Board
and leadership team is on
accelerating Informa’s growth
and specialisation
In the midst of extraordinary
challenges in the world around
us, 2022 has been a strong and
successful year for Informa.
This performance is not the
product of good fortune or timing,
but is a direct consequence of
decisions taken by the senior
management team and the
Board during the year and
through 2020 and 2021.
As many will know, the pandemic has
had a significant impact on Informa’s
live events businesses. We made
deliberate choices with a view to
protecting colleagues, securing the
company’s short-term stability and
preserving its long-term position
and prospects.
Guided by Informa’s purpose and role
in the world – to champion specialists
by connecting people with knowledge
– the business adapted in order to
continue to serve customers and
maintain critical relationships.
We preserved the culture and talent
in the company and maintained
continuity of leadership. We continued
to support growth areas such as open
research and data services and
focused on re-establishing a financial
position that would provide choices
coming out of the pandemic.
These past decisions served
shareholders, customers and
colleagues well in 2022 and will,
we believe, continue to support
the company’s progress in the
years to come.
John Rishton
Chair
6
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 GAP 2 ambition and focus
The Growth Acceleration Plan (GAP 2)
is the backdrop behind everything
the company is doing and aiming
to achieve.
With a considerable degree of
ambition, we took the decision in
the second half of 2021 to pursue
accelerated growth by focusing on the
areas in which Informa has leadership
positions, further specialising in our
markets and strengthening our B2B
digital services and capabilities.
Implementation has started in earnest
across GAP 2’s six areas, with good
results so far. The company has now
been reshaped to focus on Academic
Markets and B2B Markets. The move
to divest our Intelligence businesses
as part of that decision was executed
with remarkable effectiveness and
full consideration for the interests of
everyone involved, creating real value.
Informa’s digital and data investments
and capabilities continue to grow in
terms of products, platforms and
skills. We are also continuing to make
strong progress on our FasterForward
sustainability programme. This is not
only about acting with responsibility
and doing the right thing for the
environment and our communities;
Informa is serving a real customer
need for market-specific sustainability
knowledge and solutions.
It was pleasing to be able to restart
ordinary dividends at the half year and
further support shareholder returns
– one of GAP 2’s pillars – in the form
of a share buyback programme.
Global challenges and support
While Informa’s financial results for
2022 are positive and encouraging,
we are very aware of the broader
economic and geopolitical challenges
affecting countries, businesses
and individuals.
Spikes in inflation and increases
in the cost of living are widespread.
We are supporting colleagues as best
we can, including by providing a cost
of living supplement to half of the
colleague population in 2022,
reopening a special financial
assistance fund first established
during the pandemic and promoting
the extensive health and wellbeing
resources available to everyone.
Colleagues in China faced particular
pressures during periods of lockdown
in 2022, and with the help of customers
and partners in the Food & Hospitality
market, our management teams were
able to arrange the delivery of food
parcels to support colleagues and
their families.
Informa also made donations to
charities helping those affected by
the conflict in Ukraine and enabled
colleagues to take full advantage of
the company’s volunteering time and
match funding programmes to provide
help at a deeper level.
Outlook and confidence
Looking ahead, while it is likely
to remain a difficult environment
for businesses to operate in, I am
optimistic that global conditions
will improve and pressures on
individuals and markets will start
to ease.
with a focus on how the company
performs for all its stakeholders,
how it conforms with high standards
of business conduct and how it
delivers on its responsibilities to
the communities and markets we
operate in.
We take confidence in the fact that
Informa has already come through
the most challenging of periods.
The business navigated the height
of the pandemic with skill. It has a
proven adaptability and resilience,
with a strength of culture and high
calibre of management team that
is clear to see.
We recognise that the last few years
have placed considerable strain on
colleagues’ home and work lives.
Our real thanks go to everyone
for such continued dedication
and contribution to the business,
to our customers and to each other
as teams and colleagues.
The potential impact of macro-
economic factors will remain an
ongoing feature of Board discussions
in 2023. All of the Directors continue
to be committed to good governance,
John Rishton
Chair
8 March 2023
Long-term success and Section 172
Informa’s Board is committed to performing all the duties set out in
section 172 of the Companies Act 2006. These are to promote Informa’s
success for the benefit of its members as a whole, specifically by considering
the long-term consequences of all decisions, the interests of colleagues,
customers and partners and the impact of operations on the community
and environment, while maintaining high standards of business conduct
and acting fairly between members.
Full information on how we performed these duties can be found in the
Board’s year (pages 98 to 103) and in our Section 172 Statement on page 104
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Group Chief Executive’s Review
Informa is a strong company
today that is firmly on the path
to becoming an even stronger,
higher-quality and higher-
growth business tomorrow
Informa shareholders,
colleagues, customers and
any other partners who have
followed us over the last decade
will have seen a clear, deliberate
and progressive transformation in
our company.
Stephen A. Carter
Group Chief Executive
Back in 2014 and as part of our first
Growth Acceleration Plan, we chose
to focus the company on a series of
attractive and highly specialist end
markets. We identified and seized
the opportunity to build scale in
the exhibitions industry through
expansion and acquisition.
We decisively grew our position in
the US: one of the major locations
for research publishing, exhibitions
and all of our end markets.
We modernised and improved our
products and platforms, invested
in our brands, strengthened our
customer and partner relationships
and added talent at all levels. By the
end of 2019, this transformation had
created six consecutive years of
growth in revenue, profit, earnings,
cash flow and dividends.
Although the pandemic presented
extraordinary challenges for our
business during 2020 and 2021,
as it did for the wider world, the
choices we made then have created
a stronger Informa today.
We carefully managed our costs while
retaining the talent we knew would
be critical to our recovery and future
success. We stayed close to customers
and found new ways to serve them.
We sought – and were deeply
appreciative of – the support of
our shareholders. Most importantly
perhaps, we identified the power
of customer data and prioritised
investing in all our digital services,
even at the height of the pandemic.
We became a self-sustaining company.
And at the end of 2021, this gave us
the stability, opportunity and platform
to launch GAP 2, setting our ambitions
for further and faster growth and
embarking on a programme of
activities and investments to
get us there.
8
I N F O R M A P L C
A N N U A L R E P O R T A N D A C C O U N T S 2 0 2 2
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All three areas performed well in 2022.
Subscription renewals remained high;
we saw growth in ebooks supported
by continuing investment into our
digital books platform; and our open
research business made further good
progress as GAP 2 investment ramped
up in technology and process
improvements, marketing and
broadening our services.
Across our three B2B Markets
businesses – Informa Markets,
Informa Tech and Informa Connect –
the pace and rate of return to live
events meant that our operating and
financial performance exceeded initial
expectations, even though Mainland
China and Hong Kong remained for
the most part closed during 2022.
We were able to run a largely
full calendar of live and on-demand
events in North America, Latin
America, EMEA and other parts
of APAC. Attendance, customer
satisfaction, financial performance
and rates of rebooking confirm that
businesses and professionals see
considerable value in the specialist
B2B brands we have built and invested
in, and the quality of the live
experiences we deliver.
In 2019, Mainland China and
Hong Kong contributed over £300m
in B2B revenues. By comparison, this
figure was just over £55m in 2022,
including where we temporarily
moved brands that normally run in
Hong Kong to other regional locations
such as Singapore and Dubai. In China,
the Government started a post-
pandemic reopening programme
towards the end of 2022, which is likely
to see B2B events restart during 2023.
We are looking forward to the
progressive return of more normal
conditions in the region, for the
benefit of our colleagues, customers,
and the international flow of trade
and innovation that helps many of
our markets to thrive.
A key GAP 2 target is to grow B2B
digital services and we made progress
on this ambition in 2022. For Informa,
digital services comprise a range of
products that help businesses connect
with customers, marketers reach
target audiences and professionals
find the knowledge they need via
digital platforms, digital content
and data-driven services.
B2B digital services revenue grew over
30% in 2022. This is in part due to
strong performances from existing
brands including Informa Tech
research business Omdia, and in part
the effect of adding specialist digital
businesses including NetLine and
Industry Dive to the Group.
Improving growth in 2022
The fruits of those decisions are clear
to see. 2022 was a highly successful
year in and of itself, with strong
growth in all our businesses,
high levels of customer satisfaction,
encouraging colleague engagement,
an excellent sustainability
performance and improving
shareholder returns. Informa closed
2022 as one of the 15 highest-
performing stocks in the FTSE 100.
It was also a year when we made
important progress with GAP 2 and
towards becoming a more specialist,
more digital, higher-quality and
higher-growth company in the future.
Informa delivered strong growth
in revenues and profit in 2022.
Measured on a continuing basis,
Group revenues were £2,262m
(2021: £1,583m), reflecting underlying
growth of 31% and reported growth
of 43%. Adjusted operating profit
was just under £500m (2021: £313m)
and £184m (2021: £34m) when
measured on a statutory basis.
Progress in all our businesses
These financial results spring
from improving growth in all of our
businesses. Our Academic Markets
business, Taylor & Francis, is
performing well and with consistency.
Its underlying revenue growth was 3%,
up from 2.4% in 2021, putting the
business well on the way to meet our
GAP 2 target of 4% growth by the end
of 2024.
Taylor & Francis is focused on
three key areas: a well-established
pay-to-read business where expert
research is accessed through
annual or multi-year subscriptions;
a fast-developing pay-to-publish
and open research business where
published research is supported by
funding grants and made broadly
available; and an advanced learning
business that publishes books
and ebooks in specialist subject
matter categories.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Group Chief Executive’s Review
continued
Financial strength
and flexibility
Informa is a cash generative business,
and we make cash generation an
operating priority because it provides
the means to continue to invest in
improving our products, expanding
our services, supporting colleagues
and acquiring businesses. During the
pandemic, we put even more focus on
cash generation and cash conversion,
leading to an improvement in our
working capital processes and
additional investment to improve
overall cash delivery.
This focus and investment led to
significant outperformance in cash
generation over the last three years,
including in 2022, when free cash flow
reached £418m, an increase on £362m
in 2021 despite the significant working
capital inflow that year as events
started to return. This helped the
Group to end the year with no net
debt outside of the accounting effect
of leases. In all, this gives us flexibility
and optionality to grow though
making additional investments and
acquisitions while maintaining a
sustainable and sensible leverage level.
We have greatly appreciated the
support shareholders have provided
Informa over the last three years,
and it was important to us to return
to a more normal level of shareholder
returns once the company’s strength
and stability had been secured.
The Group’s improving performance,
combined with the proceeds from
divesting Informa Intelligence,
enabled us to start a share buyback
programme. The programme returned
over £500m during 2022 and has
continued into 2023, at a level that has
been increased from £725m to £1bn.
The Board also reinstated ordinary
dividends at the half year, and we
have made a commitment to pay out
a minimum of 40% of the Group’s
continuing adjusted earnings.
Accelerated sustainability progress
Our consistent attention and
progress in sustainability over
many years is demonstrated in
industry rankings and independent
assessments. We were ranked top
of the global media sector in the
prestigious Dow Jones Sustainability
Index (DJSI) for the second year
running and have maintained an A-
score from CDP on
environmental impact.
2022 was a year of strong
performance for our sustainability
programme. We have a long-
standing commitment to becoming
an ever more sustainable, positive
impact company, supported by
well-established initiatives delivered
by a growing team of professionals.
In 2020, we launched an accelerator
programme called FasterForward,
which is fully described on pages 24
to 29 and is intrinsic to Informa
becoming a higher-quality, higher-
growth business under GAP 2.
Through FasterForward, we are
embedding relevant sustainability
features and services into all of our
brands, serving what we see as
an increasing customer need and
opportunity. We are also focusing
on enhancing the areas where
we make a positive impact on our
communities and markets and
manage our environmental
impact responsibly.
10
Transforming through GAP 2
Informa not only performed well in
2022: we made good progress on
our GAP 2 ambition to transform
the company into a higher-quality,
higher-growth business, through
doubling down on serving specialist
markets and accelerating the pace and
rate of digitisation.
The first decision and step taken
under GAP 2 – to focus our portfolio
through divesting our three main
Intelligence businesses – was both
effectively and successfully completed
in 2022.
Our Pharma, Maritime and EPFR Fund
Flow Intelligence businesses were, and
remain, great businesses: growing,
with strong brands, high-quality
products, talented teams and
established customer relationships.
However, they operated in markets in
which we lacked the scale to grow and
truly compete in the long term while
continuing to serve customers well.
We saw high levels of interest in
each business. This demand, coupled
with considerable work by our
teams, allowed us to complete the
divestments swiftly – indeed ahead
of schedule – effectively and, we hope,
responsibly, by fully considering the
interests of our colleagues and
customers in the outcome and process.
We fully divested EPFR and entered
into partnerships for Pharma
Intelligence and Maritime Intelligence.
The stakes we continue to hold in the
latter two businesses are helping us
support their transition to new
ownership and benefit from their
ongoing and hopefully accelerated
future growth.
GAP 2 digital and data growth
Our divestment programme realised
a gross value of almost £2.5bn in less
than 12 months. We have immediately
put the proceeds to work, deploying
the funds and free cash flow to
support shareholder returns and
reinvest in the business for future
growth, future returns and customer
and colleague benefits.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Growing our digital services is the
most significant focus for GAP 2
investment, and it takes many forms.
In Academic Markets, we are
progressively modernising and
digitising our Taylor & Francis
business. Here, GAP 2 investments are
designed to accelerate this progress
by boosting investment in technology
and digital product development.
In doing this, we are seeking to create
a higher-growth business through
providing a greater range of
customers with a wider set of
high-quality and high-value services.
Expanding open research services is a
key focus. We have purposefully built
our open research business over the
last five years through expansion and
acquisition. Our range now includes
over 300 open access journals, hybrid
open journals, the Dove Medical Press
platform, the F1000 self-service
platform and open research services
for authors and funders.
We are working to increase
submissions of relevant, high-quality
research by tracking funding flows to
better understand where research is
being conducted and improving our
marketing to researchers. We are
also investing to make editorial and
production workflows more efficient
so that when research is accepted,
it is verified, published and can be
discovered and used by other experts
and researchers as quickly as possible.
Building our position in B2B
digital services
In B2B Markets, we have deep
connections with businesses and
professionals. Whether it is through
live and on-demand events, digital
media, content or research,
our brands hold direct and ongoing
relationships with customers working
in their markets. This gives us a wealth
of highly valuable, fully consented
first-party customer data in a series
of specialist markets.
c£2.5bn
Total value realised from the sale
of Informa Intelligence businesses
No.1
Ranked top of the global media
sector for sustainability by the
Dow Jones Sustainability Index
When the pandemic disrupted
in-person business activity, digital
interactions rapidly increased.
This greatly expanded the amount and
range of customer, audience, user and
behavioural data captured by our
products. In 2021 we made the choice
to create and invest in our B2B
customer data engine IIRIS, which
gathers and manages customer data
with relevant consents, and deploy
data insights to improve our products
and expand into new digital services.
IIRIS continues to be rolled out brand
by brand across our B2B Markets
businesses. Data volume and quality
remained a focus in 2022, supported
by work to embed technology into our
live and on-demand events (described
on pages 48 and 49) and upgrade our
digital media and content platforms.
IIRIS now tracks more than 1.5bn
customer interactions across our
products and we have increased
our known, engaged and marketable
audience (KEMA) to 15m, exceeding
our 2022 target.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Group Chief Executive’s Review
continued
Adding specialist
digital services
We are also growing our B2B
digital services by adding businesses
that expand our ability to connect
sellers with interested buyers,
marketers with engaged audiences
and people with knowledge in
specialist markets.
Two such businesses have recently
joined Informa Tech. In September
2022 we added Industry Dive: a
US-centred business that delivers
high-quality specialist content to
professionals in over 20 markets.
Industry Dive has brought proven
audience development and
content marketing services to our
B2B portfolio, added specialist content
– known as dives – in markets where
we do not currently offer it, and
contributed customer data and
audience insight into IIRIS.
Through investment and by providing
access to Informa’s existing audiences,
we are accelerating Industry Dive’s
growth into new markets, with three
new dives launched under our
ownership so far.
NetLine, which enables marketers to
directly target active buyers through
syndicated data and personalised
content, joined Informa Tech at the
end of 2021.
We are now providing NetLine with
access to the first-party data held in
IIRIS while investing in further product
development. This includes more
sophisticated services that track buyer
intent to make customers’ marketing
activity more effective and maximise
return on investment.
Strength and support
Outside our business, 2022 has proved
to be another year of uncertainty and
challenge, albeit for different reasons
than in 2020 and 2021.
The tail impacts of the pandemic,
coupled with the conflict in Ukraine,
have created a range of economic and
geopolitical issues. While the conflict
has not had a direct impact on Informa,
as we do not have operations or supply
chains in the region, its effect on energy
and food prices has contributed to
spikes in inflation that, in turn, have
led to rising interest rates.
12
IIRIS delivering impact
A successful example of how IIRIS
delivered impact in 2022 was in the
Informa Markets Pharma portfolio,
home to specialist brands including
CPHI, a global marketplace for the
pharma ingredients industry,
and Pharmapack, the leading
international drug delivery
and packaging brand.
IIRIS Segment was then used to
profile visitors according to their
interest in different product types.
This enriched data powered a
new marketing campaign for the
Pharmapack Europe live event,
targeting those who had shown
an interest in packaging content.
Almost 10% of registrations to the
event came from this campaign,
bringing more engaged buyers to
the show and, in turn, driving greater
value and business opportunities
for exhibitors.
Our enhanced data is also being
used to make the digital marketing
services we offer customers more
valuable, providing higher quality
targeting and personalisation
opportunities on CPHI Online.
IIRIS was embedded across the
Pharma portfolio to help provide
a deeper understanding of our
customers and audiences and
their interests and preferences.
This enables us to target our
marketing more specifically to
customers’ interests and provide
a more effective marketing
services capability.
By deploying IIRIS Tracker across
CPHI Online and CPHI.com we were
able to monitor the behavioural
activity of audiences visiting the sites
– what content was read, which
product profiles were visited, what
videos were watched – and so on.
This has impacted the cost of living
for colleagues. It has also led to rising
input costs for businesses, which we
have sought to manage sensibly,
as well as increases in the cost of
financing for companies.
Supporting colleagues, developing
talent and making Informa a great
place to work are permanent priorities
for us. Given the broader economic
circumstances in 2022, we put in place
a specific and comprehensive support
programme for colleagues on a global
basis, comprising:
• The reopening our Colleague
Support Fund, enabling households
in need of extra help to apply
for direct financial assistance,
confidentially
• Our EAP colleague assistance
programme, which provides
expert advice and support
24 hours a day
• A one-time cost of living supplement
to those most affected, benefiting
around 5,000 colleagues
• A commitment to stay competitive
on salary and merit rises going
into 2023
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Momentum and growth
Informa is, at its heart, a growth
company, and it is encouraging
to be able to say we are firmly back
to growth.
We have started 2023 with
momentum and confidence, entering
the second full year of GAP 2 with
financial strength, options for further
investment and growth, and a
level of ambition that is as high as
I have known it.
The Board and my senior
management colleagues are very
aware of everything that goes into
delivering a year such as 2022.
To our colleagues, considerable thanks
goes to everyone who played a part in
our shared success and resilience over
the last three years.
To our customers, we deeply
appreciate the support and look
forward to continuing to deliver.
And to Informa shareholders,
we hope that the potential and
opportunity for further growth
and success is clear to see.
Stephen A. Carter
Group Chief Executive
8 March 2023
Strength and specialisation
Against this backdrop, our source of
strength, resilience and differentiation
continues to be our role as a champion
of specialists.
Nearly a decade ago, we took the
deliberate decision to focus on
highly specialist and sometimes niche
markets, with characteristics that
make our products particularly
desirable and valuable, and to
invest in our brands and the value
we deliver customers.
At Informa, we sometimes call this
the gold of small things.
In our B2B Markets businesses,
we operate through specialist
brands in the specialist markets for
Pharmaceutical Ingredients, Cyber
Security solutions, Aviation suppliers,
Manufacturing technology, Natural
Food supplements and many others.
These are sophisticated and
international industries, with high-
value products and fragmented supply
chains, where making the right
purchasing decisions really matters.
Our B2B products provide customers
with a key route to market and way
of generating leads and growing
their business: critical in all
economic environments.
In our Academic Markets business,
we serve researchers and knowledge
makers working in areas such as
cardiovascular risk, quality control
engineering technology, string
theory and geodynamic studies.
All of these specialist subject matter
categories are home to experts,
around the world, looking to promote
new discoveries, gain validation and
help further current knowledge and
future research. The research we
publish is also a significant input into
high-value research and development
decisions in businesses across sectors.
Informa 2023-2025
Informa has entered 2023 as a
more focused business, concentrated
on these two markets – Academic
and B2B – where we have the
strongest positions and, we believe,
the ability to grow further and faster.
Alongside academic research and
knowledge services and live and
on-demand B2B events, we are
progressively building our capabilities
and scale in B2B digital services,
a market of significant size
and opportunity.
We have a high proportion of
customer relationships that are
ongoing and recurring, including with
institutions that subscribe to research
or have multi-year pay-to-publish
agreements, exhibitors who forward
book event space and return to our
brands each year, and sponsors
and marketers who run regular
digital campaigns.
Informa also has a range of close,
mutually beneficial and value-creating
business partnerships. In 2022
we deepened several of these
relationships, including in the
specialist B2B market of Professional
Beauty & Personal Care and the key
regional market of the Middle East.
We pride ourselves in taking a
flexible approach, making us not only
a good partner for customers, other
businesses and investors, but also
a productive and enjoyable place
to work.
We pay close attention to our culture
and continue to nurture it. Informa
is relatively low on process and
bureaucracy and high on giving
colleagues ownership and freedom in
how our collective plans are delivered.
We work hard to make our company
an inclusive, supportive and rewarding
environment, encouraging discussion
and participation in all places and at all
levels, with the aim of making worklife
satisfying and successful, individually
and collectively.
All of these are important features
to us, and important to Informa’s
continued progress.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Group strategy
Our long-term strategy is to
accelerate growth by building depth
in specialist markets and increasing
the pace of digitisation throughout
the business.
We are delivering this strategy
through the 2021-2024 Growth
Acceleration Plan 2 and are making
strong progress in each of its six areas.
Market specialisation
and digitisation
14
I N F O R M A P L C
A N N U A L R E P O R T A N D A C C O U N T S 2 0 2 2
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1.
Portfolio Focus
2.
Digital & Data
Divest Informa Intelligence and focus on
Academic Markets and B2B Markets: the two
markets in which we have leadership positions
and the best opportunities for future growth.
Expand our digital services at an accelerated rate,
supported by the smarter use of data throughout
the business.
We divested our three Informa
Intelligence businesses during 2022
– Pharma, Maritime and EPFR Fund
Flow Intelligence – securing strong
new partners for our brands and
teams and successfully completing
the key part of our Portfolio
Focus programme.
We realised a value of almost £2.5bn
from the divestments. This is being
reinvested in growth initiatives
across the company and supporting
increased shareholder returns.
Informa entered 2023 as a more
focused business, organised around
and concentrated on accelerated
growth in Academic Markets and
B2B Markets.
In September 2022 we acquired
the US-based specialist B2B digital
content business, Industry Dive,
pictured above.
Industry Dive delivers relevant
high-quality content to professionals
in over 20 specialist markets.
Through building an engaged digital
readership in each market and
capturing data on audience interests
and behaviours, Industry Dive
provides marketers with targeted
access to audiences and highly
effective ways to connect with
potential buyers.
We are accelerating Industry Dive’s
expansion into more specialist
markets and harnessing its first-
party customer data across
our B2B businesses.
Divested the three Informa
Intelligence businesses
by the end of 2022
Group total digital revenues
of over £800m in 2022
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Group strategy
continued
4.
Investment
3.
Leadership
& Talent
Grow our talent and further develop our
leaders and colleagues, with a focus on building
world-class data and digital skills and making
Informa a great place to join and to stay.
Invest up to a further £150m in programmes
and projects that accelerate digitisation
and bring us closer to customers.
As part of strengthening Informa’s
data skills, B2B customer data
specialists in IIRIS delivered a
large-scale one-day virtual learning
event in September.
The event was designed to establish
a common understanding of key data
principles and showcase where data
insights are already creating customer,
product and commercial benefits.
It included introductions from
senior leaders on the importance
of data to our growth strategy,
the launch of a new company-wide
data framework, video case studies,
quizzes and a simulation exercise.
Over 5,500 colleagues took part in the
training and received a certification
in data-driven frameworks, with
further training exercises and
knowledge sharing planned for 2023.
Based on the structures and
processes that worked well during
GAP 1, a central GAP 2 programme
office has been established.
The programme office assesses
investment cases from each division
and allocates additional funding
to the most significant projects
that deliver on digital acceleration,
product development and
new and incremental growth.
Investments are continuously
measured against KPIs and metrics.
More than half of our investment
has now been allocated to
projects, with a strong pipeline
of initiatives underway.
Ranked in top 20 in Newsweek’s
100 Most Loved Workplaces®
in the UK
Over 20 scale projects approved
and financed in 2022
16
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
5.
Accelerating
Returns
6.
FasterForward
Share the benefits of accelerated growth
and value creation with shareholders.
Return up to £1bn in capital after
Informa Intelligence divestments.
Accelerate our sustainability performance
and embed sustainable practices
into all parts of our business, delivering
on our nine FasterForward targets.
After pausing dividends during the
pandemic to ensure the company’s
stability and financial security,
ordinary dividends were restarted
at the half year to share the benefits
of our continued recovery and growth
with shareholders.
We have committed to paying out
a minimum of 40% of our continuing
adjusted earnings.
This was supplemented with
the launch of a share buyback
programme in February 2022,
when the agreement to sell
Pharma Intelligence was signed.
The size of the programme started
at £100m and was expanded to
£725m during 2022 before being
increased to £1bn in early 2023.
We have taken significant steps
to reduce waste as part of our
commitment to halve the waste
generated by our products by 2025.
In Taylor & Francis for example,
print-on-demand has been expanded
to more locations to serve customers
who choose to buy print books rather
than ebooks.
This reduces product returns and
so potential waste. It also reduces
shipping distances, which cuts
down on the carbon generated
by production and transportation.
In 2022 94% of our paper came from
sustainable sources and all our print
books and journals were recertified
as CarbonNeutral® publications.
£517m of share buyback programme
completed in 2022 and ordinary
dividend restarted
Continued momentum with
FasterForward programme
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17
INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Business model
How we operate
As the world becomes more specialist and digital, our strategy,
purpose and the way we operate set us up well to deliver for
our shareholders, customers, colleagues and communities.
We work in
two markets
s
k e t
r
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Infor m
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t
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n
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t
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r
a
M
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2
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Inf o r m a T e
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c
And serve over
a dozen specialist
markets and subject
matter categories
A
c
a
d
e
m
i
c
T
a
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o
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&
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a
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v
ic
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s
To succeed,
we draw on
Colleagues and culture: Our success
comes from the skills and engagement of
colleagues, our ability to attract talent in
growth areas and a culture that enables
everyone to participate and thrive
Leading brands: We go to market through
dozens of specialist, well-established
brands. We invest continuously to
maintain their quality, profile, relevance
and reputation
Close partnerships: Many of our products
are created in partnership, including with
researchers, knowledge makers and
trade associations. Forming close and
mutually beneficial relationships with
partners is a priority
Resilient technology: Our products and
business operations depend on a strong
and reliable digital infrastructure,
and we invest in its resilience
Natural resources: While we make
relatively limited use of carbon and
natural resources, our long-running
sustainability programmes seek to limit
this use and manage our impacts
Effective financing: We make use of equity
and debt financing and maintain good
relationships and open communication
with our investors
18
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
We champion
specialists by
Creating benefits
and positive impacts
Creating products and services that help businesses
and professionals learn more, know more and do more
• We connect B2B buyers with sellers, help marketers
access target audiences, provide market insight,
research and learning to professionals and deliver
trusted knowledge to academics and researchers
• We have a wide range of product formats and take
a flexible approach to serving customers’ needs
• We have unique brands and imprints and continuously
invest to maintain their quality and customer value
Continuously developing and enhancing our brands
• We use qualitative and quantitative feedback and
customer data to keep improving our products
• We encourage innovation and empower teams
to take commercial decisions swiftly and seize
market opportunities
• We are improving our products and adding new digital
services based on our first-party B2B customer data
• We are embedding sustainability into all our brands,
serving an increasing customer need for
market-relevant knowledge and solutions
Entering partnerships and investing in new businesses
• Where it supports our strategy, we enter partnerships
to deepen our position in specialist or geographic
markets and invest in adding new businesses that
bring additional capabilities or scale
Managing and reducing our carbon and waste footprint
• We are making continued progress with our
FasterForward programme, which includes saving our
customers carbon and collaborating on waste reduction
Financial value for shareholders
Long-term and sustainable capital and income growth
through increase in equity value and shareholder returns
£500m+
Returned to investors through
share buyback programme in 2022
Business and professional benefits for customers
The knowledge and connections we deliver help
customers learn more, know more and do more
in their businesses and careers
£150m
Planned net GAP 2 investment
in enhancing and expanding products
Rewards for colleagues
Career development and satisfaction, financial rewards
and personal and professional support
£746m
Paid in salaries and other direct contributions to colleagues
Growth benefits for partners
Long-term relationships that deliver revenue growth
benefits and commercial opportunities
£938m
Spent with suppliers
Positive contribution to communities
Commercial activity, tax paid, partnerships and funding
contribute to our local communities
£591m
Global tax contribution
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19
INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information The trends and
developments we most
closely monitor are around
demand for knowledge and
information, and growth in
the specialist markets we work in.
The economy for knowledge and
information continues to grow ahead
of GDP, supporting ongoing demand
for the products and services we
deliver. Consultants Outsell forecast
that the global information industry
will grow at just over 6% a year
between 2022 and 2025.
While each of the specialist markets
we serve has different dynamics, we
have deliberately chosen to build scale
in markets that have long-term growth
potential and characteristics that suit
our products and services.
To provide insight into some of the
most relevant trends for Informa and
how we are responding to them, we
asked three colleagues closest to our
markets to share their perspectives.
Market trends
Transforming research
communication, equitably
Leon Heward Mills
Managing Director
Taylor & Francis
Researcher Services
In research communication, there is
transition underway in how research
is published and shared, from a more
traditional subscription-funded model
to a mixed model of subscriptions and
a funded open access environment.
The drive for this has come from
researchers and their institutions,
funders, publishers and policy-makers,
who recognise the benefits to both
researchers and society of open
access content.
How to make that transition successful
has been less clear-cut, with an
inherent risk that those without
funding for pay-to-publish services
could be cut out of the process.
Researchers working in Social
Sciences, Arts and Humanities
in particular receive much less funding
than their counterparts in Science,
Technology, Engineering and Medical
subjects but do work that is just
as crucial to solving humanity’s
many challenges.
One of the ways that Taylor & Francis
has been supporting this change
in publishing models, in a way that
nurtures research communities
who lack funding, has been through
transformative agreements.
These are agreed between publishers
and institutional libraries. Each is
individually negotiated and tailored to
customer needs, and through each
a path to transformation is agreed.
20
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 For some institutions this is a
transition entirely to open access
publishing; for others it is to
increase the proportion of open
access research coming from
their universities.
We have partnered with over 500
institutions through 23 transformative
agreements globally. The positive
impact has been seen across all
subject areas but particularly in Social
Sciences and Humanities disciplines.
In the first two years of our
transformative agreement in the
UK, almost 80% of articles published
open access through this agreement
have come from Social Sciences and
Humanities disciplines.
These agreements have produced
a model that allows researchers in
all subject areas to benefit from
the increased reach and impact
produced by publishing open access.
They also pave the way for a
continued, sustainable and stable
transition from publishing content
funded primarily by subscriptions to
the current mixed model environment,
and provide a basis to continue to
support customers if, in the future,
more want to publish in an
environment that is entirely
open access.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Market trends
continued
The commercial power
of face-to-face connections
The economic strength of India has
attracted large and developing
industries that inherently seek
innovation, trade and growth.
As one example, our largest event,
CPhI India, serves the Pharma sector.
The Indian Pharma market is rising at
an annual growth rate of 15%, double
that of the world market growth rate,
and it is estimated that one in three
pills in the US was made in India.
CPhI India is an established brand
with a 15-year history, growing in
importance alongside its industry
and supporting it as a platform for
knowledge sharing, networking and
doing business.
These and our other international
events performed very well, with
revenues around 95% of pre-
pandemic levels, despite the absence
of Chinese visitors due to the ongoing
impact of COVID-19 there.
Demand for domestic events came
back even more strongly than 2019,
reinforcing the value of reconnecting
in person. This enthusiasm has been
matched by the positive feedback
we have had on the experience
and commercial impact seen at
our shows.
With 12 months of strong activity
under our belt, the context of a
strong growth economy and
the rest of the world reopening fully,
including in China, we have plans
to maximise commercial potential
in India in 2023.
We are adding six shows, extending
international Informa brands,
including the launch of
nutraceuticals brand Vitafoods in
India. 2023 is set to be the biggest
and best year yet for Informa
in India.
Yogesh Mudras
Managing Director
Informa Markets India
2022 demonstrated that the
opportunity to make in-person
connections holds more value
than ever. With COVID-19-related
restrictions lifted across India for
the full 12 months, activity was
almost back to pre-pandemic levels.
We held all 26 of the major
exhibitions on our calendar and
saw strong levels of demand
across the board.
In part this enthusiasm was driven
by pent-up demand after two years
of disruption but, fundamentally,
it reflects the enduring value of live
events in India. The ability to make
face-to-face connections remains
very important in such a huge
and dynamic domestic
market supported by
a fast-growing economy.
India is also a regional hub,
with exhibitors and show visitors
travelling into and within the
country to access their industry’s
marquee events. From building
relationships in person and
gathering in one place at scale, to
making complex and high-value
purchasing decisions, exhibitions
deliver a lot.
22
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Helping
B2B marketers
reach
specialist
audiences
Robin Re
VP of Marketing
Industry Dive
The past few years have seen
massive shifts, not only in
consumer behaviour but within the
buying process B2B markets face.
Here, the path to purchase is
increasingly complex and filled
with almost a distracting amount
of information. The ability for
marketers to target and reach
the right audience at the right time,
with the right solution, is more
important than ever.
Add to this the rolling deprecation
of third-party cookies and continued
expansion of data privacy laws, and
it is clear that we will see more
B2B marketers seek to build owned
relationships, ripe with first-party
data, as a way to successfully reach
their target audience.
In this context, companies that can
build engaged audiences in specific
markets and offer ways to connect to
them are in a good spot. At Industry
Dive, we have built this capability
through delivering high-quality
specialist journalism and content,
and have now brought it to a broader
platform at Informa.
We have an owned audience of
14m industry decision makers in
over 25 industries, 3.1m of whom
are known and marketable through
daily email newsletter subscriptions.
Adding this to Informa’s customer
and market reach creates a unique
community of senior executives
not found anywhere else, with the
potential to give marketers a holistic
view of their target buyer’s intent
from online content consumption
to offline event participation.
The first industry of many to benefit
from this combined power was
Manufacturing. Launched in
November 2022, Manufacturing
Dive was introduced at a time when
sustainability, supply chain and labour
pressures weigh heavy on US
manufacturers. These companies
need to be connected with the right
solutions and insights to explore new
technologies, processes and locations
that will improve their operations.
As part of Informa and using the IIRIS
B2B customer data platform, we were
able to offer Manufacturing Dive to
relevant industry leaders and grew the
publication to more than 50,000 target
subscribers in less than three months.
We are looking to repeat this success
in many more markets this year,
connecting more marketers with
first-party data insights and specialist,
owned audiences than ever before.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information FasterForward
Sustainability is not only
about being a responsible
business and contributor
to our communities. For us,
it is an opportunity to better
serve customers and expand the
positive impact we can make in
our markets.
Accelerating our
sustainability impact
and performance
We have actively invested in our
sustainability programme and
capabilities for nearly a decade.
Our momentum and performance
have been recognised in independent
assessments. In 2022, for example,
Informa was ranked top of the global
media sector by DJSI for the second
year running.
Our role in connecting people
with knowledge means we directly
contribute to the UN’s Sustainable
Development Goal 4 (to ensure
inclusive and equitable quality
education and promote lifelong
learning opportunities for all) and
Goal 17 (to strengthen the means
of implementation and revitalise
the global partnership for
sustainable development).
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FasterForward programme
Consistent progress and performance
1.
2.
Become carbon neutral as a business
and across our products by 2025
Halve the waste generated through
our products and events by 2025
3.
Become zero waste and net zero carbon
by 2030 or earlier
4.
5.
6.
7.
8.
9.
Embed sustainability inside 100% of our
brands by 2025
Help and promote the achievement of
the UN’s Sustainable Development Goals
through our brands
Enable 1m disconnected people to access
networks and knowledge by 2025
Contribute $5bn per year in value for our
host cities by 2025
Contribute value of at least 1% of profit
before tax to community groups by 2025
Save customers more carbon than we emit
by 2025
2016
GAP 1 investment in sustainability
function and expertise
2017
DJSI named Informa an industry mover
2018
Entered DJSI World Index
Piloted tool to measure economic impact
of events
2019
Set Science Based Targets to a below 2°C level
Established event Fundamentals programme
Reached 95% of office electricity from
renewable sources
Launched Sustainable Development Goals
Online library
First two events achieved ISO 20121 certificate
2020
Launched FasterForward programme
and commitments
First accredited as a CarbonNeutral® company
Launched Better Stands event waste
reduction scheme
Achieved A- CDP rating
Offset 100% of colleague travel
2021
Ranked top of global media sector by DJSI
Upgraded Science Based Targets to a 1.5°C level
Achieved CarbonNeutral® publication
certification for all Taylor & Francis printed
books and journals
Piloted carbon offset option for
event attendees
Founding member of
Net Zero Carbon Events initiative
2022
Retained top DJSI global media sector rating
Published first TCFD assessment
Ran first certified CarbonNeutral® events
Expanded sustainability talent and capabilities
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information FasterForward
continued
that reduce or remove carbon.
This commitment aligns with the
boundaries set under the Science
Based Targets initiative.
Consistent industry-wide definitions
for net zero standards are not yet
settled. We will continue to focus on
reducing our emissions and those in
our value chain, monitor standards as
they evolve and be prepared to adjust
and align to any newly established
definitions. In the events industry,
we are a founding member of the
Net Zero Carbon Events initiative and
are participating in its work to create
definitions for the events market.
Progress on energy and carbon
We have reduced the carbon
emissions under our direct control,
known as Scope 1 and 2 emissions,
by 73% since 2017 through improving
energy efficiency in our offices,
consolidating offices and purchasing
renewable electricity directly or through
energy attribution certificates.
Scope 1 and 2 emissions and total
energy use fell further in 2022 thanks
to these measures. 95% of Informa
offices are now powered by renewable
electricity. Scope 3 emissions in 2022
were higher than in 2021 due to
the effect of business travel and live
events restarting after the pandemic.
FasterForward
We launched the five-year
FasterForward programme in 2020
to accelerate our sustainability
performance and focus on the
areas stakeholders tell us are
most important.
FasterForward is part of GAP 2,
reflecting our view that embedding
sustainability into everything we
do supports growth, customer
opportunities and long-term business
success. Targets related to delivering
FasterForward are also part of senior
management incentives.
We made good progress across the
programme in 2022 and, at its midway
point, remain well placed to meet our
ambitious 2025 targets.
Moving Faster to Zero
The knowledge and information
services sector makes relatively
limited use of natural resources
compared with many other industries.
However, we want to continue to
minimise our use of energy and
carbon. Our commitments are aligned
with what is required to keep global
temperature rises to a maximum of
1.5ºC and have been verified by the
Science Based Targets initiative.
We achieved our FasterForward target
of becoming carbon neutral across
our operations in 2020 and are making
steady progress towards becoming
carbon neutral across our products
by 2025.
In both cases, we aim to reduce our
absolute carbon emissions as far as
possible and use high-quality offsets
to compensate only for emissions we
cannot currently avoid. We purchase
offsets through Climate Impact
Partners, funding verified projects
that absorb or avoid greenhouse
gases being emitted and create
community or biodiversity benefits.
Our progress sets us up well to be
net zero carbon by 2030 or earlier.
Reaching net zero means reducing
the emissions associated with our
business, supply chain and the use
of our products and services by
customers as far as practical, or across
the full value chain as it is sometimes
called, and compensating for any
emissions that cannot be avoided by
purchasing high-quality carbon offsets
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Informa was recertified as a
CarbonNeutral® company in 2022
for the third year running, using the
CarbonNeutral Protocol’s definitions.
This currently assesses Scope 1, 2
and certain Scope 3 emissions and its
boundaries are reviewed and refined
each year. Our certifications are
also independently assured by
Bureau Veritas.
Across our products, all Taylor &
Francis physical books and journals
were recertified as CarbonNeutral®
publications for the second year
running against the CarbonNeutral
Protocol standards. More customers
each year are choosing to purchase
books in a digital format, with ebooks
accounting for over 40% of book
revenue in 2022. This shift will further
reduce our use of carbon over time
by reducing production, shipping
and storage requirements as well
as contributing to our waste
reduction target.
Midway through 2022, our first event
obtained CarbonNeutral® certification
under FasterForward – IMpower –
with a number of other events working
towards certification for 2023. 87%
of events by attendee numbers are
now powered by renewable electricity:
an important step towards our
carbon goals.
To support Informa’s digital services
growth, we joined DIMPACT as
a founding member in 2020 and
continue to contribute to its work.
DIMPACT is a collaboration between
University of Bristol researchers and
leading media industry companies to
better understand the carbon impact
of digital products.
This is an emerging field of research.
So far, studies suggest that most of
the carbon emissions from digital
products – which are lower than from
printed products – come from the
devices customers use and their
settings. As this research develops, we
will further assess ways to manage the
carbon impact of digital services such
as on-demand events and content.
Action on waste
In our events businesses, Better
Stands is the main contributor to our
goal to halve product-related waste.
This initiative encourages exhibitors
and their suppliers to replace
A carbon neutral first
IMpower has become our first CarbonNeutral® certified event under
FasterForward. The event, which brings together the international investment
management industry, reduced its waste and carbon footprint by using
renewable electricity, energy-efficient lighting and recycled carpeting.
Sustainable materials were used throughout the venue and sponsors
and exhibitors were encouraged to use digital rather than print materials.
To mitigate unavoidable emissions from event logistics, attendee hotel
rooms and travel, we used high-quality certified carbon offsets. This
carbon-offsetting initiative was supported by a high-profile industry sponsor.
Sustainability was also part of the event’s programming, with a dedicated
ESG and impact stage that facilitated knowledge sharing and discussions
to support the industry’s continued progress.
Product waste continues to fall
in Taylor & Francis. The number of
printed journals mailed to customers
without polywrap covers increased
from 50% in 2021 to over 75% in 2022,
and our aim is to remove all plastic
journal wrapping by the end of 2023.
In recent years we have increasingly
used print-on-demand facilities for
printed books. This better matches
production with demand and reduces
waste, transportation and storage
requirements. It is also helping us
manage and reduce the amount of
publications that need to be pulped.
single-use exhibition stands
with reusable stands made
from more sustainable materials.
Better Stands has now been
embedded into all our EMEA events
and is expanding across North and
South America, with customers asked
to eliminate single-use materials
within a specific timeframe.
In 2022 we started to introduce Better
Stands in Asia, piloting the approach
with three events in Hong Kong and
Japan and engaging with several major
contractors to prepare for changing
their sourcing and building processes.
Carpet at events is another potential
source of waste, but it can also
improve the aesthetics and acoustics
of a venue. We have continued our
trials of carpet-free events and
alternative flooring options, including
flooring from recycled materials that
are recycled again into other uses
when they reach end of life. As part
of these trials, we take feedback from
customers to make sure we strike
the right balance between event
experience and the sustainable
use of materials.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Travel consolidation
We have seen strong demand from
customers to return to live events
since the pandemic. This is particularly
true with large-scale exhibitions,
where the focus is on building
commercial relationships and
seeing and selling products.
Live events often require travel.
However, they also gather whole
communities in one hub city at the
same time, helping customers to
consolidate their travel into one flight
instead of undertaking multiple trips
to different suppliers, customers or
smaller forums to achieve the same
goals. In this way, effective scale
events can save time, money and
additional carbon emissions and
represent a strong return on
investment for customers.
As part of saving our customers
carbon and continuing to deliver
valuable and high-quality experiences,
we are assessing new ways to measure
and improve the value and level of
travel consolidation that our events
provide, including by using our IIRIS
customer data services to better
capture and analyse travel patterns.
Customer opportunities
Customers turn to our brands for
knowledge and connections that
inform their product development,
research and development priorities,
go-to-market approach and strategy.
Sustainability is increasingly relevant
to those areas, and one of most
exciting parts of FasterForward is
how we are helping our customers
meet their sustainability goals,
in turn strengthening our
relationships with them.
We measure progress with embedding
sustainability inside our events as
part of a 12-point checklist called the
Fundamentals. In 2022, we assessed
over 300 brands, with 86% scoring
full marks for including relevant
sustainability-focused content.
FasterForward
continued
Greener manufacturing
Our technology research and consulting brand Omdia launched a dedicated
industrial sustainability service for Manufacturing customers in 2022.
This comprehensive service reflects the commercial opportunity
sustainability can present, allowing us to reach new audiences and add
more value as our customers look to transition to a low-carbon economy
and make investment decisions focused on greener manufacturing.
The service includes a new database tracking tech start-ups focused on
industrial sustainability, a sustainability readiness survey that assesses
the level of investment in sustainability and manufacturer maturity and
an Industrial Sustainability Today newsletter that shares the latest updates
on tech-enabled environment developments.
This is an increase on 2021 when
around 100 brands were assessed
and 76% scored full marks.
Examples include an innovation
showcase at Farm Progress 2022,
which gave space to agricultural
technology start-ups showing
products designed to help
farmers plant, grow and harvest
more sustainably.
Our brands are also launching
new sustainability-related services,
including in Omdia, as shared above.
87%
Of events by number of attendee are
powered by renewable electricity
300+
Events participating in the
Fundamentals programme
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Community impact
Many of our teams are working
to multiply the positive impact of
their products.
In Taylor & Francis, as part of efforts
to connect people with knowledge
that they might otherwise not be able
to access, we created a dedicated
research hub on monkeypox during
its outbreak in 2022. This collection
of over 150 articles was made
freely available to access, offering
a readily accessible source of
trusted knowledge for public-health
practitioners, policy-makers
and the public and helping to
combat misinformation.
We continue to contribute to our
communities and charity groups
at a company and colleague level.
There was particular focus on
supporting those impacted by the
conflict in Ukraine during 2022 and
colleague and company donations,
including match funding, reached
over £350,000.
FasterForward,
moving forward
We are entering the second half of the
FasterForward programme with good
momentum and a strong focus on the
actions that will ensure we reach our
2025 goals.
Our event Fundamentals programme
is being expanded to include four
new criteria, including more stretching
targets on reducing waste and
consolidating customer travel that
will directly support the delivery of
our FasterForward commitments.
Research into the economic impact
events have on host cities was
disrupted during 2020 and 2021
when events were postponed due to
the pandemic. With conditions more
normal in most regions, we have
restarted these studies and plan
to expand our economic impact
calculations to all major host cities
over the next two years, using the
results to identify where we can
deliver more benefits to local
economies and communities.
Recognition and awards
We ranked top of the global media
sector for a second year running,
with a score of 79, in this measurement
of how large companies perform
against over 20 ESG criteria
We have a score of 9.3, placing
us in the negligible risk category
in Sustainalytics’ assessment
of companies’ exposure to
and management of ESG risk
DISCLOSURE INSIGHT ACTION
We have an A- ranking in CDP’s
measurement of disclosure
and environmental performance,
where an A score is considered
environmental leadership
We rank in the top 10% of the media
industry in ISS’s assessment of ESG
risks and impacts
We ranked seventh in EcoAct’s
review of FTSE 100 climate reporting
We have a Silver rating from EcoVadis,
which produces sustainability
scorecards for over 100,000 companies
MSCI measures resilience to financially
relevant ESG risks and has awarded
Informa an AA rating
Informa remains a member
of the FTSE4Good index series
Championing sustainability
Our dedicated Sustainability Report,
Championing Sustainability,
has many more examples of how
our brands and teams are embedding
sustainability and contributing
to FasterForward.
It includes more detailed insights
on our work and commentary
from senior management.
Our website is also home to additional
performance data.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Life at Informa
Our colleagues and culture
There is nothing more
important than our
colleagues and our culture.
Helping our colleagues to
live and work well and
ensuring they feel engaged and
supported delivers better results
and faster growth, and contributes
to thriving communities
and economies.
That is why we put time and
investment into making life at Informa
welcoming, engaging, productive,
rewarding and enjoyable, as well
as delivering on the basics of
good employment.
We invest in skills development,
cultural programmes and personal
benefits; enable colleagues to
share views and input; monitor
engagement and sentiment trends;
and manage risks related to our
people and attracting talent.
Colleague engagement metrics are
also part of our executive and senior
leadership incentive plans.
As an international company, we take
a globally consistent and long-term
approach to fostering our culture and
colleague experience. At the same
time, we provide flexibility at a country
level to take into account differences
in local practices, and adapt our
in-year focus according to market
conditions, colleague feedback and
what is needed to deliver our strategy.
Talent and GAP 2
To deliver GAP 2 successfully, we need
the right skills, particularly in digital
and data-related fields, a strong level
of colleague engagement and a broad
awareness and understanding of our
business priorities.
Leadership & Talent is a specific
stream of GAP 2 and the theme of our
2022 Annual Leadership Conference
was growing our talent, aligning senior
management around this focus.
Many new roles created in 2022 were
digital and data focused and we also
concentrated training opportunities
in these areas to help colleagues
progress their careers in growth areas.
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As shown on page 16, over 5,500
colleagues took part in the first stage
of our data-driven journey learning
programme, created by IIRIS and
tailored to the skills and knowledge we
need to understand and gain insights
from the extensive data we gather.
Colleagues have access to LinkedIn
Learning’s extensive online library
of virtual courses, allowing for
self-directed development and the
flexibility to take training on a wide
range of topics at a convenient time.
Attracting and
retaining talent
Because of the increasing importance
of new skills and a competitive
employment market in many of our
locations, we created several new
programmes in 2022 to help us
better attract and retain talent.
Through workshops and interviews,
we spent time understanding more
deeply what colleagues most value
about life at Informa. This has led to
a new articulation of our employer
brand, shown on page 35, and we
intend to focus new investments into
the areas colleagues have highlighted
as important to them.
We are working to raise our profile as
a great place to work, supported by an
increase in talent marketing and digital
campaigns that communicate what
makes us different. As part of this
work, Informa was certified as a Most
Loved Workplace® by the Best Practice
Institute in 2022 and ranked in the top
20 in Newsweek’s list of UK workplaces.
To support high-quality recruitment,
we run training for hiring managers on
topics such as how to use social media
platforms to attract talent and how
to avoid bias in interviews. This helps
ensure we secure the diversity of
talent needed to serve our diverse
customer communities well.
The work does not stop when a hire
is made. We created a cross-functional
onboarding programme in 2022 to
create a great first impression and
help new colleagues settle in and be
productive as quickly as possible.
When Informa acquires businesses,
welcoming and engaging new
colleagues is also built into the
integration programme. This helps
us retain talent during a time
of transition, which is often
a considerable part of the value
of the business.
Early career programmes continue
to be important to us. Over 120 UK
colleagues are currently studying for
apprenticeships. We welcomed our
eighth intake of graduates under the
Informa Graduate Fellowship Scheme
in 2022. This scheme offers recent
graduates the chance to explore
different roles and take advantage
of mentorship and training while
bringing new perspectives to
the company.
As of the end of 2022,
Informa had just over 11,000
colleagues in 35 countries.
Our largest hubs are in the
US (3,600 colleagues), UK (3,500)
and China (1,000). Our colleague
base is largely employed on a
permanent basis, but we
consider all colleagues to be
part of the company, with
everyone receiving company
communications and
invited to take part in
town hall discussions.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information An engaging culture
Informa colleagues are knowledge
workers and often specialists in their
field. To help everyone contribute
and do their best work, we have
deliberately built a culture based on
open engagement and a high degree
of information sharing.
We run year-round communications
programmes at a company and
divisional level that keep colleagues
informed about business performance,
people updates, new initiatives
and personal and professional
opportunities. The Group CEO shares
regular video updates and holds
virtual and in-person town hall
conversations where no topic is off
the table. He also holds roundtables
to get to know and hear the views of
individual communities, such as our
graduate fellows.
We run an annual confidential
company-wide engagement survey
called Inside Informa Pulse as well
as more frequent divisional and
team-level check-ins. Pulse results
are a key performance indicator for
the company and we aim to maintain
high levels of participation
and engagement.
The feedback provided through Pulse
is reflected in the actions we take.
For example, we increased internal
communications about GAP 2
based on colleague desire to learn
more about the programme, creating
a suite of management interviews,
project case studies, animations and
infographics to share a greater depth
of information.
How we work
Maintaining a good culture also relies
on policies and processes that equip
everyone to make the right decisions
at work and raise a concern if anything
appears wrong.
Life at Informa
continued
All colleagues are introduced to our
Code of Conduct, guiding principles,
key company policies and the Speak
Up confidential whistleblowing service
on joining. We conduct regular
refresher training, which in 2022
included phishing simulations and
cyber security awareness learning,
and share reminder communications
throughout the year. To further
support a positive and supportive
workplace, we expanded existing
anti-bullying and anti-harassment
guidance into a dedicated Respect
at Work Policy in 2022.
Key policies and guidance, financial
information on our share plans and
the Pulse survey are translated
into multiple languages to ensure
colleagues in all locations can fully
engage with them.
Rewarding work
Being recognised and fairly
rewarded is important to colleagues
everywhere. Informa is an accredited
Living Wage Employer, although the
nature of our work means that
colleague compensation is typically
much higher than that level.
Inclusion and belonging
We believe we are a better place to work, a more successful business and
a stronger part of our communities when we make diversity and inclusion
part of everything we do. Through our AllInforma programme, we aim to
make continuous progress on expanding diversity and embedding inclusion,
driven by data and informed by the matters that colleagues, customers
and partners tell us are most important to them.
AllInforma further expanded during 2022. We invested in talent, adding
to our diversity and inclusion teams at a company-wide and divisional level
to provide more capacity for delivering initiatives.
Our reverse mentoring programme, where senior managers are mentored
by colleagues with lived experiences different from theirs, was expanded
and has proved popular, with many continuing their relationship after the
end of the formal pairing. We have introduced a new category into our
annual company awards to celebrate and spotlight successful work
to advance greater diversity and inclusion at Informa.
We have five company-wide colleague-run networks that play an important
part in supporting and connecting colleagues from diverse communities
and driving awareness of inclusion. They are open to anyone who identifies
with the network’s focal community or wants to be an ally. Each receives
central funding and has an executive sponsor from senior management and
a non-executive sponsor from the Board, benefiting from their counsel and
enabling each community to provide direct feedback to Informa’s leaders.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Many of the countries we work in
experienced an extreme spike in
inflation and increase in the cost of
living in 2022. We created a package
of extra support to help colleagues
and their families and will continue
to monitor how these trends affect
our communities through 2023.
The extra support package included
a one-time cost of living supplement
paid in November to colleagues
earning below median salary in
each country. We also reopened
our Colleague Support Fund, first
introduced during the pandemic,
allowing any colleague to make
an application for additional
financial assistance.
Our broader approach to making
life at Informa rewarding includes
investing in a flexible range of
benefits. These are tailored by country
and our aim is provide colleagues with
choice to suit their circumstances.
In the UK this includes a healthy living
subsidy for exercise and wellbeing
activities. In the US, we have expanded
our medical plan for 2023 to include
infertility benefits and introduced free
access to a virtual wellness platform.
We have significantly invested in our
two share plans so that colleagues can
benefit from Informa’s growth and
build a deeper connection with the
company by becoming a shareholder.
Our ShareMatch plan offers two free
shares for every share purchased, the
most generous level allowed under
UK scheme rules. We are expanding
ShareMatch to colleagues in 12 new
countries during the first half of 2023.
This will give over 95% of the company
the option to become a shareholder
in an easy and rewarding way.
Support and wellbeing
As in many businesses, the way we
work has changed since the pandemic.
While around 30% of our colleagues
are permanent homeworkers, most
other colleagues have adopted what
we call balanced working.
Our balanced working approach has
been designed to help teams be as
productive as possible while enabling
colleagues to benefit from flexibility.
Time in the office is designed to
be focused on team collaboration,
creative activity, coaching others and
All colleagues in the business as of
1 January 2022 were given an extra
week of holiday to take during the
year, in recognition of the strain
and travel disruption caused
by the pandemic.
There are times where we provide
hands-on support to colleagues too.
In early 2022, lockdowns in China
meant accessing food supplies
became difficult. Our local team
partnered with customers in the
Food & Hospitality industry to deliver
complimentary packages of food to
colleagues, providing extra comfort
and security at an uncertain time.
social events that support our culture,
while time working from home is
available for focused work and
individual flexibility.
The quality of our technology and
infrastructure helps colleagues work
well from anywhere. We have recently
invested in upgrading meeting room
technology in our largest hubs to help
teams connect well with other teams
and customers virtually.
Some wellbeing initiatives first
introduced during the pandemic
have become permanent features
of how we work. Everyone has access
to a third-party colleague assistance
programme, which provides advice
on a range of personal issues as well
as counselling, and we regularly
advertise the service within
the company.
We actively promote a culture that
makes good mental health and
wellbeing a normal and important
matter. This has many aspects,
such as colleagues who are trained
as mental health first aiders to offer
in-the-moment support to peers,
blogs and conversations on our social
intranet on topics such as menopause
that expand awareness and enable
colleagues to swap real-life
experiences, and encouragement
from senior managers to make
full use of holiday allowances.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Life at Informa
continued
Our communities
Colleagues often say that the people
they work with are the best part of
life at Informa. We like to make being
part of the Informa community as
enjoyable as possible, and our annual
charity walk, Walk the World, is the key
social event of the year.
Walk the World returned in full in 2022
after disruption during the pandemic.
Across over 50 locations, nearly 6,000
colleagues undertook local walks
supporting local charities, ending in
a chance to connect with each other,
celebrate and socialise. Walk the
World raised nearly £230,000 in 2022,
bringing our total raised over the
seven years it has run to £1.2m.
We also support charities and our
communities through volunteering.
Every colleague can take up to
four days each year of paid time to
volunteer their time or skills. This limit
was relaxed in 2022 for any colleague
undertaking work to support those
affected by the conflict in Ukraine.
Colleagues volunteered to sort
donations going to Ukraine and
organised for refurbished company
laptops to reach displaced families.
Colleagues and gender balance, as at end of 2022
Colleagues
Senior
management
and
direct reports
Directors
Female
6,694 (60%)
Female
39 (39%)
Female
5 (45%)
Male
4,441 (40%)
Male
61 (61%)
Male
6 (55%)
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 We spent time in 2022 understanding
what colleagues most value and enjoy
about Life at Informa.
Those views were reflected in a new
articulation of our offer and promise
as an employer, and will be coming to life
through new benefits and talent marketing
campaigns during 2023.
Watch colleague stories online:
informa.com/talent
Freedom
Impact
Community
Opportunity
Life at Informa means more
freedom and fewer barriers.
We champion energy, ambition
and experimentation.
Roll up your sleeves, join in and
help us make things happen.
Together, we work hard,
fast and sustainably to create
a positive difference
for our customers,
our communities, the world
around us and each other. You
can see the impact you have,
and that can be so rewarding.
It is our fantastic colleagues
who make Informa so special.
You can count on the support
of a diverse and international
community and a company
that’s here to champion
your success.
In a company with such a
broad reach, there is lots of
space to grow. And as we build
our business for the future,
we are creating even more
chances to grow, learn,
experiment and lead.
Informa is a place that celebrates diversity
in thought and encourages you
to look past your limits
Hanisha Kumar
Senior Marketing Manager
I’ve been fortunate to have had at least five or
six wonderful mentors throughout my time
at Informa. That’s been a real positive
of the graduate scheme
Luke Hallewell
Special Projects and Investor Manager
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Our relationships
with customers,
business partners and
investors are a source
of value and strength.
We pride ourselves on building close
and often long-term relationships
through a culture that reinforces
the importance of collaborating and
building trust with stakeholders.
We aim to work flexibly and ensure
our partnerships and relationships
deliver mutual benefits.
Continuous engagement is important
to this. Ongoing conversations,
interactions and data help us
understand the needs of our key
communities and enable us to
keep improving what we offer.
As a distributed business, where each
team has a high degree of ownership
and freedom, our relationships are
built and nurtured by many different
colleagues at different levels.
Our relationships are supported
by policies and processes where
needed or where we believe
they are an important part of
being a responsible business and
maintaining a strong reputation
for quality and good conduct.
Relationships and engagement
Customers:
championing specialists
Customers are the centre of our
purpose as a business: they are the
specialists that we seek to champion
and to help learn more, know more and
do more in their roles and businesses.
We have hundreds of thousands of
customers, taking into account the
professionals who publish or access
our research, attend a live or on-
demand event or engage with digital
content, as well as the businesses
subscribing to research and funding
publishing, exhibiting at an event,
sponsoring a product or using
our digital marketing and lead
generation services.
For the most part, our business
is organised into market-specialist
teams. This allows us to better
maintain strong relationships because
our colleagues can build a depth
of knowledge of the markets our
customers work in and so better
understand and anticipate their
needs. It also enables each team to be
more responsive and act on feedback
and market developments quickly.
Many of our customer relationships
are long term. Researchers and
professionals working within a
field will often engage with our
products throughout their careers.
Businesses that specialise in a market
may also have an ongoing relationship
with the Informa brands which
provide events, content, research
or digital services to that market.
Engaging and serving customers
In Academic Markets, our customers
look to find or publish verified and
trustworthy knowledge, and want
that knowledge to be easy to discover
and effective to use and apply to
their work.
In B2B Markets, sales and marketing
functions want to make high-value
connections, position their products
with the right audiences and secure
leads that turn into sales. Buyers are
looking to discover the right products
and partners for their business.
Professionals in all functions want
expert insight to help them do more in
their roles. All our customers look for
a smooth and excellent experience,
whatever the product.
To make sure we are serving these
needs, each team tracks and acts on
customer engagement, satisfaction
and feedback, using metrics relevant
to their products, with trends
reported to and monitored by
senior management.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Informa businesses are also
members of industry groups, which
provide another forum to work with
partners on shared opportunities and
responsibilities such as sustainability.
In 2022 we collaborated with
contractors, venues and trade
associations to produce a report on
sustainability in the US and Canada
trade show industry, containing
a collective action list for
industry progress.
Positive impact
We recognise that the way we engage
suppliers and partners can have
a positive impact on the supply
chain and our wider communities.
Our relationships are based on
policies that clearly set out our
expectations and are supported
by the right processes, with checks
and due diligence where needed.
All partners, including suppliers,
contractors and agents, are expected
to comply with the standards set out
in Informa’s Business Partner Code
of Conduct.
These include qualitative feedback
given directly to colleagues or through
surveys, and trends in product
satisfaction measured through
net promoter scores. We monitor
customer retention through exhibitor
rebooking for events, the renewals
of contracts and subscriptions and
broadening of relationships to new
products. Our digital products closely
track usage, engagement and
behavioural data to understand
what is working well and we adjust
our approach where needed.
To stay relevant and keep delivering
customer benefits, we cannot and do
not stay still. Our GAP 2 programme
involves additional investment
into what we offer customers.
This includes expanding the open
research services we provide,
improving the technology behind
our digital media platforms to deliver
a better experience and embedding
technology in live events to
create more value for exhibitors
and attendees.
Business partners:
shared standards and benefits
Like many businesses, Informa works
with a wide range of suppliers around
the world to build and deliver our
products. In some of our markets,
we also work with joint venture
partners and investors, co-owning
or investing in brands together. In all
cases, we aim to build resilient and
mutually beneficial relationships and
to only work with partners who
share our principles and standards
of conduct.
Where suppliers support one or a few
individual products, the relationship
will be managed by the colleagues
and teams closest to that product
and market. Where suppliers are
significant in size or deliver a critical
service, including our largest
technology partners and event
contractors, our Procurement teams
and senior management are involved
and we seek to form a deeper
relationship to maximise the value
of the collaboration and manage risk.
All of Informa’s key business
counterparties have relationship
owners who manage collaboration
and are accountable for the service
they provide.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information We continue to publish an annual
Modern Slavery Statement, which
describes in more detail how we seek
to prevent modern slavery and human
trafficking within our business and
supply chain.
Overall, Informa’s exposure to the
risk of modern slavery is considered
relatively low. In 2022, just 7% of our
expenditure was with third parties
located in countries rated as having
a high or very high risk of modern
slavery in their economies.
Relationships and engagement
continued
This includes expectations around
treating colleagues with respect,
practising ethical business,
handling information responsibly
and complying with relevant laws
and regulations. We reserve the
right to terminate any contract
if non-compliance is discovered
and is repeated, severe or cannot
be resolved.
We conduct checks on significant
relationships as measured by size,
an assessment of risk or because they
provide particularly critical services,
and apply enhanced due diligence to
new contracts and renewals of this
nature. This work is supported by
central Procurement, Internal Audit,
Legal and Compliance teams.
We have a zero-tolerance approach
to any form of bribery and corruption
and it is our policy to do business
with integrity and according to the law.
Our Anti-Bribery and Corruption
Policy and Gifts and Entertainment
Policy provide detailed guidance.
All colleagues receive training on
joining the company, and at regular
intervals thereafter, and our finance
teams have additional training
and controls to detect any
suspicious activity.
As an international business, we also
pay close attention to economic and
trade sanction laws and have processes
and colleague guidance in place
to ensure compliance. In 2022 we
regularly updated colleagues and
our processes in response to newly
introduced and extended sanctions
as a result of the conflict in Ukraine.
We have an ongoing commitment to
respecting internationally recognised
human rights standards, including the
Universal Declaration of Human Rights,
and approved a stand-alone Human
Rights Policy during 2022.
In the limited instances where we
work with partners in locations or
sectors that could be exposed to
the risk of labour abuses, we put
additional mitigations in place: for
example, sourcing products that have
certified supply chains or carrying out
mid-contract human rights audits.
Our Internal Audit and Health
and Safety teams carry out onsite
monitoring at a selection of live events
each year to check standards and
provide recommendations on
improvements where necessary.
Speak Up
Our whistleblowing service Speak Up is available
to anyone inside or outside Informa. Partners are
encouraged to report any behaviour that violates
the law or does not meet Informa’s codes and policies.
There is a strict no-retaliation policy and issues
can be reported in multiple ways and languages.
The service is confidential and can be used anonymously
in the countries where this is legally permitted.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Investors:
long-term value creation
We place great importance on
fostering strong relationships and
building trust with our investors
through transparent communications
and proactive engagement.
Informa has equity investors based
all around the world, from our listing
on the London Stock Exchange and
inclusion in the FTSE 100 index and
our sponsored Level 1 American
Depository Receipt programme.
We aim to provide shareholders
with attractive, sustainable long-term
returns through capital growth and
dividends. We also have debt investors
from the four Euro Medium Term
Notes Informa currently has in
issue and aim to provide them
with predictable, secure returns.
Broad engagement
Our dedicated Investor Relations team
ensures there is a structured and
co-ordinated approach to investor
engagement. It is led by a member
of the Executive Management Team,
who attends all Board meetings.
To ensure that investor views are
well understood, we provide regular
updates to the Board on changes in
shareholding, investor feedback and
market news. The Treasury team
provides support in engaging with
debt investors and ratings agencies.
The Chief Executive and Group
Finance Director regularly meet
investors and the Chair holds an
annual roadshow to meet
Informa’s largest shareholders.
Other colleagues join meetings where
relevant, including the Chairs of the
Remuneration and Audit Committees.
Our annual AGM provides an
opportunity for all investors, including
individual retail investors, to provide
feedback and ask the Board questions.
All of our scheduled and ad hoc
market updates and presentations
are made available on our website
so that all investors, irrespective
of size or location, have full access
to relevant information.
The breadth of our investor
engagement increased during 2022,
as a result of increased interest
in Informa and an initiative we
undertook to build closer relationships
with private client fund managers
and expand their knowledge of the
company. Across our schedule
of in-person and virtual meetings,
and attending and speaking at
broker conferences, we engaged
with 25% more investment
companies than in 2021.
Our investors look to understand
Informa’s strategic progress, financial
performance, market developments
and the sustainability of the business.
We seek to provide information and
consider their views and interests
in the decisions we take.
During 2022, particular topics
of conversation were the pace of
recovery in live events, our progress
in expanding our digital and data
capabilities, M&A activity and
shareholder returns.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Business snapshot
We work in two markets and through four operating divisions,
with additional retained investments focused on specialist
knowledge and information services.
Information on our divisions and an overview of our investments
follow. The Financial Review (pages 76 to 89) and Financial Statements
(pages 159 to 243) contain further performance details. Any alternative
performance measures used are defined on pages 245 and 246.
B2B Markets & Digital Services
Live and on-demand
events and market
access services
Market insight and
market access for
tech communities
Revenues
£952m
2021: £609m
Revenue growth
Underlying*/reported
47.0%/
56.5%
2021: 7.7%/16.2%
Operating
profit/(loss)
Adjusted*/statutory
£172m/
£(4m)
2021: £67m/£(90m)
Revenues
£321m
2021: £166m
Revenue growth
Underlying/reported
42.6%/
93.4%
2021: 13.9%/9.3%
Operating
profit/(loss)
Adjusted/statutory
£62m/
£20m
2021: £11m/£(20m)
Content-led live
and on-demand
experiences
Revenues
£396m
2021: £232m
Revenue growth
Underlying/reported
45.9%/
70.7%
2021: (0.6%)/13.1%
Operating
profit/(loss)
Adjusted/statutory
£56m/
£15m
2021: £17m/£(17m)
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Academic Markets
& Knowledge Services
Informa
investments
Norstella
pharma intelligence
7%
Lloyd’s List Maritime
maritime intelligence
20%
Curinos
retail banking intelligence
56%
Founders Forum
live and on-demand B2B events
and communities
22%
Independent Television News
creative content production
20%
PA Media Group
specialist media and
news services
18%
Bridge Event Technologies
on-demand event technology
15%
Revenue
by division
2022
2021
Taylor & Francis
26% 34%
Informa Markets
42% 38%
Informa Connect
18% 15%
Informa Tech
14% 10%
Revenue
by location
2022
2021
North America
56% 49%
Continental Europe 14% 15%
China
UK
4% 13%
6%
8%
Rest of the World
20% 15%
2021 divisional revenue does not total 100%
as the remainder of revenues come from
three smaller businesses divested in 2021.
Specialist knowledge
and open research
services
Revenues
£594m
2021: £545m
Revenue growth
Underlying/reported
3.0%/
8.8%
2021: 2.4%/(1.9)%
Operating
profit/(loss)
Adjusted/statutory
£207m/
£154m
2021: £204m/£153m
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Academic Markets & Knowledge Services
Taylor & Francis
Taylor & Francis supports,
validates, publishes and
connects the work of
academic researchers
and other knowledge
makers around the world.
We ensure high-quality research
can make the fullest contribution
and impact possible.
Taylor & Francis’s publishing brands
have built a reputation for quality
and integrity over many years.
Our imprints include Taylor & Francis,
Routledge, CRC Press, F1000Research
and Dove Press.
Our knowledge products and services
cover a range of specialist subject
matter categories and we have
a particular strength in Education,
Psychology, Engineering, Medicine
and Environmental Sciences.
In recent years, Taylor & Francis has
expanded from traditional pay-to-read
publishing into a broader set of
pay-to-publish services. Our pay-to-read
business is where research is accessed
through annual or multi-year
subscriptions, mainly bought by
university libraries. Our advanced
learning business publishes books and
ebooks, which are sold to libraries and
direct to professors, postgraduates
and professional researchers.
Our pay-to-publish business provides
services to authors, funders and
institutions, including open research
publishing where research is supported
by funding grants and made broadly
available. This area is developing quickly
and is a focus for GAP 2 investment,
where we want to further improve the
speed and quality of our open access
platforms and develop new services.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Taylor & Francis
2022 performance
Taylor & Francis had another
strong year in 2022, with traditional
publishing areas performing very
well and newer areas of open research
making good progress.
Underlying revenue growth was 3%,
compared with 2.4% in 2021 and
ahead of the long-term historical
trend of between 1% and 2%.
Subscription renewals were strong,
underlining the continuing value
and importance of the high-quality
content we publish in specialist
subject categories.
For authors, being peer reviewed by
experts and published in our journals
validates their research and provides
international distribution, building
reputation and opening up further
research and career opportunities.
In pay-to-publish, it was a year
of consolidation, investment and
progress. Having seen a significant
increase in open research submissions
during the pandemic, when authors
used the disruption to university
schedules to finalise a backlog
of research papers, submission
growth normalised in 2022.
The main focus was on strengthening
our open research platforms further
and expanding our service offer to
authors and funders.
GAP 2 investment is enabling
us to target research funds directly
and with a growing range of valuable
services. This upfront investment has
an impact on profitability in the near
term but we believe it will help us
better serve customers and create a
higher-quality, higher-value business
over time, with a sustainably higher
growth rate than in the past.
2023 outlook
and opportunities
2023 looks encouraging for our
knowledge services business.
Even with heightened volatility in
economies around the world, there
is a continuing commitment to invest
in research and development by
governments, which recognise
the connection research has with
innovation and stimulating growth.
This is fuelling further growth in
research output around the world
and, in turn, continued demand for
our range of knowledge services,
specialist brands and content.
We see this reflected in continuing
strong subscription renewals,
high levels of content usage across
different platforms and growing
demand for open research services.
We are continuing to invest in
all these areas. As well as further
modernising our business processes,
we are continuously investing in
our digital content platforms and in
content discovery and data capture.
This improves the speed and quality
of research publication and its
usability, whether through traditional
editorial and peer review channels
or newer open research platforms.
Being flexible to customers’ needs
and preferences remains a priority.
Our goal is to provide a full range
of services through the lifecycle of
a knowledge maker, as shown on the
following pages, from initial study
and learning products to authoring
support, support when becoming
a validator or reviewer, instruction
and teaching services and helping
to connect research output to
real-world applications.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Academic Markets & Knowledge Services
continued
Serving knowledge makers
Knowledge makers
and subject matter
experts are at the
centre of everything
Taylor & Francis delivers.
These are individuals who are
typically involved in research within
higher education and industry.
They may also be teachers and
practitioners at an advanced level.
Our relationships can span decades
as an individual knowledge maker’s
career progresses.
We seek to develop trusted
relationships and deliver a
progressively broader range
of knowledge services at each career
stage, ultimately increasing the use,
impact and application of their work.
We work across dozens of specialist
disciplines, supporting experts directly
and through our close partnerships
with institutions, libraries, consortia,
societies and funders who provide the
support and frameworks for research
and teaching.
1
Learners
Learners are typically higher year
students or graduates at university.
Access to knowledge at the right level
and in an appropriate format is their
priority, typically via print books,
ebooks and textbooks.
We make it easy to find and
access relevant content quickly
and easily, wherever a learner is.
5
Editorial boards and peer reviewers
For experts who become peer reviewers, we offer
step-by-step guidance and training programmes.
Our relationship is further extended when experts join
an editorial board to build their credentials and guide
emerging research. Our teams work with editors and
board members to support journals’ success and
provide services that connect the editor community.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 2
Early career researchers
Learners who continue to graduate and
postgraduate study specialise more deeply
in a subject matter category.
They consume the specialist journals and
monographs that we publish in preparation
for conducting original research.
Early career researchers also benefit from the
more advanced digital formats we invest in that
enable articles and chapters to be annotated,
bookmarked and easily cross-referenced.
3
Knowledge makers
We help researchers find the right place to
publish and make the process of acceptance,
review, validation, production and publishing
as efficient as possible, so that knowledge
can be shared and applied without delay.
With different ways research can be funded,
we provide a range of publishing solutions
to cater for different funding requirements,
including open research services.
We market to knowledge makers proactively
and have tools that help route them to the
right services, as well as author support.
Customers
and partners
4
Expert faculty, instructors and professionals
At this stage, the focus of knowledge experts increasingly turns
to impact: their impact as an expert and the impact their research
is having, including understanding metrics such as citations
in government policy and patents.
We support the sharing of knowledge by publishing materials such
as data notes, conference posters and academic handbooks that
provide a richer understanding of their work than a journal article
or monograph.
Our publishing relationship also extends to helping faculty perform
at their best with teaching aids and resources.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information B2B Markets & Digital Services
Informa Markets
Informa Markets creates
platforms – principally live
events, digital marketplaces
and B2B digital services –
that enable businesses and
the specialist markets they operate
in to trade, innovate and grow.
In person, online and through data,
we help buyers and suppliers in
over a dozen specialist markets
worldwide connect with the
customers and audiences that
count in a highly efficient way.
Our live events, which mainly
take the form of large-scale
branded B2B exhibitions, are typically
must-attend gatherings in their
markets, located in well-connected
hub cities, where products are
launched, commercial relationships
are formed and purchasing decisions
are made. Informa Markets is the
world’s leading exhibitions provider,
the largest operator in the US and
second largest in China.
We are increasingly using technology to
enhance the value and experience live
events deliver, as described overleaf.
We also have a growing range of
B2B digital services, enabled by the
first-party customer data captured
through our live and on-demand
events and specialist digital content
brands. This data, managed through
IIRIS, is helping Informa Markets and
our other B2B divisions expand into
the adjacent markets of data-driven
audience development and
targeted lead generation.
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Informa Markets
2022 performance
We saw a high pace of return to live
events in a year when, outside of
Mainland China and Hong Kong,
COVID restrictions on gathering
and travelling progressively eased
and were largely removed.
Informa Markets delivered significant
growth, demonstrating our belief
that in an increasingly digital world,
efficient and high-quality live
experiences are scarcer than
ever and, in turn, more valuable.
Underlying revenue growth was
47% (2021: 7.7%). Outside of China,
like-for-like live events revenue
returned to circa 89% of the 2019 level
with particular strength in the US.
Mainland China and Hong Kong
were largely closed to live events
throughout 2022. To keep serving
customers, our teams offered digital
marketplace services in several
markets as a way to show and sell
B2B products. We also relocated
a number of brands that would
normally run in Hong Kong to other
cities, moving Jewellery & Gem World
to Singapore for example to support
this community.
Keeping the quality of our events
high and maintaining investment in
our brands is a continuous priority.
This was especially true in 2022,
when our focus was on ensuring the
first live experience post pandemic
delivered clear value to customers.
Our efforts were reflected in strong
satisfaction scores for many brands
and high levels of rebooking for 2023.
We are making good progress
in developing our range of
connected B2B digital services,
with several new specialist content
products launch during the year.
In the second half of the year, we
formed several new partnerships
to extend our brands to new
locations and deepen our presence
in our chosen specialist markets.
These included partnerships in the
Professional Beauty & Personal Care
market and the creation of the
Tahaluf business in Saudi Arabia.
2023 outlook
and opportunities
We have good confidence that 2023
will be another year of strong growth.
We have entered the year with positive
momentum from strong rebooking
and customer satisfaction levels,
and most live events have now
had a full 12-month sales cycle,
supporting further performance.
Mainland China is following
a post-pandemic reopening
programme that will pave the way
for B2B events and in and outbound
travel to return. We will remain
agile and work with customers and
suppliers to prepare to restart events.
Our schedule is weighted to the
second half of the year and so,
depending on how China’s
programme progresses, this
will provide incremental growth
later in 2023 and into 2024.
GAP 2 is bringing additional
investments to Informa Markets’ B2B
digital services, including its smart
event technology, specialist content
platforms and data services.
We expect to see an acceleration
in our digital services revenue as we
deliver new and improved features
and products. This will help deepen
and expand our first-party customer
data, which will in turn allow us
to further tailor and improve
our products and support new
data-driven services.
We will continue to monitor macro-
economic conditions in the markets
we serve. Informa Markets works
in over a dozen specialist markets,
which we have chosen to be in
based on their long-term growth
characteristics. This diversification,
working in attractive markets and
the standing and quality of our
specialist brands provide us with
a level of resilience.
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47
INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information B2B Markets & Digital Services
continued
Smarter
events We continuously
improve the
experience and
value that our live
events provide,
whether you attend as an exhibitor,
sponsor, buyer or any other type
of visitor.
In recent years, our focus has been
on wrapping technology around
our exhibitions and embedding
user-friendly digital features into
more of our live experiences.
Event features
These enhanced digital features
are designed to better match the
right buyers and sellers based on
their areas of interest and focus, as an
addition to the serendipity of making
connections while browsing the event
floor, having conversations with peers
and attending demonstrations.
They also help attendees make
the most of their time and find
what they need more effectively,
creating a better all-round experience.
Your digital profile
Your registration creates a digital
profile and QR code that provide
fast-track event entry. It is also used
to exchange information with
companies at stands and check
into event sessions.
There is no need for business cards,
contributing to a more sustainable
experience, and no manual record
keeping that is liable to error.
Attendees provide information on
their business and its size, region,
key product interests, stage of
buying and priorities for attending.
This allows us to provide better
targeted suggestions for meetings
and allows exhibitors to more easily
understand what solutions are
relevant. It also provides data that
can be used in targeted digital
marketing campaigns.
What’s on where?
At large-scale events, there are times
when you want to target companies
and times when you want to browse.
Our smart event apps feature a digital
exhibitor listings and product
directory, complete with descriptions
and filters to hone in on your interests,
along with an interactive event map.
You can research, identify, bookmark
and pin priority partners to visit.
The app is also great for building
a schedule that includes
demonstrations, panels and rest
breaks, and keeping up with key
onsite announcements and updates
shared through notifications.
Increasingly, exhibitors can see
how often their company profile and
product listings have been viewed and
engaged with, providing valuable data
on buyer interest and demand trends.
Stored intelligence
Our apps offer exhibitors a one-stop
shop: scanning the profile of buyers
they meet and interact with to capture
their details, taking digital notes
against their profile, and qualifying
and categorising buyers to prioritise
the most important leads.
It is especially useful for exhibitors
with multi-person teams connecting
with different attendees at once,
enabling data and notes to be saved
and shared across the team for
a holistic view of activity.
For attendees, it is also a way to store
notes alongside company information
and review product specifications and
distribution capabilities.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Importantly, the combination of
profile information, in-app activity and
onsite interactions generates data that
leads to more effective supplier and
lead sourcing as well as relationship
management after the event,
extending the value of exhibiting.
We also use the first-party customer
data generated to further develop
our brands. Understanding where
buyers spend time and the categories
and programmes that are most
in demand allows us to keep
adapting and improving the
event experience. It informs our
on-demand content and brand
marketing, helping us stay
relevant and connected to customers
year-round. Permissioned buyer data
also supports the development of
newer digital services, including digital
demand generation campaigns
that help sellers identify and target
qualified and relevant buyers directly.
Data insight
Digitally enhanced events offer
exhibitors a wealth of data on
potential leads from scanning profiles
at stands and the badges of those
attending product demonstrations,
panels or content sessions the
company is involved with.
We provide reports on leads and data
downloads promptly after the event,
so that information can be passed
back to sales teams and integrated
into ongoing, year-round
customer relationship and
lead generation programmes.
Catch up on demand
From keynotes to panel discussions,
innovation showcases and product
demonstrations, our events offer
lots of ways to learn about trends
and see what is new in the market.
We make a range of content and
sessions available on demand so that
exhibitors and attendees alike can
catch up at a time that suits, build a
schedule that maximises their time
and leave with valuable new ideas
and knowledge as well
as connections.
Making connections
Our event apps have inbuilt
messaging and meeting
scheduling features.
Buyers can connect with
companies directly to ask questions
and book meetings. Exhibitors can
also display available meeting slots
to make sure representatives are
available to connect with interested
parties even at busy periods. It is
a great way to make efficient use
of everyone’s time at the event.
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I N F O R M A P L C
A N N U A L R E P O R T A N D A C C O U N T S 2 0 2 2
49
B2B Markets & Digital Services
continued
Informa Tech
Informa Tech sits at the heart
of the global technology
community. We deliver B2B
market insight and market
access through research, media
training, live and on-demand events
and digital demand generation
services. These help professionals
make better technology decisions
and enable companies to build
brand and product awareness
and connect with customers.
We operate internationally through
a portfolio of B2B brands that are
well established and known within
their tech communities. This includes
major live and on-demand event
brands that provide a forum
for thought leadership, knowledge
exchange and training, new product
launches and building relationships.
Our Omdia brand provides research
and unique insights into tech markets,
combining proprietary data and
forecasts with expert analyst
perspectives and opinions.
Our digital content and media brands
provide specialist news and insights
to millions of readers per month.
Within the Group, Informa Tech is
leading the expansion in data-driven
marketing and lead generation.
This is supported by our B2B customer
data engine IIRIS, as well as the recent
acquisitions of NetLine and Industry
Dive, which have added brands and
capabilities in audience development
and digital demand generation.
2022 performance
Informa Tech made strong progress
through 2022, delivering 43%
underlying revenue growth
(2021: 14%).
We have been focused on harnessing
our brands and strength in audience
development to further develop our
digital marketing services for
marketers wanting to reach tech
business professionals. As we gather
more accurate first-party data through
IIRIS, we can provide increasingly
targeted leads for customers,
identifying businesses and
professionals in specific markets that
are interested in certain product
categories and have budget to invest.
The acquisitions of NetLine in
December 2021 and Industry Dive in
September 2022 are accelerating our
progress in these areas. NetLine has
historically used other sources of
customer data to generate buyer
insights and intent-to-buy scores
as a basis for services to marketers.
Industry Dive is built around providing
high-quality specialist digital
newsletters, known as dives, to
audiences within specific markets.
This generates valuable data on
these audiences and is the basis
for marketing solutions to brands
seeking to reach and engage with
relevant leads.
Participation levels at our live events
progressively increased during the
year. The Tech sector was later in
returning to in-person gatherings than
other markets, but as COVID
restrictions were gradually relaxed,
attendee confidence grew.
This was reflected in a very strong
performance by our largest Tech
brand, Black Hat, which saw
attendance at above pre-pandemic
levels at its flagship cyber security
event in Las Vegas in August.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Informa Tech
Launching new brands and bringing
existing brands to new international
locations is one source of growth in
our live events portfolio. In February
2022, we launched LEAP, a live event
in Riyadh that brought together over
100,000 professionals from the global
Tech community over three days.
LEAP was one of the largest
launch events in Informa’s history,
demonstrating our capabilities
in convening Tech audiences
internationally and bringing
commercial activity to a region that
supports investment and innovation.
Following investments in its customer
platform and content offering in
2021, Omdia had a successful year.
Demand for research subscriptions
and growth in annualised contract
values were both strong.
2023 outlook
and opportunities
As with our other B2B Markets
businesses, we are confident
that 2023 will see another strong
performance by Informa Tech.
We entered the year with good
momentum in pre bookings and
forward commitments for live events
and marketing services, alongside
strong growth in annualised
subscription values.
We will continue to monitor
the macro-economic backdrop.
While some technology companies
have announced cost-cutting
initiatives, our focus on providing
valuable and measurable services
to specialist markets through
specialist brands provides resilience.
GAP 2 is bringing additional
investment to Informa Tech’s
content and marketing services this
year, including new media platform
technology that streamlines content
production, improves user experience
and allows us to distribute content
better and more widely.
We are also investing in our recently
acquired businesses to make the
most of the combination with Informa.
One result will be a new product from
NetLine, called Intentive, which will
combine its platform with Informa’s
first-party data to provide
customers with more targeted
and valuable leads.
At Industry Dive, we are accelerating
the rollout of new dives in
markets such as Manufacturing,
Direct-to-Consumer and Fashion.
Here, first-party data from IIRIS
is being used to reach and market
to relevant audiences.
See page 23 for more detail
on Industry Dive.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information B2B Markets & Digital Services
continued
Informa Connect
Informa Connect creates
content-focused and
content-rich live and on-
demand events, digital media,
accredited training and B2B
digital services that enable specialist
markets and professional communities
to convene, learn and network.
We have dozens of international
specialist brands, which have built
a strong following in their markets.
Our live and on-demand events,
which for Informa Connect mainly
take the form of large-scale,
content-led branded events for the
B2B market, are typically must-attend
gatherings for professional
communities or industries.
They provide an opportunity to listen
and learn from experts, track the
latest developments in that market,
make new connections and network
with peers, suppliers and customers.
We also provide the opportunity for
training and development, including
professional accreditation, onsite and
through dedicated training courses.
The majority of our live events are
also available on demand. For some
customers, who are focused on
listening to presentations and
speakers, absorbing knowledge
and learning, this provides an
efficient way to participate.
However, for many customers,
the value lies in the structured
and unstructured networking
opportunities we provide and the
contacts and relationships generated.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Informa Connect
Curinos, our retail finance data
business in which we hold a 56%
interest, is now being reported within
Informa Connect. It continues to
operate as a stand-alone business
with an independent Board.
2023 outlook
and opportunities
While we continue to monitor
the broader macro environment,
we are confident Informa Connect can
deliver further growth through 2023.
Our established brands and focus on
working in specialist markets and
supporting professional communities
put us in a good position to make
the most of the continuing demand
for high-quality market-relevant
experiences. Growing our audiences
by keeping the quality of our content
and experiences high remains
important. One of the ways we seek
to do this is through our culture and
by encouraging ideas, energy and
continuous improvement through
data and feedback throughout
our teams.
In addition, we continue to develop
our on-demand capabilities and
range of digital services, offering
customers new ways to access
our content and communities.
Through GAP 2, we are investing in
the further development of Streamly
and expansion of our proprietary
partnering platform PartneringOne.
This connects Life Sciences innovators
with investors around live events and
is being expanded to enable year-
round connection, networking
and interaction.
We are investing in technology and
platform upgrades in Zephyr and
IGM to improve the value we provide
customers. All of these investments
are being made with a view to
accelerating growth and deepening
the value our brands provide.
We are developing a range of B2B
digital services to complement our live
and on-demand brands. Increasingly,
these are enabled by the first-party
customer data managed and collated
through IIRIS and captured by the
technology, platforms and apps
wrapped around our events and
digital content brands.
Our ability to provide sponsors with
more accurate and in-depth data on
attendees is increasing the quality
of the connections we provide and
the value of Informa Connect’s brands.
We are also developing new digital
products based on our rich content,
including specialist newsletters and
the Streamly platform: a library
of high-quality business video content,
delivered by experts speaking at our
events and elsewhere.
2022 performance
As COVID restrictions were
progressively relaxed, we saw a high
pace of return to live events across
Informa Connect’s portfolio.
This delivered strong year-on-year
growth, underlining the enduring
value of live experiences that provide
rich and relevant content and
opportunities for high-quality
in-person networking.
We saw particularly strong
performances in the Life Sciences
and Finance portfolios.
Our largest event, SuperReturn
International, which serves the private
equity and venture capital community,
took place in Berlin in June and
attracted over 3,500 senior decision
makers in its 25th year.
We also saw a strong return for
our Business-to-Consumer brand
FanExpo, which provides fans of pop
culture, comics and gaming with the
opportunity to connect with like-
minded fans and listen to actors,
celebrities and creators.
Towards the end of the year, Informa
Connect’s Finance portfolio welcomed
colleagues from the IGM and Zephyr
businesses that previously were part
of Informa Intelligence. Each is
focused on a segment of the Finance
market, providing customers with
data, information and connections.
This move adds scale and
complementary products to our
Finance portfolio, where our event
and digital content brands serve
wealth and investment management
and private equity customers.
Underlying revenue growth was 46%
(2021: (0.6)%), figures that have been
restated for the full year to account
for the addition of these businesses
to the division.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Informa investments
Informa investments
We have built
a portfolio
of retained
investments
that align with
our focus on specialist markets
and specialist knowledge.
These investments do not materially
contribute to the Group’s reported
revenue and adjusted operating profit
but offer significant future cash flow
benefits when value is realised.
Informa’s interests in Norstella
and Lloyd’s List Maritime stem
from the GAP 2 Portfolio Focus
programme and divestment of
the Intelligence businesses.
Our confidence in the potential for
Pharma and Maritime Intelligence to
grow further under new ownership,
and create value for the Group,
led us to retain an equity interest
in each business. Pharma Intelligence
subsequently merged with Norstella
and we have an effective stake of
7% in that business.
In other instances, investments
stem from our strategy of deeper
market specialisation and
accelerated digitisation. We invested
in Founders Forum – a leading
community for entrepreneurs,
investors and leaders in the Digital,
Media and Technology markets –
in November 2019 and formed a
partnership to expand our London
Tech Week festival, benefiting from
Founders Forum’s high-profile
connections, strong brand and
deep Tech sector knowledge.
In December 2021 we invested
in Bridge Event Technologies,
which provides digital services
for content-driven online events
under the brand Totem, including
an end-to-end event platform, apps
and creative content production.
Informa Connect had partnered with
Totem during 2020 and 2021 to deliver
on-demand events and create the
ConnectMe platform, which powers
Informa Connect’s digital event
features. The investment has
deepened this relationship, enabling
our teams to input and benefit further
from the company’s technology and
product development.
Our investments in PA Media Group
and Independent Television News
joined the portfolio as a result of
other acquisitions and align with
our focus on specialist digital content.
We see value in these investments
and, as is the case with each of the
interests in our investment portfolio,
Informa is represented on the Boards
of those companies.
Investing in
scale in US
retail banking
We have a majority stake in
Curinos, a leader in data and
intelligence for US retail banks,
lenders and insurance providers.
Curinos was created in 2021
through the combination of
our FBX brand, a specialist
in US mortgage pricing and
digital banking intelligence,
with Novantas, a specialist in
US deposits data serving a
similar customer community
of retail banks, lenders and
insurance providers.
With Curinos, we have a
long-term majority position in
a business that has a broader
array of products, deep
relationships with customers
and more opportunities for
growth. The combination also
attracted investment from
mid-market private equity
firm Inflexion.
Our 56% stake in Curinos
is fully consolidated within
Informa’s accounts and
reported through the
Informa Connect division.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Informa investments
Informa shareholdings
Norstella
A group of market-leading pharmaceutical
intelligence and solutions providers
7%
Lloyd’s List Maritime
Transparent and actionable maritime data
and intelligence
20%
Curinos
Data and intelligence for US retail banking
56%
Founders Forum
A leading community for entrepreneurs,
investors and leaders in the digital,
media and technology markets
Independent Television News
An award-winning creative and digital
content producer
PA Media Group
Providing specialist media and
news services
Bridge Event Technologies
Technology and creative digital content
for on-demand events
22%
20%
18%
15%
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Key performance indicators
Measuring
progress
We use ten key performance
indicators to measure progress against
strategy, the strength of the business
and the creation of benefits.
Every indicator links to our strategy under the GAP 2 plan.
Colleague engagement and the generation of funds for
reinvestment and shareholder returns are also part
of our business model. The 2022 short-term management
incentive plan incorporates financial performance,
shareholder return, sustainability and culture targets
including these Group KPIs, among other measures.
As elsewhere in this report, financial indicators reflect
our continuing operations unless otherwise stated.
Read more:
Pages 14 to 17: Group strategy
Pages 18 and 19: Business model
Pages 80 to 82: calculations and reconciliations
to statutory measures
Pages 122 to 141: Directors’ Remuneration Report
Pages 245 and 246: Glossary of alternative
performance measures
Revenues (£m)
Adjusted operating profit (£m)
2021
2022
1,583.3
2021
313.2
2,262.4
2022
496.3
Underlying revenue growth (%)
4.6
2021
2022
31.4
Free cash flow (£m)
Informa leverage (times)
2021
2022
362.3
417.9
2021
2022
(0.2)
2.8
Adjusted diluted earnings
per share (pence)
Dividend per share (pence)
2021
2022
12.9
2021
0.0
24.4
2022
9.8
Financial
GAP 2 growth and performance
Trends in revenue, underlying revenue growth
and adjusted operating profit measure how
well our GAP 2 growth strategy is progressing.
We saw strong performance and growth in
2022 driven by the return of B2B live events
in most of our markets, growing B2B digital
services and the continued expansion
of our Academic Markets business.
GAP 2 strength and stability
Free cash flow and leverage indicate the
strength of Informa’s financial position and
the flexibility we have to invest and manage
the balance sheet effectively.
We saw a strong free cash flow performance
in 2022 as a result of revenue and profit
growth combined with a high cash conversion
rate. With a small net cash balance before
leases, the Informa Leverage ratio stood at
(0.2) times as at the end of 2022, calculated
based on our total operations.
GAP 2 shareholder returns
Delivering sustainable long-term returns
is part of Informa’s business model,
with accelerated returns a GAP 2 target.
Earnings and dividend per share measure
the value created for shareholders.
We restarted ordinary dividends at the 2022
half year. Adjusted earnings per share from
continuing businesses grew strongly,
reflecting strong growth in adjusted earnings
and the effect of the share buyback programme
in lowering the weighted average number
of shares.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Operational
GAP 2 Leadership & Talent: colleague engagement
The contribution of our colleagues is an important part of our
business model. We track engagement levels through the Inside
Informa Pulse annual survey as a way to measure satisfaction,
connection and contribution.
Engagement index (%)
2021
2022
80
79
We aim to maintain a high engagement score and participation rate,
and these remained strong and consistent in 2022, with 71% of
colleagues taking part.
GAP 2 FasterForward: sustainability performance
To track Informa’s broad sustainability performance, we use two KPIs that are easily comparable with peers and
receive a degree of independent calculation and assurance. Progress against our nine FasterForward targets
supplement these KPIs.
Dow Jones Sustainability Index (DJSI) (percentile and absolute score)
The DJSI aggregates the performance of listed companies against
over 20 economic, social and environmental criteria. We seek to
maintain a strong absolute score and relative position to peers.
We were ranked top of the global media sector for a second year
running in 2022 due to improvements in our scores on supply chain
management, cyber security management and human rights
processes and further improved our absolute score.
Greenhouse gas (GHG) emissions
Energy consumption (kWh)
Scope 1 emissions (tCO2e)
Scope 2 location-based emissions (tCO2e)
Scope 2 market-based emissions (tCO2e)
Scope 3 emissions from office waste, electricity transmission and
distribution losses (tCO2e)
Scope 3 emissions from home working (tCO2e)
Total Scope 1 and 2 location-based emissions (tCO2e)
Intensity ratio total location-based Scope 1 and 2 emissions (tCO2e/colleague)
Total Scope 1 and 2 market-based emissions (tCO2e)
Carbon offsets used to compensate for remaining emissions in scope
for CarbonNeutral® company certification (tCO2e)
99th
74
2020
100th
78
2021
100th
79
2022
2022
UK
ROW
2021
UK
ROW
2,484,932
17,438,701
5,126,204
18,908,296
413
254
0
30
2,516
667
0.18
413
1,934
3,809
244
371
4,380
5,743
0.77
2,179
565
506
0
50
2,028
3,805 (global)
1,071
0.35
565
2,127
4,310
231
399
5,782
6,437
0.92
2,358
31,192 (global)
14,987 (global)
Scope 3 emissions from Informa business travel and accommodation (tCO2e)
21,304 (global)
Residual carbon emissions post renewable energy and offsets (tCO2e)
0
0
0
0
GHG emissions measure our use of natural resources, part of our business model, and are one indicator of progress
on our GAP 2 and FasterForward carbon and environmental targets.
Calculations are based on GHG Protocol and Defra guidelines. Scope 1 emissions arise from natural gas heating,
refrigerant gases, and vehicle and generator fuel use. Scope 2 emissions are from electricity consumption.
Location-based emissions are calculated as the average emissions intensity of electricity grids where we have offices.
Market-based emissions take into account renewable energy purchasing. Scope 3 emissions arise indirectly from
our business activities in the supply chain, within boundaries defined by the GHG Protocol and Science Based
Targets initiative.
We have been a CarbonNeutral® certified company, in accordance with the CarbonNeutral Protocol, since 2020 and
purchase carbon offsets to compensate for unavoidable emissions. Bureau Veritas provides limited assurance over our
energy and water consumption data and Scope 1, 2 and 3 data; full details can be found in Informa’s Sustainability Report.
Scope 1 and 2 emissions reduced further in 2022 as a result of our ongoing energy efficiency and reduction initiatives
and some consolidation in our office real estate. The rise in Scope 3 emissions reflects a return to more normal
patterns of travel post-pandemic.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Risk management
Our approach to risk
Any growth strategy comes with
risks as well as opportunities.
Our focus is to support GAP 2
– and the company –
to be successful
Gareth Wright
Group Finance Director
Informa is at its best when
we are quick to market and
responsive to changes in
customer needs and
circumstances. That is why we
deliberately empower the colleagues
closest to a risk and opportunity
to take decisions autonomously
and in real time. As a Risk Committee,
we always think about how to manage
and mitigate risk in this context. While
there is a place for formal processes,
we do not focus on box-ticking or
form-filling for the sake of it.
This pragmatic philosophy on risk
helped see us through a year that was
volatile in many respects. Informa’s
operations were not directly affected
by the conflict in Ukraine, but broader
developments such as rising inflation
and the cost of living crisis have had a
significant impact not just on markets
and economies, but also on our
colleagues and customers.
While addressing these issues as they
developed, we continued to oversee
our 13 principal risks and maintained
our focus on our growth strategy.
Much of the Risk Committee’s time
was spent on areas particularly
relevant to GAP 2: cyber security,
acquisition and integration, privacy
regulation and change management,
as well as the necessary and ongoing
focus of making progress against
a backdrop of economic instability.
To support the Committee in
managing principal as well as
business-level risks, we have
created a number of risk forums
where colleagues from our
commercial businesses and corporate
functions can contribute their
expertise in specialist areas such
as cyber security and data privacy.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Our focus for the year ahead
As delivery of the GAP 2 strategy
ramps up in 2023, the Committee
will continue to support the business
in achieving its goals. This will be
especially important when it comes
to expanding Informa’s market share
in areas such as B2B digital services,
where we need to understand the
risk exposures involved.
The ever-evolving risks of cyber
security and economic instability
will also be areas of ongoing focus.
As of today, COVID-19 is increasingly
seen as a virus to live alongside,
including in China, and our exposure
has significantly decreased. As a
result, we will no longer consider
pandemic as a stand-alone principal
risk in 2023 and instead manage it
as part of the risk of an inadequate
response to a major incident, as it
was before 2020.
I would like to end by thanking my
Committee colleagues, the Group
Risk team and everyone across the
business who helped us identify,
mitigate and navigate risk this year.
We might not know exactly what lies
around the corner, but I am confident
that we are prepared to manage
whatever challenges 2023 might bring.
Gareth Wright
Group Finance Director
Chair, Risk Committee
Climate change remains an emerging
risk for Informa, and one that we are
keeping a close eye on. By definition,
it does not represent a principal risk
for the company because it does
not affect our ability to deliver our
strategy over the next five years. It is,
however, an increasing global threat
that no business can ignore – and so
we have produced a separate, detailed
report on climate change and its
potential impact on our business.
The full report, which follows the
recommendations of the Task Force on
Climate-related Financial Disclosures
(TCFD), can be found on our website,
and we have included a summary
on pages 70 to 73.
Managing new
macro-economic challenges
After the universal threat of COVID-19,
the macro-economic challenges of
2022 were more diverse in nature –
from the conflict in Ukraine and other
geopolitical tensions, to rising energy
costs and inflation.
The Risk Committee constantly
monitored and managed those risks
from both an economic instability
and a market risk point of view,
successfully mitigating the impact
on our operations.
For a business like ours, international
trade and global relationships matter.
The dynamism of China’s economy
is important to us, as it is to many
companies. We have colleagues
in China, serve customers in China and
welcome companies and delegations
from China to our events worldwide.
The country’s post-pandemic
reopening programme and its
approach to international trade are
therefore relevant to Informa and our
markets, and so the Risk Committee
will continue to monitor progress,
risks and opportunities in this area.
Mitigating risk in
our digital growth
As Informa becomes a more digital
business, we are naturally more
exposed to cyber security, data loss
and privacy regulation risks.
These fast-moving risks require
considerable attention from the
Committee, as well as input
from experts, to make sure our
controls remain relevant and effective.
We created new risk forums for that
very reason, which have already
proved an invaluable source of
expert input.
As shared by our Audit Committee
Chair on pages 112 and 113,
the company has also been investing
in cyber security defences and
awareness, including simulated
breaches to help us map and stress
test our response.
Turning risks into
opportunities
While economic instability, market
risk, and acquisition and integration
are all principal risks for Informa, they
also present significant opportunities
for the company. With minimal net
debt and a clear, strategic growth
plan, we are in a strong position
to acquire businesses that might
become available at better
valuations in a recessionary
or low-growth environment.
Whatever the circumstances,
we take pride in being a responsible
and respected seller and buyer
of businesses – which is often
recognised by our M&A partners
and the companies we acquire.
Risk management is ingrained in our
M&A approach, with a focus on risk
embedded in our due diligence and
integration activities. Our reputation
as a good place to work has also
led to a track record of retaining
key colleagues in the companies
we acquire.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Risk management
continued
How we manage risk
We consciously
identify and
understand
risks and
opportunities
by assessing our strategy, operations,
commercial activity, financial
organisation and change activities.
We also monitor external events and
the broader compliance landscape.
We consider three time horizons when
assessing these areas: a short-term
period of 12 months, a medium-term
horizon of three years and a
longer-term horizon of beyond
three years.
Our aim is to minimise the impact of
risks and uncertainties on delivering
our strategy, helping the business to
stay resilient and responsive and avoid
disruption in the face of events and
developments. Where the nature
of the risk means it cannot be fully
managed ahead of time, we aim to
make sure we can respond to it in
an agile way. We seek to continually
improve how we manage risk and
increase our maturity each year.
Our culture means that each part
of the business has a high degree
of ownership and freedom in how it
pursues business plans and activities,
helping us to make decisions quickly
and respond to market changes
effectively. The way we manage risk is
fully aligned with this decentralised
approach. The process of identifying
and managing risk is embedded into
our business and commercial activities
and is part of daily decision making.
Each division identifies the risks
that could affect how successfully it
executes its business plans, strategy
and operations – and manages
any risk exposure, making sure
appropriate controls and action
plans are in place.
2. Governance
We have a clear governance
structure to oversee risk
management. Accountabilities are
defined and there is appropriate
expertise at each level and stage.
The Board and Audit Committee’s
responsibilities are detailed on
our website at informa.com.
The Risk Committee meets quarterly
and provides the Board and the
Audit Committee with information
to enable them to discharge
their responsibilities.
3. Policies, processes and controls
We identify, assess, manage and
monitor risks using a range of policies,
controls and processes. These are
regularly assessed by the Risk and
Compliance teams, tested by Internal
Audit and reviewed by the Risk and
Audit Committees to ensure they
work effectively.
4. Culture
Our culture supports us to take and
manage risk within the boundaries set
by the Board. Our guiding principles
emphasise colleagues’ freedom to act,
and the importance of trust and
maintaining strong relationships
with customers and partners.
This tone is set and maintained
through communications and
engagement from the Board and
management, oversight by line
managers, regular training,
policies and an appropriate
incentive structure.
5. Tools and infrastructure
We use a range of industry-standard
risk management tools and systems to
support risk reporting and monitoring.
Our approach to risk management
uses an integrated assurance model
built around the common three lines
of defence model:
• First line of defence: colleagues
and managers
Colleagues and managers are
considered the first line of defence,
spotting and managing risk as part
of day-to-day activities by following
policies, adhering to controls
and behaving in line with our
guiding principles
• Second line of defence: risk,
compliance and internal control
Our Risk, Compliance and Internal
Control teams are subject matter
experts who set the policies and
frameworks that everyone follows,
implement risk management tools
and provide guidance to colleagues,
senior management and the Board
• Third line of defence:
internal audit
Our Internal Audit Team is
responsible, through independent
and objective review, for ensuring
that the first two lines are operating
effectively. Internal Audit is
accountable to the Audit Committee
and, through it, to the Board
Risk management framework
We use an enterprise risk
management framework, well
established at Informa, that applies
consistently to all parts of the
company. It has five aspects:
1. Risk profile and appetite
We understand our risks through the
risk management process described
opposite. The Board determines our
appetite and tolerance for different
risks and levels of risk. This is
articulated through a high-level risk
appetite and tolerance statement set
by the Board. Each principal risk also
has its own statement of appetite
and tolerance.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Risk management process
We follow a four-stage risk management process to oversee our most significant risks. This process helps us prioritise
our efforts, so that we can minimise risks that would affect the delivery of our strategy and maximise our ability to take
opportunities in a considered and informed way.
Identify
Risks are identified by combining a bottom-up analysis, where each division identifies risks and opportunities in its
respective markets and products, with a top-down analysis, where the Group Risk team monitors for any additional
risks that affect the company more broadly.
Assess
We analyse all the identified risks against a set of financial and non-financial assessment criteria. We consider risk
likelihood, risk impact – both before or without implementing any mitigations to manage the risk, and after current
mitigations are applied – and risk velocity, when the risk might affect the business. This helps colleagues decide and
prioritise their response and management activities.
We assess each principal risk to see whether it could have a material strategic or commercial impact on its own or as
part of a multiple-risk scenario. Principal risks with material commercial impacts form part of our viability modelling
and testing.
Respond and manage
Business-level risks are managed within their respective team and divisional management structures. All risks have
response strategies, and we evaluate these response strategies for their effectiveness at managing risk to agreed
tolerance levels and the resources used in doing so.
The Risk Committee reviews these every quarter and discusses them during the year in divisional management
meetings. Where applicable, we also review these risks in our broader risk forums.
Each principal risk is assigned an executive owner responsible for its overall management, supported by day-to-day
owners who are often specialists in that area. Together, they ensure that controls are adequate and that we have an
effective response strategy if the risk crystallises or reaches a level beyond our appetite and tolerance thresholds.
These thresholds are set and documented by the Board.
Emerging risks are also assigned to executive owners to ensure they receive sufficiently senior attention
and monitoring.
Monitor and report
Each business monitors its business-level risks and reports to the Group Risk team and Risk Committee through
divisional risk reports. These reports are assessed, and feedback is given where necessary. At this stage, risks are
also assessed to see if they are significant enough to be recognised and monitored as emerging or principal risks.
We use dashboards to monitor and report on principal risks, breaking each risk into component parts and evaluating
it against the metrics and tolerances the Board has set.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Principal risks and uncertainties
Principle risks and uncertainties
Principal risks are those
risks that we believe would
have the greatest impact
on our business – that is,
on our ability to achieve
our strategic objectives and
operate successfully.
We continue to see the greatest risks
to our business in 13 areas and these
fall into three categories: growth and
strategy, people, and culture.
The tolerance for each of these risks
is categorised in one of three ways:
• Risk averse: we have a very low
tolerance for taking the risk and
it should generally be avoided
• Risk cautious: the risk is
carefully considered against the
potential reward using financial and
non-financial measures. The end
reward must be a multiplier of the
risk for it to be considered and taken
• Risk flexible: we will consider
the risk on a case-by-case basis,
taking broader strategy, business
and market circumstances into
account, and we are willing to
be flexible on tolerance levels
according to circumstances
We confirm that, through the
processes and governance described
above, we have performed a robust
assessment of Informa’s emerging
and principal risks, and believe that
our risk management framework
and process remain robust.
Developments in 2022
We produce a net risk rating for each of our principal risks. This assesses how
likely the risk is to occur and what the impact would be on Informa, considering
the level and effectiveness of our current controls and mitigations to avoid the
risk happening and minimise the effect if it does occur. These are mapped below
to give insight into their relative impacts and likelihoods.
The actions we took to manage our principal risks around key counterparties
and attracting talent in 2022 meant that their potential financial and non-financial
impacts became less likely. The likelihood of risks arising around acquisition
and integration, however, increased compared with 2021, given our increased
divestment and acquisition activity under GAP 2.
Emerging risks
While we concentrate on principal risks, we also look at risks that are emerging.
These are risks that are not yet material or of a scale to present a significant
problem to us, or risks that have a degree of ambiguity or uncertainty around
their effects or timing.
We monitor and assess emerging risks in the same way we do principal risks.
The Group Risk team, Risk Committee and senior management team members
hold dedicated horizon-scanning reviews every year to identify any risks that
are new and relevant. We have emerging-risk registers and aim to identify the
triggers that could make an emerging risk warrant more attention and action.
Some emerging risks also present opportunities that we are actively addressing
and responding to. For example, we are monitoring are climate change, which we
discuss in more detail on pages 70 to 73, and the accelerated progression of
artificial intelligence, which has the potential to support the development of
our digital services but also to disrupt aspects of the publishing industry.
d
o
o
h
i
l
e
k
i
L
2
1
4
13
12
6
9
3
8
7
5
10 11
Impact
Principal risk
Growth and strategy
1. Economic instability
2. Market risk
3. Acquisition and
integration risk
4. Ineffective change
management
5. Reliance on key
counterparties
6. Technology failure
7. Data loss and
cyber breach
8. Privacy regulation risk
People
9. Inability to attract
and retain key talent
10. Health and safety
incidents
11. Inadequate response
to major incidents
12. Pandemic
Culture
13. Inadequate regulatory
compliance
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Growth and strategy
Economic instability
1
2 Market risk
Owners: Group Finance Director, Head of Group Finance
Risk appetite: Flexible
Latest movement: No change
Owners: Divisional CEOs, Director of Strategy and
Business Planning
Risk appetite: Flexible
Latest movement: No change
General economic instability, changing global trading
patterns or a downturn in a particular market or region
could change customers’ demand for products and
services: business activity may be restricted, and
consumers restricted from accessing services;
customers may reduce their budgets and their appetite
to exhibit or travel. If we fail to navigate these changes
and be decisive, we risk being unable to deliver our
strategy. At the same time, instability and currency
fluctuations offer opportunities to acquire businesses
at lower cost and enter or expand in different markets.
We work in a range of specialist markets that can
grow, decline, change or be disrupted. This can alter
customer behaviour, needs and preferences and
change the competitive environment for our
products and services, affecting revenues and margins.
We are comfortable taking market risk and maximising
the opportunity it presents for growth – such as by
developing new products and acquiring capabilities,
or developing or expanding existing, new and
emerging markets.
How we manage it
• We discuss the macro-economic environment
at our regular Board, Risk Committee and Group
leadership team meetings, making it a continuous
management focus
How we manage it
• As part of our strategy and investment decision making,
we consider market risk, the dynamics of different
markets and the strength of our market positions
and product portfolios
• We have a balanced portfolio of businesses and
• The Board, too, regularly considers these issues,
products, operate in multiple countries and specialist
markets, deliver digital and physical products,
and have a mix of revenue sources. This balance
creates resilience and helps us manage localised
market or country-specific downturns or recoveries
• Our management regularly reviews operating-sector
activities and geographies, mobilising our businesses
to address the challenges and opportunities present,
including reviewing pricing strategies across divisions
• Our three-year business planning process formally
considers economic risk and opportunity
• We monitor trading results against budgets and
projected forecasts through our monthly reporting
process, capturing the effect of broader economic
trends and informing our commercial decision making
• We receive revenue in advance for our events
and subscription products, providing visibility
• To protect against currency movements, we align the
Group’s borrowing with the currency of our largest
sources of cash generation and review our hedging
which are also addressed as part of our three-year
planning cycle and monitored through the financial
reporting process
• Our culture of staying close to customers and building
depth and specialism in our markets gives us good
insight into trends in feedback, product use and
behaviour. We use these inputs to make sure our
products remain valuable and relevant and spot
new opportunities for growth
• Through investments in GAP 2, we are accelerating our
digital and data services and capabilities to continue to
meet evolving customer needs across existing, new and
emerging markets. This helps us to minimise market risk
and maximise business opportunities
• The breadth of our portfolio and reach across multiple
markets provide some resilience to disruption in
individual markets, as does the quality of our brands
and customer relationships
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Principal risks and uncertainties
continued
Growth and strategy
3 Acquisition and
integration risk
4
Ineffective change
management
Owner: Director of Strategy and Business Planning
Risk appetite: Flexible
Latest movement: Increase
To deepen our position in specialist markets and to
add new capabilities, we make targeted acquisitions.
The financial performance of the businesses we
acquire can sometimes vary from expectations,
given macro- and micro-economic volatility in market
conditions or complexity in the integration process.
We are prepared to take reasonable risk to add talent,
capabilities, products and brands, and recognise that
successful integration is critical for capturing the full
benefits of an acquisition. An increase in M&A activity
naturally increases the likelihood of this risk.
Owners: Group Chief Operating Officer, Group Director
of Programmes
Risk appetite: Flexible
Latest movement: No change
As we continue to take customer and market
opportunities, expand our portfolio and implement
new strategies, our business is investing in change
programmes – for now and the future. We have an
appetite for change that supports our growth strategy
and development. If change is not managed effectively,
however, it can create operational challenges, which
affect our ability to deliver strategic, commercial and
operational benefits. Business fatigue from change –
and the number of strategic change programmes
running at once – is our biggest risk and we address
it through change management controls.
How we manage it
• We allocate capital to the markets and divisions that
How we manage it
• Having implemented a change management framework
have the best opportunity for long-term value creation
and we make investment decisions according to set
financial parameters
• We monitor the market to identify suitable acquisitions.
The Corporate Development team analyses targets
and assesses their strategic and cultural fit. A central
investment committee oversees all proposed activity.
Functional experts, supported by external partners
where needed, are involved throughout the due
diligence, acquisition and integration stages
• We use a value creation register for each proposed
acquisition, which assigns individual ownership for
all aspects of execution. All acquisitions have formal
due diligence, governance, leadership and project
management processes in place. Significant acquisitions
receive heightened governance
• The Group monitors and oversees divisional integration
plans for at least two years after closing, and does
additional spot checks and assurance reviews beyond
that. We also analyse and report on lessons learnt
in previous acquisitions, disposals and integrations
• All M&A activity is also put through a risk management
review, where risks and how they will be managed are
documented, together with their associated risk profile
• We report post-acquisition performance to the Board
every quarter, in which we assess any variation to our
expected return on investment
in 2021, we focused on enhancing the tools in
the framework in 2022 and adopting it for key
transformation and change projects
• We have a track record of successfully integrating
change, through our significant acquisitions and
investment programmes and through new strategies
• The Group leadership team oversees and sponsors
key change initiatives. We set up specific governance
structures for significant projects and all large-scale
strategic changes
• Our funding and investment programmes or
acquisitions include change management disciplines
and have defined governance and reporting structures.
All large-scale investments are approved through an
investment committee
• We closely consider the effects of any change on all
our stakeholders – especially colleagues, customers
and shareholders – and our decisions are guided
by our purpose, strategy and guiding principles
• Over the GAP 2 period, we will be monitoring and
managing closely the requirements and impacts of
increasing our focus on digital and data capabilities
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Growth and strategy
5 Reliance on key
counterparties
6 Technology
failure
Owners: Group Finance Director, Divisional CFOs,
Head of Risk
Owners: Group Chief Operating Officer, Chief Commercial
Officer
Risk appetite: Cautious
Latest movement: Decrease
Risk appetite: Averse
Latest movement: No change
We work with a number of key strategic counterparties
to support our business and help deliver our products
and strategy. A failure in key counterparty relationships
or services could affect the delivery of certain products
or disrupt business activities and trading – which
could then affect customer satisfaction, colleague
engagement, and our cost base and margins.
Periods of extreme economic instability and
disruption can also affect our business partners’
stability. We have reduced this risk by making
significant improvements to our key counterparty
framework and our accountability framework,
and by better understanding our counterparties
and their associated risk.
Technology underpins our products, services and
business operations. A prolonged loss of critical
systems, networks or similar services could inhibit
the delivery of products and services, increase costs,
and affect customer experience and our reputation.
Serious disruption could affect day-to-day operations
and, potentially, colleague engagement. As we
continue to develop our digital services under GAP 2,
the resilience of our technology platforms is even
more important to business performance.
How we manage it
• We consider key counterparties within four groups:
customers, providers of services, strategic partners
and providers of financing
• As part of their formal reviews and reporting to the
Risk Committee, each division and function identifies
key strategic counterparties, articulates the nature
and extent of their risk exposure and confirms
the mitigations and continuity processes in place.
An accountable person from Informa holds the
relationship with the counterparty
How we manage it
• We seek to manage the likelihood and impact of any
business-critical technology failure, so have put in place
governance standards, maturity targets and controls
to manage technology risk and operational IT resilience
• Our Group-wide strategy is to deploy cloud computing
where appropriate, which provides resilience for
our products and services and our capacity to scale
• We work to reduce complexity in our technology
landscape by streamlining legacy systems and
those from acquired businesses
• Each division and function conducts spot testing and
• We assess and select technology service providers
checks across a sample of their counterparties each year,
to ensure the ongoing performance and strength
of relationships and services
on their ability to deliver the required service,
reducing the risk of downtime
• We provide remote access services so that
• We subject key counterparties to additional due
diligence, including assessing the robustness of their
business plans, financial stability, cyber and information
security practices, and business continuity plans.
We put contracts and service-level agreements
in place, along with performance and risk indicators
• Our Treasury Policy ensures we are not over-reliant
on any single financing partner
colleagues can work securely and productively
from anywhere, should one of our hubs be affected
by a technology outage
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Principal risks and uncertainties
continued
Growth and strategy
7 Data loss and
cyber breach
8 Privacy
regulation risk
Owners: Group Chief Operating Officer, Chief Information
Security Officer, Chief Commercial Officer
Owners: Group General Counsel and Company Secretary,
Chief Privacy Officer
Risk appetite: Averse
Latest movement: No change
Risk appetite: Averse
Latest movement: No change
As our business evolves digitally, we are using data
more and more in our business operations. A cyber
breach or loss of sensitive or valuable data, content
or intellectual property could mean a loss of reputation
and trust, losses for our stakeholders, fines, regulatory
reprimands and business interruption. Managing
these impacts could be disruptive and could cause
reputational damage if handled inadequately. We made
improvements in 2022 to create a more robust and
secure environment, but we recognise that the risk,
especially of targeted attacks, increases as we become
more digitally focused – so, this risk remains stable.
How we manage it
• We seek to protect our data robustly and in line
with privacy regulations and good security practices.
Our Information Security team determines strategy
and oversees company-wide security initiatives
• We employ a layered defence-in-depth approach to
protect the confidentiality, availability and integrity
of key systems. This comprises administrative,
technical and physical controls, which are continuously
monitored and adapted according to developing threats
• The Risk Committee monitors the performance,
progress and maturity of our cyber security controls
• Our internal and external assurance programmes
assess compliance with company security policies,
standards and controls, and provide reports to the
Audit Committee and Group leadership
• For cyber breaches, we have a well-defined incident
management response
• To support a security-aware culture, we run simulated
events to test security controls and response tactics
– and our colleague awareness programmes
include training, communications and simulated
phishing exercises
• Greater controls and governance, and continued
investment in our talent base, have led to a more robust
control environment and more focused capture and
use of customer data for our data analytics engine
and several GAP 2 initiatives
We use data on current and prospective customers
to market brands, deliver products and create new B2B
digital services – a focus for growth under GAP 2.
Using personal information is governed by privacy
and data protection legislation, and more onerous
legislation could limit how we access and use this data.
Different legislative approaches across jurisdictions –
such as those in Europe and North America, and
emerging data privacy regulations in China –
increase the operational complexity of compliance.
Non-compliance can lead to fines and damage to
reputation and customer relationships, and affect
our ability to trade in some countries.
How we manage it
• Good privacy practices are essential to winning
and maintaining colleague and customer trust.
We respect and value personal information and privacy,
and comply with regulatory requirements
• Our Group Chief Privacy Officer leads our data privacy
governance. Each division is supported by privacy
leaders with specialist teams, which are dedicated
to guiding product and commercial teams on privacy
compliance and best practice as they develop new
platforms and B2B digital services. We apply
privacy-by-design principles when embarking
on new projects
• Our data privacy programme includes company-wide
policies, guidance on specific matters, privacy
management technologies, dedicated privacy
managers across our operating businesses and markets,
and training. We give all our colleagues mandatory
training on their data privacy responsibilities, and give
targeted, topic-specific training to certain roles
• We re-evaluate the programme each year to make sure
we address any changes to business strategy, priorities
or emerging privacy regulations or risks. We regularly
monitor external factors and changes in privacy and
data protection laws, and consider and communicate
any operational impacts
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 People
9
Inability to attract
and retain key talent
10 Health and
safety incidents
Owner: Group HR Director
Risk appetite: Cautious
Latest movement: Decrease
We aim to attract, retain and develop great talent by
creating an engaging, inclusive and rewarding working
environment where colleagues can make the most
of their skills. The capacity, knowledge and leadership
skills needed are evolving with our strategy and growth
plans. The loss of key talent in critical functions and
inadequate succession planning for senior managers
could affect our ability to serve customers and deliver
strategy. We made significant improvements in 2022
around talent management, recruitment and culture
frameworks and processes, reducing the likelihood
and impact of this risk.
How we manage it
• We aim to manage this risk to a sustainable level through
skills assessments, performance and talent management
tools, and establishing function-specialist recruitment
teams to help source in-demand talent more successfully
• The Group leadership team and Board review talent
trends and put in place short- and long-term
succession plans for critical roles, including
appropriate incentive packages
• HR leadership and the Risk Committee monitor colleague
engagement and retention. Where we feel attrition rates
are high, management teams must report on the
measures they are taking to reduce the loss of key
talent Where it is not possible to retain key talent in
commercially critical roles, we manage potential impacts
through appropriate post-termination restrictions
• We invest in learning and development programmes,
and have performance management processes and
systems in place, to develop, manage and retain talent
• Under GAP 2, we are investing in digital skills training
and attracting and retaining key digital talent, including
through incentive programmes
Owners: Group Chief Operating Officer, Head of Health,
Safety and Security
Risk appetite: Averse
Latest movement: No change
When delivering live events, engaging with venues and
contractors, and managing facilities, we aim to operate
a safe and healthy environment. A serious failure has
the potential to cause injuries and, at worst, fatalities.
Mismanaging health and safety can also result in
reputational damage, fines and claims for damages.
How we manage it
• Our priority is the safety and wellbeing of colleagues,
customers and business partners, so we proactively
manage the related risks
• We focus on prevention by establishing good health
and safety operating standards. This is led by our central
Health, Safety and Security team, alongside regional
experts who help embed consistent approaches,
validate standards and provide targeted support
• We continue to improve and document our standards
and framework
• The Risk Committee monitors progress and regularly
reviews health and safety
• We assess our events and facilities to ensure they comply
with company standards, and monitor any required
actions until they are completed
• We operate a company-wide travel management system
that means accommodation and travel are booked to
acceptable safety standards and colleagues can access
emergency support
• Colleagues receive mandatory online health and safety
training, with enhanced training for senior managers
and those in relevant roles
• Returning to pre-pandemic levels of activity means
we have focused on training and enhancing awareness,
and using the tools in our health, safety and
security framework
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Principal risks and uncertainties
continued
People
11
Inadequate response
to major incidents
12 Pandemic
Owners: Group Chief Operating Officer, Head of Health,
Safety and Security
Owners: Group Chief Executive, Head of Risk, Head of
Health, Safety and Security
Risk appetite: Averse
Latest movement: No change
Risk appetite: Flexible
Latest movement: Decrease
Major incidents – such as those caused by extreme
weather, natural disasters, military action, terrorism
or disease outbreaks – have the potential to affect
our colleagues, operations and events. These can cause
harm to people, venues and facilities and severely
disrupt business. Responding inadequately to a major
incident could result in damage to our reputation and,
potentially, criminal and civil investigations.
Pandemics have a significant and widespread effect
on public health, including the safety of colleagues
and customers, and on global economies. A pandemic
may also curtail live in-person events in one or more
markets. Taken together, these can challenge business
operations and stability and affect certain revenue
streams. This risk remains an area of focus but
exposure has decreased significantly due to the path
of the pandemic, removal of travel restrictions and
reopening of markets, including China.
How we manage it
• While it is rare that a business can control the cause of
How we manage it
• We recognise the need to manage our resilience
a major incident, we proactively manage our response to
make sure it is effective and any impacts are minimised
• We have a central Health, Safety and Security team
that provides expertise on incident management and
supports our colleagues and any of our stakeholders
where applicable in an emergency. In severe
circumstances, a specific crisis council convenes to
direct our response. Crisis response plans also exist
for specific risks
• We have enhanced our governance and management of
this principal risk with additional training for colleagues
involved in incident response and co-ordination
• Each of our events, physical or virtual, has an incident
response plan specific to its location, format and
operational colleagues
• Each division considers known extreme weather
patterns when planning event schedules.
Terrorism threats and potential unrest or protests
are also considered, and we conduct enhanced security
risk assessments to protect our people and operations
in higher-risk locations
and tolerance to the effects of a pandemic
• We responded quickly to the outbreak of COVID-19
in 2020 by implementing our AllSecure standard and
financial resilience plans
• Our diversified portfolio of businesses and markets
has allowed for our continued growth compared with
2020 and 2021, with the business showing a return
to pre-pandemic levels
• We continue to monitor the geopolitical and economic
environment of the pandemic – including macro-
and micro-economic events and wider market activity –
and it remains a standing agenda item for management
committee meetings
• The pandemic’s effects have decreased, but we continue
to monitor effects in China now that controls have
been lifted. In the future, we will monitor pandemic risk
by integrating it with the inadequate response to major
incidents risk and maintain our current mitigations
• Subrisks associated with the pandemic have been
managed through other principal risk controls, such as
those associated with economic instability, market risk,
health and safety incidents and major incidents
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Culture
13 Inadequate regulatory
compliance
Owners: Group General Counsel and Company Secretary,
Head of Compliance
Risk appetite: Averse
Latest movement: No change
Our licence to operate is partly determined
by compliance with national and international
regulation and the support of stakeholders,
who increasingly favour companies that work ethically.
We are committed to ethical and lawful behaviour in
everything we do. If we fail to comply with applicable
regulations, we could face fines or imprisonment,
damage our reputation and be unable to trade in
some countries. As our improved management
controls – such as training, transaction screening,
oversight and prevention measures – bed in, we believe
that this risk remains stable.
How we manage it
• Colleagues and business partners who support us
or act on our behalf are expected to take appropriate
steps to comply with applicable laws and regulations
• Our commitments and expectations are clearly
articulated in our Code of Conduct, Business Partner
Code of Conduct and policies, and in our guiding
principles. We train all our colleagues on the Code
and key policies, and they are required to accept
role-relevant policies
• Our compliance programme, which includes training
and communications, is designed to ensure we meet
our obligations under material legislation. It incorporates
a sanctions programme that includes internal controls,
risk-based screening and monitoring of vendors,
sales agents and customers. The whole programme
is monitored to make sure we are continually
improving our processes
• We maintain a Speak Up whistleblowing facility for
anyone to raise a concern. Retaliation for raising genuine
concerns is not tolerated. All reports of breaches of our
Code of Conduct and policies are investigated promptly
and actions taken to remedy those breaches
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Climate impacts
TCFD analysis
There are 11 areas where the impacts
of climate change could affect
Informa, described opposite. Many of
these are common to other companies
operating in our markets. This report
contains information most significant
to forming an understanding of our
position. We publish additional detail
in a Climate Impacts Report and
Sustainability Report to cater for
specialist audiences, indexed
overleaf. Taken as a whole, these
disclosures are consistent with the
recommendations from the Task Force
on Climate-related Financial
Disclosures (TCFD). We intend to
update the Climate Impacts report
every three years, as climate science
does not typically see significant
annual change.
Governance
Managing climate change impacts
is part of our approach to risk
management and sustainability
and is overseen by the Board.
Identifying climate impacts and
acting on them is embedded in the
company’s planning and operational
activity and involves a range of
specialist functions.
The Board approves strategy and
objectives and monitors
implementation and the achievement
of targets. It receives twice-yearly
reports from the Head of
Sustainability that include matters
relating to climate change and any
financial impacts of a scale relevant to
Board matters.
Our dedicated Climate Impact Steering
Committee, chaired by the Group
Finance Director, provides additional
leadership and focus and co-ordinates
with functions that have a shared
interest in assessing and managing
impacts. It reports annually to the
Audit Committee on its activities.
Sustainability measures including
TCFD compliance were embedded
into Executive Director remuneration
schemes in 2022 and are expected
to remain a component of
these schemes.
Climate change and strategy
We believe there are ongoing
opportunities from supporting
customers to understand and
manage the impact of climate change.
The specialist knowledge and
connections we provide can help
customers understand, adapt and find
solutions in support of their transition
to a lower-carbon economy.
Embedding sustainability into our
products to serve customer needs
and support our brands’ reputation
and relevance is an important part
of our response to climate change
risks and opportunities.
Our large-scale live events and
exhibitions are also a way for
businesses to achieve multiple goals in
one place compared with less efficient
gatherings or travel, saving time,
money and flights, and this may
become an increasingly important
part of the value we provide in a
more carbon conscious world.
Our business model has a level of
built-in resilience and flexibility
should physical or transition
impacts occur from climate change.
Key features include:
• The number, location and diversity
of specialist customer markets we
work in and our continued strategy
of market specialisation
• The decentralised nature of our
products, markets and operations
• A limited exposure to the markets
at most risk of severe disruption
from the transition to a
lower-carbon economy
• A relatively low intensity
of energy use
• Proven capabilities to relocate work
and operations at short notice if
needed in the face of an extreme
weather event
• The range of measures and
activities already in place to manage
identified climate change impacts
• Ongoing progress in implementing
FasterForward
Over the coming decades,
climate change is likely
to affect most parts of
society and pose risks as
well as opportunities for
businesses and markets.
We believe that the risks of climate
change to Informa’s business and
products are low relative to many
other sectors and companies.
The knowledge and information
economy we work in does not use
resources intensively. Our operations
are international and we have a
proven ability to relocate work and
reschedule or move live events in
times of disruption.
We have also built a strong track
record within our sector for
embedding sustainability in our
business. Our FasterForward
accelerator programme,
described on pages 24 to 29
is well underway and has been
incorporated into GAP 2 as a
driver of value in our business.
We also believe that the transition
to a lower-carbon economy presents
a customer and business opportunity
to provide a greater range of
knowledge around market-relevant
climate change solutions.
We use three time horizons when
considering the delivery of strategy,
conducting business planning,
modelling viability and analysing all
risks, including climate risk: the next
12 months (short term), one to three
years (medium term) and more than
three years (long term). Over these
periods, none of the potential impacts
we have modelled meet the threshold
for climate change to be a principal risk
to Informa.
We will continue to keep this under
close review to understand any
developments in forecasting, climate
science and our markets. Our analysis
to date has helped us better
understand the most significant issues
and how to address them and focus
our response. Under our risk
management framework, climate
change is categorised as an emerging
risk and is assessed, reviewed and
managed as part of our standard risk
management process, which includes
a review by the Risk Committee at
each meeting.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Risk management
The process for identifying, assessing
and managing climate-related impacts
is integrated into Informa’s wider risk
management process. Climate change
has been reported as an emerging risk
since 2018.
It is recognised as a contributing factor
to the principal risks of inadequate
response to major incidents, inability
to attract and retain key talent,
reliance on key counterparties
and economic instability, receiving
additional focus as part of the
management of these risks.
We identify climate impacts through
internal workshops, joining peer group
discussions, input from consultants
and ongoing horizon scanning of
external trends and internal data.
We review our impacts every one to
two years depending on their severity
and time horizons. We model impacts
in different regions where appropriate
and practical: for example, where
physical risks or customer sentiment
varies by location.
Metrics and targets
FasterForward includes four targets
directly relevant to climate change risk
and opportunity: to become carbon
neutral as a business and across our
products, embed sustainability inside
100% of brands and save customers
more carbon than we emit, all by 2025,
and to be net zero carbon by 2030
or earlier.
We believe these targets provide
a good level of guidance. We do not
provide interim targets of a shorter-
term nature because the pandemic
has continued to affect parts of our
events businesses in 2022 as in 2021,
making more recent data points
potentially misleading.
Other metrics we monitor, discussed
elsewhere in this report, include our
Scope 1, 2 and 3 carbon footprint,
ranking in assessments by DJSI and
CDP, progress against Science Based
Targets and several other event-
related measures. We believe these
are the most relevant and appropriate
metrics for our business and do not
use any others, although we continue
to collaborate on the creation of
events industry metrics as part of
the Net Zero Carbon Events initiative.
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Our climate impacts
Physical impacts
1. Workplace and community disruption: extreme weather events could
affect the locations where our colleagues work
2. Event and supply chain disruption: extreme weather events could
disrupt our business operations, events and delivery infrastructure
Transition impacts
3. Evolving customer markets: some markets we serve may grow
and some may be disrupted by the shift to a lower-carbon economy
4. Change to business travel patterns: customer willingness to travel
could make some live events more or less valuable to attend, and some
on-demand events more or less popular
5. Changes to carbon costs in direct operations: changes in the price
of renewable electricity and carbon offsets could affect our overall costs
6. Changes to carbon costs in the value chain: any new costs
introduced, such as carbon taxes on flights or budgets for individuals
or companies, could affect our or supply chain costs
7. Attracting talent: our reputation as a sustainable company could
influence recruitment and colleague retention
8. Market association: working in markets or with partners who are
positively or negatively associated with sustainability could impact
our reputation
9. Climate-related legislation: complying with new legislation can
entail costs and bring opportunities to demonstrate performance
10. Investor focus on climate change: growing investor interest in
ESG could attract new funds to the company or otherwise impact
investment decisions
11. Other stakeholder expectations: changing stakeholder expectations
may influence our reputation and entail greater resources for
engagement and reporting
Read more online at:
informa.com/sustainability
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Climate impacts
continued
Quantifying climate impacts
With Risilience and the Centre for Risk
Studies at the University of Cambridge
Judge Business School, we have built
a dynamic financial model that allows
us to test four selected climate
impacts against Informa’s commercial
and physical footprint in four
scenarios. These draw on publicly
available data and internal datasets
and create an estimate of annual
value at risk, shown overleaf.
The impacts selected are based on
a management assessment of what
would be material from a financial,
operational, reputational and
stakeholder perspective.
• Two transition risks: evolving
customer markets and the potential
change to business travel patterns
• Two physical risks: extreme
weather events that affect our
largest events and physical office
locations and communities
The four scenarios chosen reflect
the potential changes to policy,
technology, economic conditions and
customer sentiment that we believe
are most relevant to our business and
products. We have matched these
scenarios to the UN’s Climate Action
Pathways, which set out the conditions
needed to maintain global
temperature rises within certain
thresholds, and further customised
them to align with the nature of
our business.
• Business as usual aligns with
the Intergovernmental Panel
on Climate Change (IPCC)
Representative Concentration
Pathway (RCP) 8.5
• Blue World reflects a scenario
where significant technology
advances take place and
successfully support minimising
temperature rises. It aligns with
IPCC RCP 4.5
• The Green World scenarios reflect
potential behaviour changes as a
result of wide-scale decarbonisation
efforts and align with IPCC RCP 2.6.
We split this into two scenarios to
model an important variable around
customer perception of the value
of travel to trade shows
Our modelling approach
We model discounted value at risk
from climate change over a five-year
period. While we recognise climate
impacts are long term in nature, the
nature of our business planning and
markets means it is challenging to
model further ahead with accuracy.
Additional information
In many countries, there is a wide interest in understanding climate impacts, including from our shareholders and other
stakeholders. As a supplement to the information in this report, where we focus on the most significant and relevant
matters, we publish separate Sustainability (SR) and Climate Impacts (CI) Reports to provide additional background and
help deepen the understanding our stakeholders have of our position. The table below summarises where to find
specific TCFD related information.
Recommended TCFD disclosure
Full details
Governance: Board oversight of climate-related risks and opportunities
Page 6: CI Report
Governance: Management’s role in assessing and managing climate-related
risks and opportunities
Page 6: CI Report
Strategy: Short-, medium- and long-term climate related risks and opportunities
Pages 7 to 15: CI Report
Strategy: Impact on business, strategy and financial planning
Strategy: Impact of different scenarios on business, strategy and
financial planning
Strategy: Transition plans to manage climate impacts
Risk management: Processes for identifying and assessing
climate-related risks
Risk management: Processes for managing climate-related risks
Risk management: How these processes are integrated into overall
risk management
Pages 7 to 15: CI Report
Page 73 in this report
Page 73 in this report
Pages 24 to 29 in this report
Pages 6 and 16: CI Report
Pages 60 and 61 in this report
Page 16: CI Report
Page 16: CI Report
Metrics and targets: Metrics used to assess climate-related strategy,
risks and opportunities
Pages 17 and 18: CI Report
Page 28 in this report
Metrics and targets: Scope 1, Scope 2 and Scope 3 greenhouse gas emissions
and related risks
Page 57 in this report
Pages 8 and 9: CI Report
Metrics and targets: Targets used to manage climate-related risks and
opportunities and performance
Pages 17 and 18: CI Report
Pages 6 to 11, 16, 17, 38 and 39: 2022 SR
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Our balance sheet holds a relatively
low value of tangible fixed assets.
As there is little value in calculating
physical risks on leased offices and
other buildings, we consider the risk of
disruption from loss of offices instead.
The analysis does not currently
incorporate opportunities that may
emerge as different markets evolve,
such as increased customer demand
for sustainability knowledge.
Green World scenarios do however
assess how particular markets may
grow or shrink from social change.
We have also not currently modelled
the introduction of new products
beyond a business-as-usual level,
such as the launch of additional digital
knowledge sharing platforms, which
we would expect to be relevant
opportunities in the Blue World
and Green World scenarios.
The analysis shows the impact if risk is
not mitigated. This provides a baseline
against which our actions to manage
risk and improve impacts can be
measured. It guides which impacts
should be monitored and managed
most closely and what the multiplying
factors might be within each impact
valuation. Impacts have been
discounted using the Group’s weighted
average cost of capital to show a
present value.
The Climate Impacts Steering
Committee will continue to review
whether to expand our model –
for example, to consider our
Academic Markets business and
incorporate more of our 11 climate
risks – based on Informa’s risk
appetite and the materiality
of potential risks.
Climate scenarios
Business as usual
Blue World
Green World A
Green World B
Global temperature
rise by 2100
>3°C
Assumed policy
developments
No change
2°C
1.5°C
1.5°C
Significant promotion
of investment in low-
carbon technology
Radical push to decarbonise by governments,
business and society
Assumed technological
developments
Follows historical
pattern
Rapid development
and scaling of new
technology
Technology advances alone are not sufficient to decarbonise to
1.5°C but rapid development and scaling of new technologies are
assumed, along with low-carbon air transport remaining unviable
Assumed
macro-economic
conditions
High market
uncertainty
Potential for
individual
market collapse
Customer sentiment
changes
Follows historical
pattern
Low-carbon air
transport remains
unviable for next
ten years
Some market
uncertainty
Big gaps between
winning and losing
companies
High market certainty
Sector financial performance is highly aligned to
carbon performance
Major demand for
knowledge and trade
in certain sectors
Significant behaviour change,
including blanket reduction in
travel resulting in decreasing
attendance at physical events
Significant behaviour change,
combined with a focus on travel
effectiveness, protecting and
supporting the role of
exhibitions as a travel
consolidator, making them the
destination of choice for
business travellers
Estimated financial impacts of climate scenarios
Unmitigated annual discounted value at risk in five years’ time*
Office and
homeworker
disruption
Business as usual
Blue World
Green World A
Green World B
Does not represent a significant impact in any scenario due to colleague and business flexibility,
demonstrated during the pandemic
Event and supply chain
disruption
£15m in all scenarios
Evolving customer
markets
Customer willingness
to travel
£nil
£(1)m
£4m
£6m
£2m in both Green World scenarios
£32m
£(11)m
* Unmitigated single-year net income at risk for the year ended December 2027 on a discounted basis
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Viability Statement
• Strategy and business model:
we have a clear strategy and
programme to target growth
opportunities, with the ability
to invest. We are flexible in how
we serve customers. We have
a flexible cost structure
• Principal risks and risk
management: our process to
identify, monitor, manage and
mitigate risk continues to
be effective
• The Board included an imminent
significant business combination in
its viability assessment, as
completion of the acquisition would
reduce the Group’s financial
headroom
How we assess viability
The Directors consider Informa’s
trading prospects, liquidity and
the potential impacts of risk over a
three-year period. We believe this is
an appropriate timeframe because it is
consistent with the near-term visibility
of market trends and the nature of
Informa’s business, and assessments
beyond three years are subject to
uncertainty that increases further
out in time.
The Group is considered viable if, after
this assessment, committed financing
facilities allow for sufficient cash
liquidity to fund operations and
repay debts as they fall due.
2022 viability assessment
To assess the impact of risk,
we consider severe but plausible
scenarios where each principal
risk might occur or crystallise. If the
potential financial impact is over 5%
of average EBITDA over the three-year
period, the principal risk is modelled
against the Group’s financial plan
to test whether it would adversely
impact the Group’s viability on
a stand-alone basis.
In the latest assessment of Informa’s
trading prospects, we modelled the
Group’s financial plan against four
severe but plausible scenarios:
• A slower than anticipated return
to live and on-demand events in
China in 2024 and 2025
• Existing and new digital products
do not grow as quickly as forecast
• Revenue growth from our
Academic Markets business
is lower than forecast,
despite ongoing investments
• A major external incident affects
a single location during the
busiest month for live and
on-demand events
To assess the Group’s liquidity,
we considered Informa’s existing debt
facilities and assumed that maturities
fall when due, no new debt is issued
and current facilities are not
refinanced during the forecast
period. Factors considered in
2022 assessment were as follows:
• The Group has a strong liquidity
position, with £2.1bn of cash,
£1.1bn of undrawn committed credit
facilities and no financial covenants
on Group borrowings as of
28 February 2023
• Liquidity increased in 2022
following the divestment of
businesses in Informa Intelligence
and a continued focus on
cash conversion
• Informa is a well-established
borrower and there is confidence
that additional debt finance could
be raised if required or desired
As shown opposite, four principal risks
underwent this modelling in 2022:
economic instability, market risk,
inadequate response to major
incidents and pandemic. The potential
financial impact of these risks is also
modelled as a single scenario to
understand their combined financial
impact. The Group remained viable
including when modelling the four
largest risks together, with no
additional cost mitigations assumed.
Directors’ viability statement
The Directors have concluded that
it is unlikely, but not impossible,
that a single risk could test the future
viability of the Group. Subject to these
risks and on the basis of the analysis
undertaken however, the Directors
have a reasonable expectation that
the Group will be able to continue in
operation and meet its liabilities as
they fall due, over a period of three
years to 31 December 2025.
Assessing long-term prospects
and viability
Informa’s Directors undertake a
formal and structured assessment of
the company’s long-term prospects
and its viability over a three-year
period, and continue to have
confidence in Informa’s business
model, long-term prospects and
viability.
How we assess long-term prospects
We use the annual business planning
and strategy process to assess our
prospects by division and consider the
company’s prospects more broadly.
Each division creates a three-year
business plan that sets out a clear
ambition, specific business objectives
and what is required to achieve those.
Plans incorporate an assessment of
external factors such as competition,
market trends and risks, and internal
factors such as talent, product and
technology capabilities. They include
detailed financial forecasts and clear
explanations of key assumptions
and risks.
Divisional plans are reviewed by the
Group Chief Executive, Group Finance
Director, Group Chief Operating
Officer and Director of Strategy
and Business Planning. They are
presented to the Board at the annual
Board strategy meeting for review,
constructive challenge and input.
Plans are updated at key dates and
for significant events.
Divisional financial forecasts are
used to evaluate the Group’s
funding requirements and assess
the resources and liquidity available
for reinvestment and returning to
shareholders. They are also used
for the annual impairment review.
When assessing the company’s
prospects more broadly in 2022,
we considered the following:
• Performance and position:
the company is performing well
on financial and sustainability
measures. We are diversified by
market, location, customer and
product type. We have strong
brands and market positions.
Long-term trends support the
company’s position and strategy
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Viability modelling
Market
trends, peers,
customers
Capabilities,
people,
products,
platforms
Risk and
sustainability
Current
portfolio
Ambition
Multi-year
divisional
strategic plans
created
From which
three-year
business plans
are formed
by divisions
Plan tested
against the
four principal
risks where,
in a severe
but plausible
scenario,
impact of the
risk valued
at over 5%
average
EBITDA
Group viable
if sufficient
liquidity
headroom
maintained
Multi-risk Group strategy plan
Three-year business plan
Tested against
economic
instability
Tested against
market risk
Tested against
inadequate
response to
major incidents
Tested against
pandemic risk
Tested against economic instability, market risk, inadequate response
to major incidents and pandemic risk simultaneously
Outcomes assessed against liquidity headroom
Going concern
Live and on-demand events returned
strongly in 2022 and early 2023 in
most regions. However, the impact
of the pandemic has created a degree
of uncertainty around whether this
return will continue at the current
level in all regions in 2024 and 2025,
particularly in China.
Against this backdrop, the Directors
have considered the company’s ability
to be a going concern over the period
to June 2024 based on the Group’s
financial plan, a downside scenario
and a reverse stress test.
Under the financial plan, including
the imminent significant business
combination, the Group maintains
liquidity headroom of more than
£1.8bn. To consider a downside
scenario, the Directors separately
and in aggregate applied the four
scenarios used in viability modelling
to the financial plan. In each case,
the Group maintains liquidity
headroom of £1.5bn.
For the reverse stress test, the
Directors assessed what would
happen to liquidity if there were
no gross profits between April 2023
and June 2024. We believe this is
an extremely remote scenario.
Nonetheless, the Group would
maintain a minimum liquidity
headroom of £0.2bn in June 2024.
Based on these results, the Directors
believe the Group is well placed to
manage its financing and other
business risks in a satisfactory way.
The Directors have been able to form
a reasonable expectation that the
Group has adequate resources to
continue in operation for at least
12 months from the signing date of
this Annual Report and Accounts, and
consider it appropriate to adopt the
going concern basis of accounting in
preparing the financial statements.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Financial Review
Our strong performance in 2022
gives us encouraging operating
momentum entering 2023
In 2022, we delivered strong
underlying growth across all our
businesses, exceptional value
from our GAP 2 Portfolio Focus
programme and accelerating
shareholder returns through share
buybacks and dividends.
In addition, we finished the year with
net cash (before leases) on the balance
sheet, providing significant flexibility
and long-term, covenant-free financing.
Strong growth
Group revenue, adjusted operating
profit and free cash flow all grew
strongly in 2022, exceeding
expectations even with China
remaining largely closed to live
events throughout the year.
Group revenue (from continuing
(£2,262m) and discontinued (£127m)
operations) of £2,389m included
underlying growth* of 29.6%,
significantly higher than the
6.1% rate delivered in 2021, reflecting:
• Improving growth in Academic
Markets, driven by strong
subscription renewals, continued
growth in advanced learning and
further progress in open research
• Strong growth in live and
on-demand events as markets
reopened and demand for high-
quality live B2B experiences
returned at pace
• Further progress in B2B digital
services, with good performances
in subscription research, specialist
media and targeted lead generation
Gareth Wright
Group Finance Director
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 In 2022, we delivered free cash flow*
of £466m from both continuing and
discontinued operations, ahead of the
£439m generated in 2021,
as our improved profitability was
supplemented by strong momentum
in forward event bookings and
subscription sales.
Combined with the delivery of circa
£2.5bn of value from divestment
returns, this performance reduced net
debt to £245m (2021: £1,435m) by year
end, a net cash position before leases.
This leaves us with effectively zero
leverage going into 2023, a material
improvement from the leverage ratios
of 2.8x at the end of 2021 and of 5.6x
at the end of 2020.
The progress made over the last
12 months enabled us to resume
ordinary dividends at the interim
stage and we have committed to
pay out a minimum of 40% of our
continuing adjusted earnings.
In 2022, this led us to propose a total
dividend of 9.8p per share, which
equates to just over 40%.
Reported revenue growth
(from continuing and discontinued
operations) of 32.8% reflected
strong underlying growth, as well as
favourable currency movements, most
notably the strength of the US dollar.
Over the last decade, we have
deliberately built our business
around US strength in both
Academic Markets and B2B Markets.
Around 50% of 2022 Group revenues
were generated in the US and 65% in
US dollar or dollar-pegged currencies.
The strength of the US dollar against
sterling was the primary driver of
around a £150m foreign currency
tailwind during the year.
A key focus in 2022 was the
divestment of our three major
Informa Intelligence businesses.
These generated revenues of £126.9m
prior to divestment and this is
reported as discontinued operations.
Excluding this contribution, underlying
revenue growth from our continuing
businesses was 31.4% and reported
revenue growth was 42.9%.
Adjusted operating profit* for 2022
(from continuing and discontinued
operations) of £535m grew by 37.7%,
even with the absence of live
events in China and only a part-year
contribution from discontinued
operations. This was partly helped
by an initial contribution from Industry
Dive – acquired in September – and
the benefit of US dollar strength.
Statutory operating profit (from
continuing and discontinued
operations) of £221.9m (2021: £93.8m)
also improved significantly, with the
difference to adjusted operating profit
largely due to intangible amortisation.
GAP 2 delivery
Having launched GAP 2 at a Capital
Markets Day in December 2021, our
focus in 2022 was on implementation,
details of which are included in
the Chief Executive’s Review on
pages 8 to 13 and in the GAP 2
section on pages 14 to 17.
The initial GAP 2 priority was our
Portfolio Focus programme and,
specifically, the divestment of the
majority of our Informa Intelligence
portfolio of businesses.
Our initial focus was on the largest
business, Pharma Intelligence, and
following a deliberate fast-track
process, in February 2022 we agreed
to sell the business to Warburg Pincus
for £1.8bn. The consideration
combined cash with an ongoing 15%
equity interest, enabling us to realise
strong value today but also benefit
from further value upside in the
future. Following completion in June,
the new owners effectively doubled
the scale of the business through a
combination with Norstella, creating
further growth opportunities and
translating our original holding into
an effective 6.7% stake in a much
larger business.
In October, we followed up the
Pharma Intelligence divestment
with the sale of our fund flow data
business, EPFR, to private equity
group Montagu for £165m in cash.
Subsequently, in December, Montagu
also bought our Maritime Intelligence
business for £377m for a mix of cash
and a retained 20% equity and 23.5%
preference shares interest.
In total, the divestment of our Informa
Intelligence businesses generated
circa £2.5bn of value and pre-tax
cash proceeds exceeding £2.1bn.
This equated to an average EV/EBITDA
multiple of 28x, a strong outcome
by any measure and reflective of
the significant value created in
those businesses through our first
Growth Acceleration Plan.
The three remaining businesses
that were within Informa Intelligence
– Curinos, IGM and Zephyr – are being
managed within Informa Connect.
These are reported within this division
for the whole of 2022 and have been
restated in the comparative year.
Cash flow generation and
balance sheet strength
Cash management and cash
generation are a core focus of our
approach to effective financial
management. Our business model is
highly cash generative, with attractive
working capital dynamics, and we put
significant effort into ensuring this
translates into high cash conversion
and strong cash flow delivery.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information In China, the Government’s reopening
programme means a near-full live
events schedule now looks possible
in 2023, which should then enable a
full return in volume and participation
in 2024.
In B2B digital services, we also expect
further growth as we build out our
service offering through our GAP 2
investments in talent and technology
and reap the full financial and
operational benefits of recent
acquisitions, NetLine and
Industry Dive.
We do, of course, also have our eyes
on the wider macro uncertainties and
cost of living pressures brought on
by inflation and rising interest rates.
Informa is not immune to these
pressures but our focus on
specialist brands in specialist markets
provides resilience and continuing
growth opportunities.
In addition, the work done through
2022 to strengthen our balance
sheet provides us with significant
flexibility to pursue external growth
opportunities, while maintaining our
commitments to shareholder returns.
I look forward to reporting on our
progress in all these areas this time
next year.
Gareth Wright
Group Finance Director
Capital allocation
Our approach to capital allocation
continues to balance discipline and
flexibility. Significant investment
decisions are only made after rigorous
financial and strategic assessment by
the leadership team and the Board.
This includes weighing up the risks
and potential returns from the
different options for our capital at
any given point in time, including
the following priorities:
• Investment in organic growth:
during 2022, net capital expenditure
in our continuing operations was
£67.5m, an increase over the
£38.4m in 2021 due to our planned
GAP 2 investments, which also
incurred additional operating costs.
These initiatives are all focused on
growth, expanding our product
portfolio and service offering,
and expanding our reach into
adjacent markets.
• Payment of sustainable ordinary
dividends: having paused dividend
payments through the pandemic,
we resumed ordinary dividends
at the interim stage in 2022,
committing to pay out a minimum
of 40% of continuing adjusted
earnings*. For the full year, we have
proposed a dividend of 9.8p.
• Targeted inorganic investment:
the Group operates in fragmented
growth markets and so we look for
opportunities to acquire businesses
that increase our scale and depth,
or add a capability that expands our
reach into new areas. In 2022, we
acquired Industry Dive for an initial
cash consideration of £309m and
the repayment of £37m of acquired
debt, expanding our range of
B2B digital services, with specific
expertise in audience development
and lead generation through
high-quality specialist digital
content and business journalism.
• Thoughtful approach to
additional shareholder returns:
where it makes sense and is a good
use of capital, we will consider
other forms of shareholder return.
Financial Review
continued
In 2022, following our Portfolio
Focus programme, which realised
a gross value of circa £2.5bn from
divestments, we commenced a
£725m share buyback programme
that was increased to £1bn in early
2023. This was considered an
efficient use of capital given the
prevailing share price and rewards
shareholders for their support
through the pandemic, as well
as the investment in the divested
Intelligence businesses through
our GAP 1. By the end of the year,
we had completed £517m of
the programme.
• Target to maintain debt ratios
that support an investment grade
credit rating: we aim to maintain a
balanced and flexible mix of funding
sources on attractive terms, while
managing our maturity profile and
the overall weighted average cost of
debt. The Group currently has four
public bonds issued under its Euro
Medium Term Note programme.
The earliest maturity is a €450m
bond in July 2023. The next maturity
is in October 2025. There are no
financial covenants across the
Group’s facilities and we maintain
an investment grade status with
the credit agencies S&P Global,
Moody’s and Fitch.
Further strong growth in 2023
We enter 2023 with strong operational
momentum across our businesses
and with significant balance sheet
strength, which provides the flexibility
to support underlying growth with
further expansion, while continuing
to invest internally and improve
returns to shareholders.
In Academic Markets, we are targeting
further modest improvement in
underlying revenue growth in 2023,
moving towards our target of 4%
by the end of GAP 2. This requires
continuing performance in our
traditional pay-to-read products,
supported by further progress in
our growing range of
open research services.
In live and on-demand events,
we are targeting further strong
growth in 2023 as demand continues
to return and we benefit from a full
12-month sales cycle and a normal
calendar schedule for the first time
since 2019.
78
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Income Statement
The results for the year ended 31 December 2022 reflect a strong trading performance in our continuing businesses,
comprising our three B2B Markets businesses (Informa Markets, Informa Connect and Informa Tech) and our Academic
Markets business Taylor & Francis. The reported revenues and profits for these businesses in 2022 were significantly higher
than 2021, reflecting underlying growth in all businesses and particular strength in B2B Markets following the successful
return of live and on-demand events after the disruption caused by the pandemic in 2021. In addition, we saw growth in
digital revenues reflecting our investment in this revenue stream. The divestment of Pharma Intelligence, EPFR and Maritime
Intelligence concluded during the year with these businesses classified as discontinued operations and therefore presented
separately on the income statement.
Adjusted
results
2022
£m
Adjusting
items
2022
£m
Statutory
results
2022
£m
Adjusted
results
20211,2
£m
Adjusting
items
20211,2
£m
Statutory
results
20211,2
£m
Continuing operations
Revenue
Operating profit/(loss)
Profit on disposal of subsidiaries and operations
Distributions received from investments
Fair value loss on investments
Net finance costs
Profit/(loss) before tax
Tax (charge)/credit
Profit/(loss) for the year from continuing operations
Discontinued operations
Profit/(loss) for the year from discontinued operations
Profit/(loss) for the year
Adjusted operating margin from continuing operations
Adjusted diluted and statutory diluted EPS from
continuing operations
2,262.4
496.3
–
–
–
(45.3)
451.0
(81.2)
369.8
29.5
399.3
21.9%
24.4p
2,262.4
184.1
1,583.3
313.2
–
(312.2)
11.6
20.6
(0.9)
(1.3)
(282.2)
54.5
(227.7)
11.6
20.6
(0.9)
(46.6)
168.8
(26.7)
142.1
1,463.7
1,236.0
1,493.2
1,635.3
–
–
–
(67.8)
245.4
(36.7)
208.7
57.4
266.1
19.8%
9.4p
12.9p
–
1,583.3
(278.8)
111.8
–
–
–
(167.0)
2.6
(164.4)
(13.5)
(177.9)
34.4
111.8
–
–
(67.8)
78.4
(34.1)
44.3
43.9
88.2
2.3p
1. Re-presented for discontinued operations (see Note 4 to the Consolidated Financial Statements)
2. Includes the results of Barbour EHS, Barbour ABI and our Asset Intelligence portfolio, including Equipment Watch, which were disposed of in 2021.
These businesses contributed £31.6m to revenue, £13.2m to adjusted operating profit and £8.0m to statutory operating profit and are included
within continuing operations as the disposal did not meet the criteria for being disclosed as a discontinued operation
Statutory results
The growth in our businesses noted above represents a 42.9% increase in revenue from continuing operations to £2,262.4m,
and a 31.4% increase on an underlying basis. Every division delivered underlying revenue growth in the year.
For continuing operations, the Group reported a statutory operating profit of £184.1m in 2022, compared with a statutory
operating profit of £34.4m for the year ended 31 December 2021. Both periods reflect some impact from pandemic
disruption, albeit less so in 2022, and accordingly we saw a strong continued return in our live and on-demand events in
all geographies outside China. Adjusted operating profit from continuing operations was £496.3m which reflected growth
of 58.5% on a reported basis, again with growth delivered in all our divisions.
Statutory net finance costs reduced by £21.2m to £46.6m, with adjusted net finance costs reducing £22.5m to £45.3m.
Lower net finance costs were driven by interest earned on higher cash balances arising from the divestments related to
the completion of our portfolio focus programme as part of our GAP 2 strategy.
The Group received a distribution, subsequent to the disposal, of £20.6m from its retained investment in the Pharma
Intelligence business.
The combination of all these factors led to a statutory profit before tax for continuing operations of £168.8m in 2022,
compared with a profit before tax of £78.4m in the year ended 31 December 2021. The profit in the year led to a statutory
tax charge of £26.7m in 2022 compared with a tax charge of £34.1m in the prior year.
This profit outcome translated into a statutory diluted earnings per share for continuing operations of 9.4p compared with
2.3p for the year ended 31 December 2021. This improvement reflects stronger trading and the lower number of shares in
issue as a result of the share buyback programme. Adjusted diluted earnings per share (EPS) from continuing operations
grew to 24.4p from 12.9p in the prior year.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Financial Review
continued
Discontinued operations
The divestments of Pharma Intelligence on 1 June 2022, the EPFR fund flow business on 3 October 2022 and Maritime
Intelligence on 1 December 2022 resulted in part-year contributions from these businesses during 2022. The results of these
businesses have been treated as discontinued operations. In total, the contributions during the year from these activities
amounted to revenues of £126.9m (2021: £215.4m), adjusted operating profit of £38.7m (2021: £75.2m), statutory operating
profit of £37.8m (2021: £59.4m) and adjusted diluted EPS of 2.0p (2021: 3.8p).
Within discontinued operations there was also a profit on disposal before tax of the three Informa Intelligence divestments
which totalled £1,740.3m, partially offset by £0.9m of operating expenses treated as adjusting items, in the year.
The results for the year ended 31 December 2021 have been re-presented to reflect the impact of discontinued
operations following the sale of Pharma Intelligence on 1 June 2022, the EPFR fund flow business on 3 October 2022
and Maritime Intelligence on 1 December 2022. The effect of this re-presentation is shown in Note 4 to the Consolidated
Financial Statements.
Measurement and adjustments
In addition to statutory results, adjusted results are prepared for the Income Statement. These include adjusted operating
profit, adjusted diluted EPS and other underlying measures. A full definition of these metrics can be found in the Glossary of
terms on pages 245 and 246. The divisional table on page 82 provides a reconciliation between statutory operating profit and
adjusted operating profit by division.
Underlying revenue and adjusted operating profit growth on an underlying basis are reconciled to statutory growth in the
table below:
2022 continuing operations
Revenue
Adjusted operating profit
2021 continuing operations1
Revenue
Adjusted operating profit
Underlying
growth/
(decline)
Phasing and
other items
Acquisitions
and disposals
Currency
change
31.4%
47.0%
4.6%
40.3%
(0.3%)
0.5%
5.2%
33.4%
2.1%
(1.6%)
1.9%
2.7%
9.7%
12.6%
(4.3%)
(18.0%)
Reported
growth/
(decline)
42.9%
58.5%
7.4%
58.4%
1. Restated for the reclassification of the Informa Intelligence division as a discontinued operation
80
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Adjusting items
The items below have been excluded from adjusted results. The total adjusting items included in the operating profit in
the year for continuing operations were £312.2m (2021: £278.8m). The £33.4m increase in adjusting items is primarily due
to increased acquisition costs and increased amortisation arising from the acquisition of Industry Dive and the full-year effect
of acquisitions in 2021, and last year’s one-off COVID-19 insurance credit of £23.6m. The most significant item in 2022 was
intangible asset amortisation of £275.3m.
Continuing operations
Intangible amortisation and impairment
Intangible asset amortisation1
Impairment – acquisition-related and other intangible assets
(Reversal)/impairment – IFRS 16 right-of-use assets
(Reversal)/impairment – property and equipment
Acquisition costs
Integration costs
Restructuring and reorganisation costs
One-off insurance credits associated with COVID-19
Onerous contracts associated with COVID-19
Subsequent remeasurement of contingent consideration
VAT credits
Adjusting items in operating profit from continuing operations
Profit on disposal of subsidiaries and operations
Distributions from investments
Fair value loss on investments
Finance costs
Adjusting items in profit before tax from continuing operations
Tax related to adjusting items
Adjusting items in profit for the year from continuing operations
Discontinued operations
Intangible asset amortisation
(Reversal)/impairment –IFRS 16 right-of-use assets
Impairment – property and equipment
Acquisition costs
Integration costs
Restructuring and reorganisation costs
Subsequent measurement of contingent consideration
Adjusting items in operating profit from discontinued operations
(Profit)/loss on disposal of subsidiaries and operations
Adjusting items in profit before tax from discontinued operations
Tax related to adjusting items
Adjusting items in profit for the year from discontinued operations
Adjusting items in profit for the year from continuing and discontinued operations
1. Excludes acquired intangible product development and software amortisation
2022
£m
2021
£m
275.3
261.8
6.9
(0.1)
(0.7)
11.8
10.2
(1.6)
–
4.7
5.7
–
312.2
(11.6)
(20.6)
0.9
1.3
282.2
(54.5)
227.7
0.4
(0.5)
–
0.1
1.1
(0.2)
–
0.9
(1,740.3)
(1,739.4)
275.7
(1,463.7)
(1,236.0)
7.9
9.2
3.1
2.7
7.3
3.2
(23.6)
9.7
3.8
(6.3)
278.8
(111.8)
–
–
–
167.0
(2.6)
164.4
6.6
2.6
1.3
0.6
1.3
3.0
0.4
15.8
0.7
16.5
(3.0)
13.5
177.9
Intangible amortisation on continuing operations of £275.3m relates to the historical additions of book lists and journal titles,
acquired databases, customer and attendee relationships and brands related to exhibitions, events and conferences. As it
relates to acquisitions, it is not treated as an ordinary cost. By contrast, intangible asset amortisation arising from software
assets and product development is treated as an ordinary cost in the calculation of operating profit, so is not treated as an
adjusting item.
Acquisition costs on continuing operations of £11.8m principally relate to the acquisition of Industry Dive.
Onerous contracts, on continuing operations, associated with the pandemic reduced significantly compared with the prior
year with a charge of £4.7m in 2022 (2021: £9.7m). This reflects the reduction in the level of events cancelled or postponed
due to the pandemic, where the costs could not be recovered, typically relating to venues and marketing. The prior year
also included a one-off insurance credit of £23.6m associated with insurance cash receipts related to events cancelled due
to the pandemic.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Financial Review
continued
The profit on disposal of discontinued operations of £1,740.3m reflects the gain recognised following the sale of the
Intelligence division, of which £1,352.2m related to the disposal of Pharma Intelligence, £111.1m to EPFR and £277.0m
to Maritime Intelligence. See Note 22 to the Consolidated Financial Statements for further details.
The table below shows the results and adjusting items by division for continuing operations, highlighting the continued
growth in our B2B Markets divisions as live and on-demand events returned strongly to most geographies, supported
by a further acceleration of growth at Taylor & Francis.
Revenue from continuing operations
Underlying revenue growth
Statutory operating (loss)/profit from continuing operations
Add back:
Intangible asset amortisation1
Impairment – acquisition-related and other intangible assets
Impairment – IFRS 16 right-of-use assets
Impairment – property and equipment
Acquisition costs
Integration costs
Restructuring and reorganisation costs
Onerous contracts associated with COVID-19
Subsequent remeasurement of contingent consideration
Adjusted operating profit from continuing operations
Underlying adjusted operating profit growth/ (decline)
Informa
Markets
£m
952.1
47.0%
(4.3)
168.7
6.7
(2.5)
(0.4)
0.1
0.4
(2.3)
5.0
0.1
171.5
154.3%
Informa
Tech
£m
320.8
42.6%
19.7
27.0
–
(0.3)
(0.1)
11.1
1.7
(0.8)
(0.5)
3.7
61.5
76.4%
Informa
Connect
£m
395.9
45.9%
14.6
26.8
0.2
3.6
–
0.3
8.3
2.2
0.2
–
Taylor &
Francis
£m
593.6
3.0%
154.1
52.8
–
(0.9)
(0.2)
0.3
(0.2)
(0.7)
–
1.9
56.2
238.2%
207.1
(5.4)%
Group
£m
2,262.4
31.4%
184.1
275.3
6.9
(0.1)
(0.7)
11.8
10.2
(1.6)
4.7
5.7
496.3
47.0%
1. Intangible asset amortisation is in respect of acquired intangibles and excludes amortisation of software and product development
Adjusted net finance costs
Adjusted net finance costs from continuing operations, consisting of the interest costs on our corporate bonds and bank
borrowings, decreased by £22.5m to £45.3m. The decrease in net finance costs primarily relates to higher interest income
on the increased cash balance due to improved free cash flow and cash proceeds of £2.1bn following the disposal of the
Intelligence division.
During the year the Group repaid €200m of Euro Medium Term Note (EMTN) borrowings from surplus funds. The borrowings
were due to be repaid in July 2023 and this portion was repaid early to reduce interest costs. Unamortised fees relating to the
repaid borrowings of £1.3m were charged to the Income Statement as an adjusting item.
The reconciliation of adjusted net finance costs to the statutory finance costs and finance income is as follows:
Finance income
Finance costs
Statutory net finance costs
Add back: adjusting items relating to finance costs
Adjusted net finance costs
2022
£m
(27.5)
74.1
46.6
(1.3)
45.3
2021
£m
(5.7)
73.5
67.8
–
67.8
Taxation
Approach to tax
The Group continues to recognise that taxes paid are part of the economic benefit created for the societies in which we
operate, and that a fair and effective tax system is in the interests of tax-payers and society at large. We aim to comply with
tax laws and regulations everywhere the Group does business and Informa has open and constructive working relationships
with tax authorities worldwide. Our approach balances the interests of stakeholders including shareholders, governments,
colleagues and the communities in which we operate.
The Group’s effective tax rate on adjusted profits (as defined in the glossary) reflects the blend of tax rates and profits in
the jurisdictions in which we operate. In 2022, the effective tax rate on adjusted profits for continuing operations was 18.0%
(2021: 15.0%).
82
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 The calculation of the effective tax rate on adjusted profits for continuing operations is as follows:
Adjusted tax charge for continuing operations
Adjusted profit before tax for continuing operations
Effective tax rate on adjusted profits for continuing operations %
2022
£m
81.2
451.0
18.0%
2021
£m
36.7
245.4
15.0%
Tax payments
During 2022, the Group paid £71.7m (2021: £41.6m) of corporation tax and similar taxes in relation to continuing operations,
with the year-on-year increase reflecting the higher profit before tax reported in the year.
A breakdown of the main geographies in which the Group paid tax is as follows:
UK
Continental Europe
US
China
Rest of world
Total
The reconciliation of the adjusted tax charge to cash taxes paid is as follows:
Tax charge on adjusted profit before tax per Consolidated Income Statement
Movement in deferred tax including tax losses
Net current tax credits in respect of adjusting items
Movement in provisions for uncertain tax positions
Taxes paid in different year to charged
Taxes paid per statutory cash flow
2022
£m
6.9
18.8
32.0
9.0
5.0
71.7
2022
£m
81.2
(18.8)
(9.0)
(6.5)
24.8
71.7
2021
£m
3.2
15.0
(0.7)
23.0
1.1
41.6
2021
£m
36.7
6.1
(2.1)
6.6
(5.7)
41.6
In addition, tax of £205.4m was paid in relation to profit on disposal and discontinued operations.
At the end of 2022, the recognised deferred tax assets relating to US and UK tax losses were £20.0m (2021: £106.8m)
and £29.7m (2021: £34.7m) respectively. These are expected to be utilised against future taxable profits.
Goodwill is not amortised as it is subject to impairment review, and as a result there is no charge to adjusting items for
goodwill amortisation. However, there can be an allowable tax benefit for certain goodwill amortisation in the US and
elsewhere. Where this benefit arises, it reduces the tax charge on adjusted profits.
The amortisation of intangible assets is considered an adjusting item. The £10.7m (2021: £13.6m) of current tax credits taken
in respect of the amortisation of intangible assets is therefore also treated as an adjusting item and included in the tax credits
in respect of adjusting items.
Tax contribution
The Group’s total tax contribution, from continuing and discontinued operations, which comprises all material taxes paid to,
and collected, on behalf of governments globally was £590.7m in 2022 (2021: £267.2m). The geographic split of taxes paid by
our businesses was as follows:
Profit taxes borne
Employment taxes borne
Other taxes
Total
UK
£m
7.9
27.8
5.0
40.7
US
£m
236.4
26.1
0.8
263.3
Other
£m
32.8
12.7
2.2
47.7
Total
£m
277.1
66.6
8.0
351.7
In addition to the above, in 2022 we collected taxes on behalf of governments (e.g. employee taxes and sales taxes)
amounting to £239.0m (2021: £166.6m).
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Financial Review
continued
Earnings per share
Adjusted diluted EPS from continuing operations was 89.1% higher at 24.4p (2021: 12.9p), largely reflecting higher adjusted
earnings of £356.5m (2021: £194.4m) together with a 3% decrease in the weighted average number of shares following the
share buybacks during the year.
An analysis of adjusted diluted EPS and statutory diluted EPS is as follows:
Statutory profit for the year from continuing operations
Add back: Adjusting items in profit/loss for the year
Adjusted profit for the year
Non-controlling interests relating to adjusted profit
Adjusted earnings from continuing operations
Weighted average number of shares used in adjusted diluted EPS (m)
Adjusted diluted EPS (p) from continuing operations
Statutory profit for the year from continuing operations
Non-controlling interests
Statutory earnings from continuing operations
Weighted average number of shares used in diluted EPS (m)
Statutory diluted EPS (p) from continuing operations
2022
£m
138.3
227.7
366.0
(9.5)
356.5
1,464.3
24.4p
2022
£m
142.1
(3.8)
138.3
1,464.3
9.4p
20211
£m
34.0
164.4
198.4
(4.0)
194.4
1,510.2
12.9p
2021
£m
44.3
(10.3)
34.0
1,510.2
2.3p
1. Re-presented for discontinued operations (see Note 4 to the Consolidated Financial Statements)
Dividends
Following the temporary suspension of dividend payments as part of the Group’s response to the pandemic, the Group
has resumed ordinary dividend payments. An interim dividend of 3.0p per share (2021: nil pence per share) was paid on
9 September 2022. The total amount paid was £43.3m (2021: £nil).
As previously announced, the Group intends to declare dividends at an annual payout ratio of 40% of annual continuing
adjusted earnings. Accordingly, the Board has proposed a final dividend of 6.8p per share (2021: nil pence per share).
The final dividend is scheduled expected to be paid on 14 July 2023 to ordinary shareholders registered at the close of
business on 2 June 2023. This will result in total dividends for the year of 9.8p (2021: nil pence).
The growth in earnings in 2022 means dividend cover (see Glossary of terms for definition) was 2.5 times (2021: n/a),
being adjusted diluted EPS on continuing operations of 24.4p (2021: 12.9p) divided by total dividends per share of 9.8p
(2021: nil pence). Our dividend payout ratio was 40%, being total dividends per share of 9.8p divided by adjusted diluted
EPS on continuing operations of 24.4p.
Currency movements
One of the Group’s strengths is its international reach and balance, with colleagues and businesses located in most major
economies of the world. This means the Group generates revenues and costs in a mixture of currencies, with particular
exposure to the US dollar, as well as some exposure to the euro and the Chinese renminbi.
In 2022 across our continuing and discontinued operations, approximately 65% (2021: 58%) of Group revenue was received
in USD or currencies pegged to USD, with 8% (2021: 8%) received in euro and 1% (2021: 9%) in Chinese renminbi.
Similarly, on continuing and discontinued operations we incurred approximately 54% (2021: 48%) of our costs in USD or
currencies pegged to USD, with 3% (2021: 8%) in Chinese renminbi and 3% (2021: 3%) in euro.
For continuing and discontinued operations, each one cent ($0.01) movement in the USD to GBP exchange rate has a
circa £13m (2021: circa £8m) impact on annual revenue, and a circa £5m (2021: circa £3m) impact on annual adjusted
operating profit.
The following rates versus GBP were applied during the year:
US dollar
Renminbi
Euro
84
2022
2021
Closing rate Average rate
Closing rate
Average rate
1.21
8.34
1.13
1.24
8.30
1.17
1.35
8.57
1.19
1.38
8.87
1.16
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Free cash flow
Cash management and cash generation remain a key priority and focus for the Group, providing the funds and flexibility
for paying down debt, future organic and inorganic investment and consistent shareholder returns. Our businesses typically
convert adjusted operating profit into cash at a strong conversion rate, reflecting the relatively low capital intensity of the
Group. In 2022, absolute levels of cash flow showed continued improvement on the prior year period despite cash being held
at 31 December 2021 against 2022 events, previously postponed.
The following table reconciles the statutory operating profit to operating cash flow and free cash flow, both of which are
defined in the glossary.
Statutory operating profit
Add back: Adjusting items
Adjusted operating profit
Depreciation of property and equipment
Depreciation of right-of-use assets
Software and product development amortisation
Share-based payments
Loss on disposal of other assets
Adjusted share of joint venture and associate results
Adjusted EBITDA1
Net capital expenditure
Working capital movement2
Pension deficit contributions
Operating cash flow
Restructuring and reorganisation
Onerous contracts and one-off (payments)/receipts associated with COVID-19
Net interest
Taxation
Free cash flow from continuing operations
Free cash flow from discontinued operations
Free cash flow
2022
£m
184.1
312.2
496.3
11.7
24.8
35.2
17.5
0.3
(2.1)
583.7
(67.5)
65.3
(6.9)
574.6
(14.1)
(5.5)
(65.4)
(71.7)
417.9
48.5
466.4
20213
£m
34.4
278.8
313.2
12.7
24.2
31.6
15.0
0.1
(3.0)
393.8
(38.4)
144.7
(6.3)
493.8
(29.4)
13.9
(74.4)
(41.6)
362.3
76.4
438.7
1. Adjusted EBITDA represents adjusted operating profit before interest, tax, and non-cash items including depreciation and amortisation
2. Working capital movement excludes movements on restructuring, reorganisation, COVID-19 costs, and acquisition and integration accruals or
provisions as the cash flow relating to these amounts is included in other lines in the free cash flow and reconciliation from free cash flow to net funds
flow. The variance between the working capital in the free cash flow and the Consolidated Cash Flow Statement is driven by the non-cash movement
on these items
3. Re-presented for discontinued operations (see Note 4 to the Consolidated Financial Statements)
Free cash flow from continuing operations was £55.6m higher than 2021 principally due to the £183.1m higher adjusted
operating profit, partially offset by higher cash tax of £30.1m, higher capital expenditure investment of £29.1m and a
reduction of £79.4m in the working capital inflow. The calculation of operating cash flow conversion and free cash flow
conversion is as follows:
Operating cash flow conversion
Free cash flow conversion
Operating/free cash flow from continuing operations
Adjusted operating profit from continuing operations
2022
£m
574.6
496.3
20211
£m
493.8
313.2
Operating/free cash flow conversion from continuing operations
115.8%
157.7%
1. Re-presented for discontinued operations (see Note 4 to the Consolidated Financial Statements)
2022
£m
417.9
496.3
84.2%
20211
£m
362.3
313.2
115.7%
Net capital expenditure from continuing operations increased to £67.5m (2021: £38.4m) reflecting initial investments as part
of our GAP 2 strategy. Capital expenditure was equivalent to 3.0% of 2022 continuing revenue (2021: 2.4%), and we expect
full-year 2023 capital expenditure to be at a level closer to 4.0% relative to revenue as further GAP 2 investments are made.
The continuing working capital inflow of £65.3m was £79.4m lower than the inflow in 2021, which benefited from the
restart in live and on-demand events after the pandemic, whereas 2022 benefited from the ongoing recovery in live and
on-demand revenues.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Financial Review
continued
Net cash interest payments of £65.4m were £9.0m lower than the prior year, largely reflecting interest income on the Group’s
increased cash balances generated by the divestment of the businesses within the Intelligence division.
The following table reconciles net cash inflow from operating activities for continuing operations, as shown in the
consolidated cash flow statement, to free cash flow from continuing operations:
Net cash inflow/(outflow) from operating activities for continuing operations per statutory cash flow
Interest received
Purchase of property and equipment
Purchase of intangible software assets
Product development cost additions
Add back: Acquisition and integration costs paid
Add back: Additional pension payments
Add back: Pension payment into escrow
Free cash flow from continuing operations
2022
Continuing
£m
20211
Continuing
£m
397.2
25.7
(14.5)
(37.9)
(15.1)
18.2
16.1
28.2
417.9
385.9
5.6
(6.9)
(25.2)
(6.3)
9.2
-–
–
362.3
1. Re-presented for discontinued operations (see Note 4 to the Consolidated Financial Statements)
Net cash from operating activities for continuing operations increased by £11.3m to record an inflow of £397.2m, principally
driven by the increased profits in the year, together with improved cash collections related to forward event bookings.
The following table reconciles cash generated by operations for continuing operations, as shown in the Consolidated Cash
Flow Statement, to operating cash flow from continuing operations shown in the free cash flow table above:
Cash generated by operations for continuing operations per statutory cash flow
Capital expenditure paid
Add back: Acquisition and integration costs paid
Add back: Restructuring and reorganisation costs paid
Add back: Additional pension payment
Add back: Pension payment into escrow
Onerous contracts and one-off costs paid /(credits received) associated with COVID-19
Operating cash flow from continuing operations
1. Re-presented for discontinued operations (see Note 4 to the Consolidated Financial Statements)
2022
Continuing
£m
20211
Continuing
£m
560.0
(67.5)
18.2
14.1
16.1
28.2
5.5
574.6
507.5
(38.4)
9.2
29.4
–
–-
(13.9)
493.8
The following table reconciles free cash flow from continuing and discontinued operations to net funds flow and net debt,
with net debt reducing by £1,190.0m to £244.6m during the year. This reduction in net debt is primarily due to the proceeds
from the divestment of the businesses within the Intelligence division, positive cash from operations offset by the acquisition
of Industry Dive, the share buyback programme and the resumption of ordinary dividends.
Free cash flow from continuing and discontinued operations
Acquisitions
Disposals
Additional pension payments
Pension payment into escrow
Add back: repayment of acquired debt
Dividends paid to shareholders
Dividends paid to non-controlling interests
Dividends received from investments
Distributions received from investments
Issuance of shares
Purchase of own shares through share buyback
Purchase of shares for Trust
Net funds flow
Non-cash movements excluding acquired debt
Foreign exchange
Net finance lease additions in the year
Net debt at 1 January
Acquired debt
Net debt
2022
£m
466.4
(405.3)
1,896.8
(16.1)
(28.2)
36.6
(43.3)
(9.5)
1.8
20.6
–
(513.3)
(3.3)
1,403.2
(133.0)
(31.8)
(11.8)
20211
£m
438.7
(90.9)
280.9
–
–
–
–
(8.6)
2.8
–
(0.2)
–
(2.5)
620.2
(78.9)
106.2
(18.8)
(1,434.6)
(2,029.6)
(36.6)
(244.6)
(33.7)
(1,434.6)
1. Re-presented for discontinued operations (see Note 4 to the Consolidated Financial Statements)
86
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Financing and leverage
The strong free cash flow performance in the year, together with disposal proceeds, helped to reduce net debt by £1.2bn
in the year to £244.6m at 31 December 2022 (31 December 2021: £1.4bn).
The Group retains significant available liquidity, with unutilised committed financing facilities available to the Group of
£1,099.9m (31 December 2021: £1,094.6m). Combined with £2,125.8m of cash (2021: £884.8m); this increased available
Group-level liquidity at 31 December 2022 to £3,225.7m (31 December 2021: £1,979.4m).
The average debt maturity on our drawn borrowings is currently 3.1 years (31 December 2021: 3.9 years). The EMTN maturity
of GBP equivalent €450.0m (£398.4m) in July 2023 notwithstanding, there are no significant maturities until October 2025.
Net debt and committed facilities
Cash and cash equivalents
Bond borrowings
Bond borrowing fees
Bank borrowings
Bank borrowing fees
Derivative assets associated with borrowings
Derivative liabilities associated with borrowings
Net debt before leases
Lease liabilities
Finance lease receivables
Net (cash)/debt
Borrowings (excluding derivatives, leases, fees and overdrafts)
Unutilised committed facilities (undrawn revolving credit facility)
Unutilised committed facilities (undrawn Curinos facilities)
Total committed facilities
2022
£m
(2,125.8)
1,910.7
(8.8)
41.3
(2.4)
(2.2)
168.1
(19.1)
270.4
(6.7)
244.6
1,952.0
1,050.0
49.9
3,051.9
2021
£m
(884.8)
2,001.3
(12.1)
36.8
(3.4)
(3.4)
40.7
1,175.1
265.9
(6.4)
1,434.6
2,038.1
1,050.0
44.6
3,132.7
The Informa leverage ratio at 31 December 2022 was (0.2) times (31 December 2021: 2.8 times), and the Informa interest
cover ratio was 16.6 times (31 December 2021: 7.8 times). Both are calculated consistently with our historical basis of
reporting of financial covenants which no longer applied at 31 December 2022. See the Glossary of terms for the definition
of Informa leverage ratio and Informa interest cover.
The calculation of the Informa leverage ratio is as follows:
Net (cash)/debt
Adjusted EBITDA
Adjusted leverage
Adjustment to EBITDA1
Adjustment to net cash/debt1
Informa Leverage ratio
1. Refer to Glossary for details of the adjustments to EBITDA and net debt for Informa leverage ratio
The calculation of Informa interest cover is as follows:
Adjusted EBITDA
Adjusted net finance costs
Adjusted interest cover
Adjustment to EBITDA1
Informa Interest cover
2022
£m
244.6
625.5
0.4x
–
(0.6)x
(0.2)x
2022
£m
625.5
45.3
13.8x
2.8x
16.6x
2021
£m
1,434.6
478.1
3.0x
0.4x
(0.6)x
2.8x
2021
£m
478.1
67.8
7.1x
0.7x
7.8x
1. Refer to Glossary for details of the adjustments to EBITDA for Informa interest cover
There are financial covenants over £41.3m (2021: £36.8m) of drawn borrowings in the Curinos business. These financial
covenants are ring-fenced to borrowings against the Curinos business only.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Financial Review
continued
Corporate development
During the year the Group completed the divestment of the Intelligence division as a key element of the Group’s GAP 2
strategy. Informa has a proven track record in creating value through identifying, executing and integrating complementary
businesses effectively into the Group. In 2022, cash invested in acquisitions was £405.3m (2021: £90.9m), with £315.1m of
net spend relating to acquisitions net of cash acquired (2021: £68.2m), £9.8m (2021: £3.3m) to cash paid for business assets,
£20.1m (2021: £10.3m) to acquisition and integration spend, £1.5m (2021: £1.5m) to the cash settlement on the exercise of an
option relating to non-controlling interests, £22.2m to the acquisition of the convertible bond, £36.6m to the repayment of
debt in relation to Industry Dive, and £nil (2021: £7.6m) relating to other investments.
Net proceeds from disposals amounted to £1,896.8m (2021: £280.9m), with £1,664.9m relating to the divestment of Pharma
Intelligence, £165.2m to the divestment of EPFR, £302.5m to the divestment of Maritime Intelligence in the year and tax paid
on disposals of £204.4m.
Acquisitions
In September 2022 Informa completed the share acquisition of Industry Dive. Industry Dive brings capabilities in audience
development and lead generation through high-quality specialist content and business journalism. Industry Dive has more
than 2.5m active subscribers and a total engaged audience of circa 13m, across 24 specialist B2B markets via 27 specialist
dives. Industry Dive forms part of the Informa Tech division.
Cash consideration was £309.0m ($359.3m) with estimated contingent consideration, based on the future revenue
performance of the business, of £126.1m ($146.6m). The contingent consideration was fair valued at year end to £125.3m with
the decrease due to a movement in the discount rate and USD to GBP exchange rate. In addition to the cash consideration of
£309.0m, Industry Dive debt of £36.6m was immediately repaid upon completion. See Note 19 to the Consolidated Financial
Statements for further details.
Divestments and share buyback
A central theme of the GAP 2 strategy was the decision to focus and accelerate investment in the two markets where
the Group has leadership positions of scale and which offer attractive opportunities for further growth and expansion
– Academic Markets & Knowledge Services and B2B Markets & Digital Services – and divest certain businesses in the
Informa Intelligence division.
On 1 June 2022 the divestment of Pharma Intelligence completed, having been first announced on 10 February 2022.
The terms of the deal saw the Group receive £1.66bn in cash before tax and a 15% shareholding in the ongoing business.
This 15% equity interest ranks pari passu with Warburg Pincus’ equity (the acquirer), enabling Informa to realise significant
value today, while sharing in the future value created from further growth and portfolio expansion in the ongoing business.
Pharma Intelligence was the largest business that was held within the Informa Intelligence division and is a leading provider
of specialist intelligence and data for clinical trials, drug development and regulatory compliance. The profit on disposal
before tax was £1.35bn. Subsequent to the disposal, a distribution of £20.6m was received following the post-disposal merger
between Citeline, previously Pharma Intelligence, and Norstella. Informa’s stake in the expanded business has been diluted
to 6.7% following the merger; however, a 15% stake in the holding company is maintained.
On 3 October 2022 the divestment of EPFR completed for an overall consideration before tax of £165.2m. EPFR provides fund
flows and asset allocation data to financial institutions domiciled globally, delivering a complete picture of institutional and
retail investor flows and fund manager allocations driving global markets. The profit on disposal before tax was £111.1m.
On 1 December 2022 the divestment of Maritime Intelligence completed for cash consideration of £302.5m together with
a 20% equity and 23.5% preference shares holding in the ongoing business. This ongoing interest ranks pari passu with
Montagu (the acquirer), enabling Informa to realise value today, while being able to participate in the future value created
from further growth in the ongoing business. Maritime Intelligence is at the heart of global seaborne transport and trade,
providing the information needed by professionals at the right time and in the right format, to help them make better
decisions, more quickly. The profit on disposal before tax was £277.0m.
As part of the GAP 2 strategy, the Group has also committed to return value to shareholders through a share buyback
programme of £1bn and, by 31 December 2022, £517.0m of shares had been repurchased with 89.0m shares cancelled.
The shares acquired were at an average price of 573p per share, with prices ranging from 506p to 628p.
88
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Pensions
The Group continues to meet all commitments to its pension schemes, which include six defined benefit schemes,
all of which are closed to future accruals.
At 31 December 2022, the Group had a net pension surplus of £49.1m (31 December 2021: £1.6m), comprising a pension
surplus of £55.8m (31 December 2021: £15.5m) and pension deficits of £6.7m (31 December 2021: £13.9m). Gross liabilities
were £477.3m at 31 December 2022 (31 December 2021: £735.2m). The decrease in liabilities is predominantly driven by
the increase in the discount rates used for calculating the present value of the pension liability, with rates for UK schemes
increasing 305 basis points from 1.90% in the prior year to 4.95% at 31 December 2022, in line with increased yields on
benchmark high-quality corporate bonds.
The Pharma Intelligence disposal which completed on 1 June 2022 resulted in an agreement with the Trustees of the UK
schemes to accelerate agreed deficit repair contributions for the UK schemes. This resulted in a one-off payment of £16.1m
and a contribution of £28.2m into an escrow fund, with payment from this fund to the pension schemes being dependent
on the future financial strength of the UK pension schemes. Payment of both these amounts was made in the second half
of 2022. As part of the Schedule of Contributions agreed at the time of the last valuation of the UBM Pension Scheme there
is also an agreement to pay £0.7m of additional contributions to that scheme at each dividend payment date.
Audit tender update
As announced at our interim results and following an audit tender process, PricewaterhouseCoopers LLP (PwC) will, subject
to shareholder approval at the 2023 AGM, be appointed Informa’s auditor commencing 1 January 2023. Transition planning is
already underway and, as is usual during the transition of auditors, PwC attended key meetings, as an observer, throughout
the year end audit of the 2022 results.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Non-Financial and Sustainability Information Statement
Under the UK’s Non-Financial Reporting Directive, we are asked to summarise in a statement how we manage certain
matters that are not principally financially focused, as follows. Full details of our key policies can be found on the
Informa website.
Business model
Colleagues
We deliver a range of brands,
products and services to
businesses and professionals
working in specialist markets
that help them learn more,
know more and do more.
Read more on pages 18 and 19.
Our colleagues and culture
are a strength of Informa’s
and critical factor in our
growth and success.
Read about life at Informa
and how invest in and support
colleagues on pages 30 to 34.
Policies, outcomes and due
diligence: Various policies
support conduct, wellbeing
and productivity. One example
is our new Respect at Work
Policy, which sets out a zero
tolerance for bullying and
harassment. From 2023 all
colleagues will be required
to complete online training
based on the policy.
We monitor effectiveness
through whistleblowing and
HR reports, assessing all
reports and taking action
where non-compliance
is found.
Relevant principal risks:
The inability to attract and
retain key talent.
Read more on page 67
Measurement: we track
colleague engagement scores
as a Group KPI.
Read more on page 57
Environmental
matters
Our direct impact on the
environment is relatively
low and we take action to
progressively manage and
minimise our footprint.
We track the potential
impacts of climate change
on our business as part
of our standard risk
management processes.
Policies, outcomes and due
diligence: Our Sustainability
Policy is supported by a
detailed Paper and Timber
Policy. Our aim is that 100%
of paper and timber used
in our products is sourced
from responsibly managed
sustainable forests.
All colleagues responsible for
procurement and engaging
suppliers are required to
follow this policy.
The Sustainability team
engages with colleagues and
conducts spot checks, and
procurement teams require
that relevant suppliers to sign
up as part of new contracts
and renewals. In 2022, over
90% of all paper used in the
business came from
sustainable sources.
Relevant principal risks:
We categorise climate change
as an emerging risk.
Our TCFD-aligned analysis
describes this on pages 70 to 73.
Measurement: Through
various indicators, including
the Group KPIs DJSI
performance and GHG
emissions.
Read more on page 55
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Social matters
We aim to have a positive
impact and contribute to the
success of the communities
we live in and work with.
Policies, outcomes and due
diligence: Our social impact
takes various forms. One is
the health, safety and welfare
of colleagues, customers
and suppliers. Our Health
and Safety Policy commits
to following all relevant
legislation and mitigating
accidents in our workplaces.
Each live event team must
complete a health and
safety assessment before
an event opens and report
any incidents or near misses.
The Health, Safety and Security
team visits selected sites
to review assessments,
investigate any issues
and provide advice on
any improvements.
Relevant principal risks:
Health and safety incidents
Read more on page 67
Measurement: Through
incident reporting. Health and
safety is also included in DJSI
performance, a Group KPI.
Respect for
human rights
We support the UN’s Universal
Declaration of Human Rights
and recognise that human
rights are relevant to a range
of business matters including
privacy, respect at work, health
and safety and labour rights,
including modern slavery
and child labour. Our 2022
Group-level human rights
risk and impact assessment
confirmed the risks most
closely connected with
our business.
Policies, outcomes and due
diligence: We introduced
a new Human Rights Policy
in 2022 to bring together the
actions we take to understand
and support human rights.
As one example, it requires
colleagues to ensure published
content is responsible, produced
without bias and with respect
for the rights of everyone
involved in its creation.
Research submissions
undergo integrity checks
pre-publication and a
dedicated Publishing Ethics
and Integrity team in
Taylor & Francis investigates
reports of suspicious or
potentially fraudulent
research submissions to
minimise the risk.
Relevant principal risks:
privacy regulation, data loss
and cyber breach, and health
and safety incidents.
Read more on pages 66-67
Measurement: Through audit
checks and whistleblowing
reports. Our human rights
programme is also included
in our DJSI performance,
a Group KPI.
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Anti-bribery and
anti-corruption
We have a zero tolerance
forany forms of bribery and
corruption involving Informa
or our business partners.
Policies, outcomes and due
diligence: Anti-bribery and
anti-corruption is our key
periodic
policy and there is
mandatory colleague training,
described on page 32.
We carry out due diligence of
higher-risk business partners,
including sales agents, and
have processes to address or
mitigate identified risks and
terminate relationships where
those cannot be managed or
where policy breaches are
identified. All reports are
investigated and no such
breaches were identified
in 2022.
Relevant principal risks:
Inadequate regulatory
compliance.
Read more on page 67
Measurement: Through
audit checks and monitoring
whistleblowing reports.
Scan QR code to go to our Policies
page on informa.com where more
information can be found
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
If 2021 was a year of planning, 2022
was a year of action. The Board oversaw
significant strategic activity, driven by
our growth plan, and we ended the year
in an excellent position as a stronger,
more focused Informa
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Chair’s introduction to governance
We were pleased that our new
Remuneration Policy was well
supported at the 2022 AGM while
recognising the differences of opinions
around historical remuneration
policies and decisions. We continue
to engage with shareholders through
my annual roadshow and our regular
Investor Relations meetings, and our
Remuneration Committee Chair will
be consulting with shareholders
during the second half of 2023 on
the performance measures for 2024
long-term incentive awards.
Clear goals, confident decisions
As a Board, we spent much of our time
in 2022 overseeing the delivery of
GAP 2, including M&A activity and
targeted investments to grow our
businesses and expand our digital
products and services. With GAP 2
clearly defining our strategic goals,
we knew exactly where the business
needed to focus, grow and create value,
so we could consider every decision
and action within that bigger picture.
We have shared some of the specific
decisions and actions in the Board’s
year from page 98.
Our approach to governance is
underpinned by a simple principle:
we always try to do the right thing.
That means we go into all our Board
meetings thinking about the business
issues we need to solve and the
potential impact on both the
business and our stakeholders.
While all of us on the Board share that
philosophy, it is important not to all
think in the same way. We welcome
constructive discussion and debate,
with everyone on the Board bringing
their own experience, knowledge
and views to the conversation.
The management team, in turn, does
an excellent job of taking our feedback
and adapting to what they have heard,
or pushing back and challenging
our thinking.
Growing and developing
as a Board
Having bolstered the Board with three
appointments in 2021, our focus this
year was on embedding those new
colleagues. All three have settled into
their roles and are making valuable
contributions to the Board, bringing
diverse voices to our discussions.
We are mostly back to meeting in
person, although travel restrictions
in China made it necessary for our
colleague Zheng Yin to join remotely
for the most part last year. I want to
thank him for enduring virtual meetings
into the early hours of his morning in
Shanghai, and for coming to the UK
to meet us as soon as he was able.
I have always valued ongoing Board
training and development, which,
at Informa, takes many forms –
from keeping up with the changing
regulatory environment, to joining
virtual training run by external audit
firms and completing the company’s
mandatory training on topics such
as cyber security. In 2022, we also
continued our knowledge sessions:
virtual, deep-dive discussions that
happen outside our Board meetings
and that all of us find incredibly
valuable. Topics this year included
Faster to Zero, our commitment to
becoming a zero waste and net zero
carbon business; and the market for
B2B data-driven services, which is
an important growth area for us.
Looking to 2023
with confidence
Despite ongoing world events creating
an uncertain macro environment, we
are going into 2023 in a strong position.
We will, of course, keep monitoring the
macro factors that affect the business
directly, like inflation and its effect
on our colleagues; and indirectly, such
as the war in Ukraine, energy costs
and geopolitical conflict. We have
successfully managed these issues so
far, and I have no reason to believe we
will not continue to do so.
Overall, our outlook is overwhelmingly
positive. We ended 2022 as a more
focused business with zero net debt.
The Board and management team
complement but also challenge each
other and we will continue to do the
right thing – for the business and for
our stakeholders.
Our priority as a Board for 2023 is to
keep supporting Stephen and his team
as they deliver on the GAP 2 strategy,
and I look forward to reporting on
our continued success.
John Rishton
Chair
After my first full year as
Board Chair, I am more
excited than ever about
the future of the
company. Our Growth
Acceleration Plan 2 (GAP 2) is well
underway, and already the efforts of
our management team and colleagues
across the Group are paying off.
My thanks to all of them for their
unfailing dedication, resilience and
enthusiasm as we reshape and
transform the company.
I had the pleasure of seeing some of
their hard work in action at several
Informa offices and events during the
year, and it has been hugely rewarding
getting back out there to meet
colleagues, partners and suppliers
in person. From the conversations
I have had, it is clear just how much
admiration and respect people have
for Informa, our colleagues and our
work, and it is encouraging to hear
how optimistic everyone is about
the future of the markets in which
we operate.
Despite the challenges we faced
during the pandemic, our Academic
Markets business performed well and
B2B digital services grew. As live
events return, we are in a good place
as a business.
There are three main reasons I feel
confident saying this.
First, we have a fantastic management
team that is trusted and respected.
Second, our financials are in great
shape, with double-digit revenue and
profit growth in 2022. Finally, we are
a more focused business with a clear
strategy and a positive outlook.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Board of Directors
John Rishton N
Chair
John brings significant financial and international commercial experience to Informa.
He was Chair of the Audit Committee from September 2016 until his appointment
as Board Chair in June 2021.
John was Chief Executive of Rolls-Royce Group PLC from 2011 to 2015, having been
a Non-Executive Director since 2007. His previous positions include Chief Financial
Officer and then Chief Executive and President of Royal Ahold NV and
Chief Financial Officer of British Airways PLC. John has also held non-executive
directorships at Unilever, Associated British Ports and Allied Domecq.
John is Chair of Serco Group PLC and Audit & Risk Committee Chairman at
Majid Al Futtaim Properties LLC.
Appointed Non-Executive Director
from September 2016,
Chair from June 2021
Stephen A. Carter cbe
Group Chief Executive
Appointed Non-Executive Director
from 2010, Group Chief Executive
from late 2013
Gareth Wright
Group Finance Director
Appointed July 2014
Stephen has been Group Chief Executive since late 2013.
Stephen was previously President and Managing Director EMEA at Alcatel Lucent
Inc., Managing Director and COO of ntl (now Virgin Media) and Managing Director
then Chief Executive of JWT UK & Ireland.
He was the founding CEO of Ofcom and Chief of Strategy and Minister
for Telecommunications and Media in the government of Prime Minister,
The Right Hon. Gordon Brown.
Stephen is a Non-Executive Director of Vodafone PLC and is Informa’s
representative on the Board of PA Media Group Limited, Bologna Fiere and
Norstella and Chair of the joint venture with the Principality of Monaco.
Stephen was made a Life Peer in 2008.
Gareth has strong experience in senior financial roles across multiple
UK public companies.
He joined Informa in 2009 and has held a variety of positions within the Group,
including Deputy Finance Director and Acting Group Finance Director, before
being appointed as Group Finance Director in July 2014. Gareth also chairs
our Risk Committee.
Before joining Informa, Gareth held a variety of roles at National Express plc,
including Head of Group Finance and Acting Group Finance Director. He qualified
as a chartered accountant with Coopers & Lybrand (now part of PwC).
Key
Board Committee Chair N Nomination Committee A Audit Committee R Remuneration Committee
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Mary McDowell N
Senior Independent Director
Appointed June 2018
Gill Whitehead N A
Non-Executive Director
Appointed August 2019
Louise Smalley N R
Non-Executive Director
Appointed October 2021
Mary was appointed Senior Independent Director in November 2021.
Mary is a technology industry executive with deep product and digital experience.
She was Board Chair of Mitel Networks Corporation until November 2022, having
previously served as its President and CEO.
Mary served as CEO of Polycom until its acquisition by Plantronics, was an
Executive Partner at Siris Capital LLC, and Executive Vice President at Nokia
in charge of feature phones and associated digital services. She spent 17 years
at HP, including five years as Senior Vice President and General Manager of its
industry-standard server business.
Mary is an Independent Non-Executive Director and Chair of the Compensation
and Human Resources Committee at Autodesk, Inc.
Gill became Audit Committee Chair in June 2021.
Gill brings significant current experience in digital, data and analytics to Informa.
She is currently Chief Executive of the Digital Regulators Forum, a collaboration
between the Competition and Markets Authority, Financial Conduct Authority,
Information Commissioner’s Office and Ofcom. Gill will take up a new role as
Group Director, Online Safety at Ofcom from 1 April 2023.
Before this, Gill spent four years as a Senior Director at Google leading Market
Insights and Client Solutions & Analytics teams. She previously worked at
Channel Four and BBC Worldwide and began her career at the Bank of England
and Deloitte Consulting.
Gill is a Non-Executive Director of the British Olympic Association and
Chair of Rugby World Cup (England) 2025.
Louise became Remuneration Committee Chair on 1 January 2022.
Louise has extensive experience in talent management and development, as well
as remuneration and reward, working for large UK and international corporations.
She attended the Cambridge Institute for Sustainability Leadership and has prior
experience integrating sustainability strategies.
Louise most recently served as Whitbread plc’s Group HR Director and an
Executive Director, having held HR directorships within Whitbread’s Hotels &
Restaurants and David Lloyd Leisure divisions. Before joining Whitbread,
she worked in human resources at Esso and BP.
Louise is a Non-Executive Director at DS Smith Plc.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Board of Directors
continued
Helen is the Board member responsible for colleague engagement.
Having served as a Non-Executive Director for nine years, Helen will not seek
re-election at the 2023 AGM.
Helen has extensive international senior executive experience in the media
industry, most notably through her role as President of Global Businesses
and Chief Development Officer at Thomson Reuters.
Helen was a media and telecoms strategy consultant at Gemini Consulting
and led European educational and professional publishing experience at
Prentice Hall/Pearson. She was previously a Non-Executive Director of PZ Cussons.
Helen is Chair of Eden Project International Limited, a Trustee of the Eden Project
and an independent Governor of Falmouth University.
David is one of Informa’s nominees on the Board of its Curinos business.
David has more than 20 years of executive and leadership experience in the
information services industry, including positions at Thomson Financial and
Dun & Bradstreet. He also has extensive experience in online businesses,
having served as a Non-Executive Director at companies such as TripAdvisor Inc.
and BuyerZone.com.
David was a professional football player and a founding member of the
North American Soccer League Players Association’s Executive Committee.
David is a Non-Executive Director and Chair of the Audit Committee at Paychex Inc.
Joanne brings additional strong and current financial and operational experience
to the Group.
Joanne is currently Chief Financial Officer of Britvic PLC, where she is responsible
for strategic planning, deal analysis, investor relations and IT, and chaired Britvic’s
ESG Committee. She will join WPP as its Chief Financial Officer in April 2023.
Joanne was formerly CFO at dunnhumby, a customer data science specialist
and part of the Tesco Group, having held a range of international and
domestic financial and commercial roles at Tesco. She qualified as a chartered
accountant with KPMG before transferring to Hong Kong to work in its Corporate
Finance practice.
Helen Owers N R
Non-Executive Director
Appointed January 2014
David Flaschen N A
Non-Executive Director
Appointed September 2015
Joanne Wilson N A
Non-Executive Director
Appointed October 2021
Key
Board Committee Chair N Nomination Committee A Audit Committee R Remuneration Committee
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Zheng Yin N R
Non-Executive Director
Zheng brings significant senior executive experience to the Board, providing
valuable local insights into macro-economic and commercial trends in China
and Asia, a significant trading region for Informa.
Zheng is Executive Vice President, China and East Asia at Schneider Electric SE,
having previously held senior business development and strategy roles within
the Group. Before joining Schneider Electric, Zheng was Head of Business
Development for China for Phillips and held senior positions within Dow Jones
and Reuters in the US, Hong Kong and Mainland China.
Appointed December 2021
Patrick Martell
Chief Operating Officer
Patrick was appointed as Co-Chief Executive of Informa Markets in November
2022, a role he took on singly from 1 January 2023.
Patrick was previously Chief Executive of Informa Intelligence, overseeing the
Division’s return to growth and the successful divestment of its pharmaceutical,
financial and maritime businesses during 2022. He also led the integration
programmes for the Penton and UBM acquisitions.
Before joining Informa, Patrick was Group CEO of St Ives, leading its successful
restructuring and repositioning.
Patrick is the Senior Independent Director and Chair of the Remuneration
Committee at RM plc.
Appointed March 2021
Board meeting attendance during 2022
Meeting attendance
Non-Executive Director tenure
Director
John Rishton
Stephen A. Carter
Gareth Wright
Patrick Martell
Mary McDowell
David Flaschen
Helen Owers
Louise Smalley
Gill Whitehead
Joanne Wilson
Zheng Yin
Stephen Davidson (to 16 June 2022)
The number of meetings attended is shown next to the
maximum number the Director was entitled to attend.
Ad hoc and Sub-Committee meetings were also held
as required during the year.
Details of Committee meeting attendance is set out
in each Committee report.
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8/8
8/8
8/8
8/8
8/8
8/8
8/8
8/8
8/8
8/8
8/8
3/3
0–3 years
3–6 years
6–9 years
Board nationality
American
British
Chinese
Board ethnicity
Asian
White
3
2
3
2
8
1
1
10
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Governance report
The Board’s year
This year has been all about
the how, as our focus
switched from planning to
delivery and, when GAP 2
gained momentum, driving
significant corporate and investment
activity across the business. So, it
comes as no surprise that much of the
Board’s time was spent overseeing
these strategic activities.
It was also a year of getting back out
there and getting back together.
Various Board members were able
to meet with colleagues, customers,
business partners and shareholders
in person throughout 2022, and our
Board meetings are back to being
face to face as well.
The following sections set out
the highlights from a positive
and productive year:
• Meeting stakeholders
• Making decisions
• Maintaining a positive culture
• Reviewing our performance
Meeting stakeholders
where they are
We know that good commercial and
financial outcomes are never a given.
For Informa, they are a direct
consequence of understanding
what our stakeholders are looking for,
delivering real benefits for them and
maintaining their support and our
relationships over the long term.
That is why it is critically important
to have ongoing conversations with
colleagues, investors, partners and
suppliers, and to consider their
interests in every decision we make.
While, as a whole Board, we would like
to have met more of our stakeholders
in person in 2022, individual Board
members had many opportunities to
connect with our colleagues, investors,
suppliers and partners, both virtually
and in person.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 John also travelled to meet various
colleagues and other stakeholders
around the world, including our
Natural Products Expo East and
Taylor & Francis teams in Philadelphia,
our partners and suppliers in Las
Vegas during the MAGIC fashion live
event, and our business partners
in Saudi Arabia at the launch of the
Tahaluf joint venture. These partner
and supplier discussions are
important in helping us understand
how we can create even more shared
benefits, particularly when it comes
to expanding the economic value our
live events bring to local economies.
We look forward to meeting more
of our stakeholders, as a Board
and in person, in 2023.
The colleague-run
networks are instrumental
in building and enhancing
Informa’s culture
of empowerment.
I am honoured to mentor
and participate in
AllInforma Illuminate,
the network supporting
colleagues with visible
and invisible disabilities
and conditions
David Flaschen
Non-Executive Director
One significant event was the 2022
Annual Leadership Conference, where
our Board Chair, John Rishton, and
Remuneration Committee Chair,
Louise Smalley, joined nearly 60
leaders from across the business
for an offsite event on the theme of
growing our talent under GAP 2.
Meeting colleagues from around the
world gave John and Louise the chance
to hear people’s views directly and
contribute to the conversation
around this important topic.
John and Louise also attended the
annual Informa Awards, where they
met and mingled with colleagues to
celebrate various achievements in
2021. More than 2,000 colleagues
were nominated for awards, either
individually or collectively.
On a smaller scale, we reintroduced
our in-person, pre-Board meeting
dinners to which we invite selected
senior managers. This gives our
Non‑Executive Directors the chance
to have further direct conversations
and gain on‑the‑ground insight into
what is happening in the business.
In June, Audit Committee Chair Gill
Whitehead joined our annual Walk the
World event in London. Walking with
a group of colleagues and charity
partners from Camden Market to
Canary Wharf, Gill not only helped to
raise money for good causes, she also
experienced at first hand one of the
ways Informa has a positive impact
on local communities.
Our Non‑Executive Directors continue
to be involved in Informa’s five
company‑wide colleague‑run diversity
and inclusion networks, described on
page 32. Each network is sponsored by
a Non‑Executive Director, who gets to
learn about colleague experiences and
further opportunities for progress,
and to provide support as needed.
This year, Non‑Executive Director
David Flaschen joined a fireside
chat hosted by AllInforma Illuminate,
our network for colleagues with
disabilities and conditions, in which
he is particularly active.
John Rishton, who speaks and
meets with shareholders regularly,
continued to host his annual
shareholder roadshow as Chair.
Leading up to the AGM in June, this
gave shareholders the opportunity
to engage in an open forum
where no topic was off the table.
In total, we had active engagement on
these topics in 2022 with more than
30 institutions who represented 57%
of the Group’s equity. These followed
on from a series of formal shareholder
consultation meetings hosted by
Louise Smalley earlier in the year in
relation to our new Remuneration
Policy, which was subsequently
approved at the 2022 AGM.
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Governance report
continued
This care for colleagues extended to
the transitional services agreement,
which supported a smooth transition
and guaranteed there would be
no sudden cut-offs or changes
to key areas such as benefits.
The Remuneration Committee also
considered how all‑colleague and
executive share awards should be
treated on departure, exercising
discretion to the benefit of the
participants where possible.
Both the engagement programme and
the transition were a success, and a
survey shortly before the divestment
showed that affected colleagues felt
positive about their future.
Improving shareholder returns
In December 2021, we announced our
intention to return up to £1bn of
embedded value to shareholders from
the proceeds realised from divesting
Informa Intelligence. The Board and
leadership team felt this figure,
roughly half the expected value of the
businesses, provided a good balance
between returning capital to
shareholders and allowing us to
reinvest in the business – specifically
in areas such as customer products,
colleague programmes and targeted
acquisitions, which would help us to
meet our longer-term GAP 2 targets.
At the time, we intended to return
capital through a combination
of share buybacks and a special
dividend. We also announced that
we would be restarting ordinary
dividends. The Chair and Group Chief
Executive consulted investors on our
proposals, with additional insights
and feedback provided through the
Investor Relations team.
The message was clear: the majority
of our shareholders wanted us to
focus on share buybacks rather than
a special dividend. So that is what
we did. Our approach was also
influenced by the share price at the
time. Investors supported our view
that our shares were undervalued and
that buying back shares was a sensible
approach as we continued recovering
from the pandemic.
In implementing the share buyback
programme, we wanted to stay
flexible so we could adapt to business
performance and market conditions.
That is why we progressively increased
the share buyback programme from
an initial commitment of £100m to
£725m later in the year, and then
to £1bn in early 2023 once we were
confident of the value we could
secure from our business divestments,
and the positive trading outlook for
the year.
Making decisions
that accelerate
growth
GAP 2 provides a clear direction in
terms of where we want to be, and
what needs to happen to get us there.
Put simply, we want to get closer to
customers and create a better‑quality,
higher‑growth and higher‑value
business. To do that, we need to
continue to deepen our market
specialisation and enhance our digital
capabilities in all areas of the business.
But the how is just as important as the
what – and 2022 has been all about
the how, as our focus switched from
planning to delivery.
Focusing our portfolio
While divesting the Intelligence
businesses enabled us to focus
Informa’s portfolio in the areas
identified for growth, the Board was
aware that the decision would have
an impact on many colleagues’ lives.
We also recognised that the way we
carried out the sale could affect our
reputation for good business conduct,
and so these were important factors
in how we would implement the plan.
The divestment of the Pharma
Intelligence business was a good
example. At all stages of the
divestment programme, we
considered what was best for the
business being divested and its
customers, the colleagues who would
transfer to new owners as a result,
our investors and Informa as a whole.
The buyer committed to future
investment in the business, which
we believed would benefit product
development and, as a result,
deliver more value for customers.
To minimise uncertainty for
colleagues, Informa developed
a full information and engagement
programme in the lead‑up to the
divestment. This included town halls
to meet the new owners and ask
questions in an open forum, and a
change management programme
to explain and support the changes
that were coming.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 We applied a similarly flexible
approach to the ordinary dividend,
setting it at a slightly lower payout
ratio than before the pandemic.
Retaining a greater proportion of
our earnings gave us more options
to invest and stay adaptable in a
still‑uncertain world, while giving
us flexibility to increase the dividend
in the future if appropriate.
Many of the shareholders benefiting
from those returns were our own
colleagues. The Board has always
believed colleagues should have the
opportunity to own a stake in the
company because it gives them a
closer connection to the business
and its performance. As part of this
commitment, we are expanding our
ShareMatch plan to 12 more countries
in 2023 – giving more than 98% of
colleagues around the world the
opportunity to benefit.
Investing for growth
Informa’s most significant acquisition
of 2022 was Industry Dive, which
aligned strategically with one of our
GAP 2 goals: to expand our digital
and data-driven services.
Like Informa, Industry Dive is
about serving specialist markets,
with a purpose and products that
complement ours. Working with
the management team, the Board
evaluated those complementary
capabilities and concluded that the
acquisition could bring each party and
its existing customers considerable
value. For example, Industry Dive’s
specialist digital media fills a gap for
Informa in some of our markets by
giving customers access to a wider
range of knowledge resources.
Informa, on the other hand, fills a gap
for some of Industry Dive’s audiences
with our live and on‑demand events.
We also evaluated, with the
management team, the scalability of
Industry Dive’s underlying technology
platform, the level of reliance on key
people for business continuity and
the cultural fit of the two teams –
all of which satisfied the Board that
this was a strong case for investment.
Throughout the year, the Board
received updates from senior
management on the progress of
Informa’s most significant digital
initiatives: in particular the
development of IIRIS – Informa’s
B2B customer data engine – and open
research services in Taylor & Francis.
We have supported continued
investments in these areas because
they enable Informa to deliver a better
service to customers, driving business
growth that benefits shareholders and
colleagues. The data gathered through
IIRIS is helping us to understand
customers and audiences better, so
we can better tailor and target what
we offer them. In open research, some
investments are designed to help us
accelerate the review and publishing
process for accepted articles, helping
authors share the results of cutting‑
edge research more quickly.
Developing our leaders
and colleagues
Building skills and capabilities is
critical to the success of GAP 2, and
we continued to take a keen interest
in the development of Informa’s talent
and leadership team in 2022.
Accelerating digitisation
While acquisitions like Industry Dive
inject new talent and capabilities into
the business, we are also investing in
our existing platforms and capabilities.
At the Annual Leadership Conference,
John and Louise were able to hear at
first hand from colleagues how well
this is going. Their reflections and
outputs from the conference were
discussed by the whole Board at the
next meeting, and this confirmed
our decision to continue to make
the necessary resources available
to keep growing talent.
Embedding sustainability
Informa looks at sustainability in a
holistic way. This is reflected in our
FasterForward programme, which
considers not only the environment
but also the positive impact our
content, brands and broader
operations can have on our
markets and communities.
Boards have a specific responsibility
to consider the impact of a company’s
operations on the environment, and in
2022 we took the time for a deep dive
with Informa’s Sustainability team on
the topic of carbon. We discussed the
progress being made to expand the
use of renewable energy and reduce
operational and event waste,
Informa’s approach to carbon
offsetting, and evolving global
frameworks and measurements
around carbon impact.
We took the decision to continue with
our current frequency of monitoring,
and to schedule further deep dives
over the GAP 2 period, in order to
stay on top of this important and
fast‑moving area.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Governance report
continued
Maintaining a
positive culture
Informa is a people business,
built on the ideas, skills and drive of
our colleagues. In return, the Board
wants to make sure we maintain a
healthy, supportive and inclusive
culture where everyone can develop
and thrive.
The Board has monitored colleagues’
feedback and sentiment closely during
this period of change for the business.
This has been especially important
considering the political and economic
uncertainty facing the world, which is
unsettling for all of us.
The feedback channels we reviewed
included the annual Inside Informa
Pulse survey and Speak Up, the
whistleblowing hotline that is reported
on at every Board meeting. The Board
also gets regular feedback on people
and culture issues from the Group
Chief Executive, Group HR Director
and Chief Diversity & Inclusion Officer.
Topics in 2022 included the cost
of living crisis, our colleague
support programme, professional
advancement, retention and our
colleague value proposition.
While colleague feedback has been
largely positive, the Pulse survey
did identify a need for more internal
communication around GAP 2 and
its benefits for colleagues and the
company, which the management
team has since acted on and discussed
with the Board. In the same survey,
colleagues echoed what we had
already identified: the need for better
tools, technology and training to meet
our GAP 2 digital ambitions.
The management team, with the
Board’s full support, will continue to
work towards those goals during 2023.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Progress against 2021 recommendations
Recommendation
Action taken in 2022
Develop and strengthen
the relationships between
the Directors and
executive management
Provide training
and development
for Board colleagues
The return to in‑person Board meetings and the
reintroduction of pre‑meeting dinners has been
of particular benefit for newer colleagues.
Zheng Yin was also able to join our 2022 strategy
meetings in person – giving him the opportunity
to meet divisional management as well as fellow
Board colleagues.
The attendance of Board colleagues at company
events such as the 2022 Annual Leadership
Conference, Informa Awards and Walk the World
provided further opportunities to meet colleagues
and develop relationships.
Several Board colleagues were able to attend our
B2B events in 2022 to see our products at first hand.
Two teach-ins were also arranged: an update
on customer insights and key trends in audience
development and digital demand generation, and
a deep dive into Informa’s sustainability approach
as detailed earlier.
External advisers have also been invited to present
to the Board and Audit Committee on forthcoming
corporate governance reforms.
Review of Chair’s performance
Mary McDowell, our Senior
Independent Director, spoke
individually to each Board colleague
and other members of management
to discuss the Chair’s performance
during 2022.
The review found that the Chair
leads the Board in a positive and
constructive manner. He ensures that
Board meetings have a good balance
of presentations and questions,
engagement from all participants and
an environment supportive of debate
and challenge. Colleagues noted that
the Chair brings high energy and
engagement to the role, investing
considerable time meeting colleagues
across the global organisation,
providing a sounding board to the
CEO and management, and meeting
with shareholders.
The Chair also recruited three strong
Non‑Executive Directors to the Board
in 2021 and ensured that they were
successfully onboarded, including
special accommodations for our new
Chinese Non‑Executive Director who
was unable to travel during national
COVID-19 lockdowns.
The Chair continues his practice
of reaching out to Non-Executive
Directors between Board meetings
to ensure open communication
and alignment.
The outcome of the review was
discussed with the Chair prior to
being presented at the following
Board meeting.
Reviewing our
performance
Our last externally facilitated
evaluation of the Board took place
in early 2021 so the performance
review for 2022 was done in-house
by the Chair, John Rishton.
In addition to the individual discussions
that take place through the year,
in December 2022 John spoke to
each Board colleague about their
own performance, the effectiveness
of the Board, progress against the
recommendations from the 2021
review and the priorities for 2023.
Effectiveness
It was the collective belief of all
Directors that the Board continued to
operate in an effective way. Directors,
management and other colleagues
invited to attend meetings are highly
engaged, able to speak freely and
comfortable that there are no topics
that cannot be discussed.
The Non‑Executive Directors believe that
Informa has an exceptional Executive
Management Team and are very
positive on the progress made during
the year towards our strategic goals.
Areas of focus for 2023
Key areas for the coming year were
identified as:
• Talent management – including
diversity in the management team,
development opportunities and
succession planning for Executive
Directors and executive
management – providing
opportunities for the Board to meet
potential succession candidates
• Recruiting a Non‑Executive Director
for appointment mid 2023 when
Helen Owers will retire from
the Board
• Progress on digital transformation
• Non‑Executive Director engagement
with colleagues – providing
opportunities to meet colleagues
at all levels of the business through
colleague‑led networks, company
events, in‑person town halls, and
seeing our products in action
• Faster to Zero
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Governance report
continued
Section 172 Statement
As a Board, we are
required to make a
statement about how
we consider broader
matters – that is, matters
that are not principally focused on
shareholders or financial performance
– when taking decisions and
performing our roles.
Taking a broad view of Informa’s
stakeholders and impacts is, we
believe, one of the strengths of how
we work, and so aligns well with the
expectations set out in section 172
of the Companies Act 2006.
There are three factors that underpin
how we consider broader matters.
Engagement: we engage directly and regularly with Informa’s most significant
stakeholders – which are colleagues, customers, business partners and
shareholders – to receive first-hand feedback on their interests and experiences
with the company. We also speak to and receive reports and presentations from
senior management on the wide range of interactions with all of these groups,
as well as others such as suppliers and pension scheme members, that take place
throughout the business. This helps us build a full picture of what matters to each
group and how they are being served. It also informs how stakeholders might be
affected by business decisions.
There is more detail in Meeting Stakeholders on pages 98 and 99
Board leadership: the Chair ensures that all Directors understand their duties
when joining the Board. Each Board meeting starts with a reminder of these
duties under section 172. The Chair sets the agenda for meetings and manages
discussions to ensure that different interests are appropriately weighed,
in the knowledge that there may be competing interests and that the goal is
the company’s long-term success. All Directors follow Informa’s guiding principles
in how they work, take company training in the same way other colleagues do
and are responsible for acting to a high standard.
See the Chair’s introduction to governance on page 93 for more information
on how the Board works
Skills and experience: Informa’s Directors have a breadth of skills and
experience from executive roles and in some cases other non‑executive positions
too. This expands the range of perspectives around the Board table and naturally
brings additional depth and insight to our decision making.
The Nomination Committee Report on pages 109 to 111 has more information
Outlined below is where examples of how we have considered specific section 172
matters in our activities and decisions can be found.
The likely consequences of decisions
in the long term
The interests of colleagues
The need to foster the company’s
relationships with suppliers,
customers and others
The impact of operations on the
community and environment
The desirability of the company
maintaining a reputation for high
standards of business conduct
The need to act fairly between
members of the company
Page 100: Focusing our portfolio
Page 101: Developing our leaders
and colleagues
Page 101: Accelerating digitisation
Pages 36 to 39: Relationships and
engagement
Page 101: Embedding sustainability
Pages 24 to 29: FasterForward
Page 100: Focusing our portfolio
Pages 36 to 39: Relationships
and engagement
Page 100: Improving shareholder returns
104
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 UK Corporate Governance
Code compliance
The Board is pleased to confirm that we applied the principles of the UK Corporate Governance Code (the Code) during 2022.
Our compliance with its provisions is summarised below.
As reported last year, the pension contributions for Stephen A. Carter and Gareth Wright were aligned with that available
to our colleagues from 31 December 2022. The pension contribution for Patrick Martell was aligned with that of the wider
workforce from his appointment as an Executive Director. Further details on pension contributions can be found in the
Directors’ Remuneration Report from page 122.
The full text of the Code is available on the Financial Reporting Council’s website – frc.org.uk
Board leadership and company purpose
A
Role of
the Board
B
Purpose, values,
strategy
and culture
C
Resources
and controls
The Board’s role is to lead the company and the Group, setting the purpose, values and standards and
promoting long‑term sustainable success for the benefit of shareholders and all other stakeholders.
The Board sets the Group’s objectives and corporate strategy, monitors progress and makes sure
our strategic aims are aligned with the desired business culture.
A sound governance structure enables the Board to operate effectively. The Board maintains a
schedule of matters that are reserved for its approval. Any matters not expressly reserved for the
Board are delegated to a Board Committee or the Executive Directors.
Our Directors have the opportunity to discuss and debate important and relevant topics through
an annual programme of regular Board and Committee meetings.
We have set out more details about the Board’s main activities during 2022 from page 98.
Set by the Board, Informa’s purpose is to champion specialists, connecting businesses and
professionals with knowledge that helps them learn more, know more and do more.
The Board also sets the tone for the company’s values, standards and culture, leading by example
and following distinct guiding principles. Those principles are underpinned by the commitment in
our Code of Conduct to act ethically, lawfully and with integrity.
We hold a multi-day offsite event every year to consider the Group’s strategy, at which divisional
management present and discuss their forward‑looking plans. We also arrange informal dinners
and meetings between Directors and senior colleagues throughout the year to help build trust
and develop productive relationships.
The Board makes sure that the company has the right resources to meet its objectives and to
measure its performance against them.
We make Board and Committee papers available through a secure portal ahead of each meeting.
Board papers include a management report from the Group Chief Executive, a financial update
from the Group Finance Director, executive reports from the Chief Operating Officer, the Director
of Investor Relations and the Director of Strategy and Business Planning, and an update on
governance matters from the Company Secretary.
The Chair of each Board Committee gives a verbal update on the matters being considered and
any decisions that are taken at their own Committee meetings.
The Board also has a formal system in place for Directors to declare a current or potential conflict
of interest.
The Audit Committee and the Risk Committee work with the Board to review, oversee and mitigate
risks. Each year the Board or the relevant Committee reviews each of the principal risks in detail.
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UK Corporate Governance Code compliance
continued
D
Shareholder
and stakeholder
engagement
To maintain close, strong and productive relationships with all our stakeholders – including
shareholders, colleagues, customers, business partners and suppliers – the Board both engages
directly and receives reports from senior management about their engagement, stakeholder
feedback and subsequent actions.
Each year our Chair holds a shareholder roadshow with major institutional investors. During 2022
the Chair joined the Remuneration Committee Chair and the Director of Investor Relations in
a Remuneration Policy consultation, with a summary of the views expressed at those meetings
discussed at subsequent Board meetings.
We have set out more details about how the Board considered these different interests during
2022 in the Board’s year disclosures from page 98 and in the Directors’ Remuneration Report from
page 122.
In our Remuneration Committee Chair’s letter from page 122, we also describe how we have
continued to engage openly and frequently with shareholders following the vote at the 2022
AGM in relation to the historical Remuneration Report.
E
Colleague policies
and practices
Helen Owers is our designated Non‑Executive Director for colleague engagement. She spends time
with the HR and diversity and inclusion leaders to understand and take colleagues’ perspectives to
the Board. She is supported in her role by our Remuneration Committee Chair, Group HR Director
and Director of Investor Relations.
All members of the Board, including all our Non-Executive Directors, engage and spend time with
different colleague groups throughout the year. This includes participating in colleague events,
meeting teams at offices and event sites, and acting as mentors for our colleague-run networks.
Our Code of Conduct provides detailed information around our commitments and expectations of
behaviour and practices. It applies to all Informa colleagues, including Board members, contractors,
consultants and business partners.
We have put in place procedures to allow any colleague to report concerns in confidence – either
through their line managers and senior management or through the independent and confidential
whistleblowing service Speak Up. This service is also open to third parties including our suppliers
and contractors.
Division of responsibilities
F
Board
Chair
G
Board
composition
John Rishton was appointed as Chair in June 2021, having been a Non-Executive Director since
September 2016. John was independent when he was appointed.
As Chair, John is responsible for leading the Board and ensuring its effectiveness. During Board
meetings he encourages each Director to participate, fostering a culture of openness and
constructive debate where diversity of thought is valued and encouraged.
The names and biographies of our Board Directors are set out on pages 94 to 97 and are also
available on our website.
Independent Non-Executive Directors make up 70% of our Board, excluding the Chair, and each year
we review the Board’s independence to ensure that no one person or small group dominates
decision making.
The roles of Chair and Group Chief Executive are exercised by different people, and each has clearly
defined responsibilities. The division of responsibilities between the Chair, the Group Chief Executive,
the Senior Independent Director and the Non‑Executive Directors is available on our website.
The Non-Executive Directors consult the Chair if they are considering taking on other significant
appointments. This makes sure thought is given to how another appointment might affect their
time commitment to Informa.
Subject to the Board’s approval, Executive Directors may accept one other external non‑executive
appointment and keep any fees paid to them. Members of the Board, including the Non‑Executive
Directors, may also be asked to sit on the boards of joint ventures or other companies in which
the Group has an investment.
Directors can access independent advice about performing their duties at the company’s expense.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
H
Non-Executive
Directors
Our Non‑Executive Directors provide independent oversight and constructive challenge to
executive management, helping to develop proposals around strategy and scrutinising the
company’s performance in meeting its agreed goals and objectives.
With their particular skills, experience and knowledge, our Non‑Executive Directors provide
a balance of views in Board discussions and offer strategic guidance and specialist advice.
The Non‑Executive Directors also meet regularly without the Executive Directors or management
being present.
Mary McDowell was appointed as our Senior Independent Director in November 2021. Mary acts
as a sounding board for the Chair and, where necessary, serves as an intermediary for the other
Directors. She is also an additional point of contact for shareholders and other stakeholders.
Mary leads the annual evaluation of the Chair’s performance.
As well as preparing for and attending Board and Committee meetings, the Non‑Executive Directors
spend time in meetings or on telephone calls with the Chair, executive management and other key
stakeholders, including institutional shareholders, external auditors and remuneration advisers.
The Non‑Executive Directors also mentor our colleague‑run networks and attend colleague events
and various Informa brand events. These commitments see them regularly give more time to
Informa than is expected and significantly more than is set out in their letters of appointment.
I
Company
Secretary
All Directors have access to the advice and services of our Company Secretary.
The Company Secretary is responsible for advising the Board on all governance matters and
supporting the Board to make sure the right policies, processes, information and resources are
available to allow them to work effectively and efficiently.
Composition, succession and evaluation
J
Appointments
and succession
planning
The Nomination Committee’s report on its work in 2022 and details of its membership are set out
on pages 109 to 111. The Committee’s terms of reference can be found on our website.
The Nomination Committee is responsible for recommending appointments to the Board,
Committee membership, succession planning for Board members and senior management,
and diversity and inclusion matters.
All continuing Directors offer themselves for election or re‑election by shareholders, as appropriate,
at the AGM.
K
Skills, experience
and knowledge
When reviewing how the Board and its Committees are composed, the Nomination Committee
uses a matrix that records the skills, experience and knowledge of the current Directors and
compares this to those the Committee believes are appropriate for the Group’s business and
strategic requirements.
L
Board
evaluation
The Committee is also mindful of the need to regularly refresh the Board and to monitor the length
of service of the Directors.
In 2022 the Board Chair led an internal performance evaluation. More information on the evaluation
process, including its outcomes and what actions we took as a result, can be found on page 103.
The most recent externally facilitated evaluation was undertaken by advisory firm No. 4 in January 2021.
Our Board Diversity & Inclusion Policy can be found on our website, while details of the gender
identity of our Board members and senior management are set out on page 34 of our Life at
Informa section.
Audit, risk and internal control
M
Internal and
external audit
The Audit Committee’s report on its work in 2022 and details of its membership are set out on
pages 112 to 121. The Committee’s terms of reference can be found on our website.
The Audit Committee is responsible for overseeing financial and narrative reporting and for providing
assurance around the effectiveness of our internal control and risk management systems and the
effectiveness and objectivity of our external and internal auditors.
The Committee also oversees the independence and effectiveness of our Internal Audit function
and reviews the relationship and independence of our external auditor, Deloitte LLP. The Committee
has adopted a policy for approving all audit and non‑audit services by the external auditor, to make
sure its independence is not impaired.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
UK Corporate Governance Code compliance
continued
N
Fair, balanced
and
understandable
O
Risk management
and
internal control
framework
Remuneration
P
Remuneration
policies
and practices
Q
Procedure for
developing
remuneration
policy
R
Remuneration
outcomes
and independent
judgement
The Board considers this Annual Report, taken as a whole, to be fair, balanced and understandable,
and to provide the information shareholders need to assess the company and the Group’s position
and performance, business model and strategy.
Before making this recommendation to the Board, the Audit Committee considered the process
for preparing the Annual Report and the way in which the Group’s overall prospects and financial
position are disclosed.
A working group of key contributors was established to review the content of the Annual Report,
with a view to reducing clutter, avoiding boilerplate language and making the required disclosures
more transparent and understandable.
Early drafts of this Annual Report were reviewed by the Board Chair and Audit Committee Chair
before being reviewed by the Committee as a whole. The Committee made sure that the overall
message of the narrative reporting was consistent with the financial statements and the wider
economic environment, and with information previously communicated to investors, analysts
and other stakeholders, and that the content of the Strategic Report and the financial statements
were aligned.
All Directors are encouraged to attend the Audit Committee meetings at which the full‑year and
half‑year results are considered.
The Group’s viability analysis, Viability Statement and Going Concern Statement can be found on
pages 74 and 75.
The Board is responsible for setting the Group’s risk appetite and ensuring there is an effective
risk management framework. It has delegated responsibility to the Audit Committee for overseeing
the effectiveness of the Group’s risk management and internal control systems. Details of how the
Committee reviewed these controls can be found from page 117.
Details of the Group’s principal and emerging risks, and the ways in which they are assessed,
managed and mitigated, are set out in the Risk Management section on pages 58 to 69.
Information about our Risk Committee can be found on page 118.
The Remuneration Committee’s report on its work in 2022 and details of its membership are set out
on pages 122 to 141. The Committee’s terms of reference can be found on our website.
The Remuneration Committee is responsible for determining, approving and reviewing the
company’s global remuneration principles and frameworks, to make sure they support the Group’s
strategy and are designed to promote our long-term sustainable success.
The Remuneration Committee is responsible for the Directors’ Remuneration Policy. This policy
is put to our shareholders for approval at least every three years and is available on our website.
The Committee also sets the policy for executive remuneration arrangements – making sure that
delivering the Group’s long‑term strategy is prioritised and that we can recruit and retain suitable
executive talent to deliver that strategy – and for reviewing the remuneration arrangements for
the wider workforce. The Committee Chair regularly consults the company’s major investors and
advisers about remuneration proposals.
No Director is involved in determining their own remuneration arrangements or outcomes.
When determining remuneration outcomes, the Remuneration Committee considers a range
of information, including business plans and individual performance outcomes, and consults
with the Audit Committee.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Nomination Committee Report
After a busy 2021 which saw us appoint
three new Non-Executive Directors,
2022 was a less intense but nonetheless
productive year for the Nomination Committee
John Rishton
Committee Chair
As a Committee we spent
time this year reviewing
the Board’s size,
structure and skillset
against the current and
future needs of the business. What is
generally considered a housekeeping
exercise for a Nomination Committee
has taken on new significance as the
company changes and refocuses
under GAP 2.
In addition, in June 2022, Stephen
Davidson decided to step down
from the Board to manage his time
commitments having recently been
appointed as Chair of a listed
company. We are grateful for the
support and counsel Stephen brought
to the Board and to the business
during his seven years with Informa
and wish him well for the future.
The shape of the Board is otherwise
unchanged, and we continue to
meet the recommendations of the
Hampton-Alexander Review on gender
diversity and the Parker Review on
ethnic diversity.
What we want most of all for Informa
is a Board that, through differences
in background, experience and
perspective, brings diversity of
thought to every meeting and
conversation. From personal
experience, I know this can be hard
to achieve but it is crucial that we do.
We value different opinions and
constructive challenge and will keep
looking at our diversity through a wide
lens to make sure we not only meet
governance recommendations,
but go further regarding diversity
of thought where we can.
This commitment to diversity extends
beyond the Board. In 2022, as part
of overseeing Informa’s senior
management succession pipeline,
we placed a particular focus on
colleagues from diverse backgrounds
and ethnic groups.
We also continue to monitor the
progress of the company’s broader
diversity initiatives. Several Directors
act as sponsors for Informa’s
colleague-run networks and enjoy
the chance to support and gain
insight directly from their
diverse membership.
While the Committee formally met
twice in 2022, important Committee
matters like diversity are discussed
more frequently at the wider Board
meetings, where all Directors can
take part in the conversation.
Preparing for the future
As GAP 2 continues to be rolled out,
we will continue to focus on the
changing shape and priorities of
Informa in order to make sure that
the skills, diversity and experience on
the Board are right for our business.
John Rishton
Chair
Nomination Committee
8 March 2023
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Nomination Committee Report
continued
Committee governance
Member
John Rishton – Chair
Mary McDowell
David Flaschen
Helen Owers
Louise Smalley
Gill Whitehead
Joanne Wilson
Zheng Yin
Stephen Davidson
(to 16 June 2022)
Meeting
attendance
2/2
1/2
2/2
2/2
2/2
2/2
2/2
2/2
0/0
The Committee formally met twice
during the year and also discussed
diversity and inclusion matters
during Board meetings.
Mary McDowell was unable to
attend one meeting due to a prior
commitment but discussed the
matters being considered with
the Chair beforehand.
All of our independent Non-
Executive Directors are members
of the Nomination Committee.
Their biographies are set out on
pages 94 to 97
The Group Chief Executive is
ordinarily invited to attend meetings
but is not a member of the
Committee and does not attend
meetings when matters that
concern him are discussed.
The Company Secretary attends
all meetings and other members of
senior management may be invited
to attend when appropriate.
The Committee’s terms of
reference, setting out its duties
and responsibilities, are available
on our website.
Board succession planning,
skills and experience
A key element of our Committee’s
responsibilities is to review the
composition of the Board, including
the skills, knowledge, experience and
diversity of its members, and make
sure that appropriate succession plans
are in place.
Following Stephen Davidson’s decision
to step down at the 2022 AGM, the
Committee considered the key areas
of executive skills, knowledge and
experience on the Board and we
concluded that we currently have
the right combination of skills and
experience to support management
to deliver our strategic priorities.
At least once a year the Non-Executive
Directors meet with the Group
Chief Executive to discuss and review
succession plans for the other
Executive Directors and key members
of senior management – including
contingency plans for unexpected
events. The Non-Executive Directors
also meet privately to discuss
succession plans for the role
of Group Chief Executive.
Succession plans for the
Non-Executive Directors reflect
the nature of their roles and length
of service to make sure the
Board is regularly refreshed.
A diverse Board brings different
perspectives to boardroom
discussions, with individual skills,
experience and personal strengths
enriching the debate and constructive
challenge that the Non-Executive
Directors provide.
1
2
3
4
5
6
7
8
9
10
11
Experience and skills
Business transformation & integration
Corporate transactions
Strategic planning
Digital and technology
People and planet
Finance and capital markets
Risk management
Sustainability
Media or publishing
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Time commitments
As allowed under the Code, the
Board permits members to take
up significant new external
appointments, so long as its reasons
are disclosed in the Annual Report.
Gill Whitehead will join Ofcom as
its Group Director, Online Safety in
April 2023, at which time she will leave
her role with the Digital Regulation
Cooperation Forum. Joanne Wilson
will become Chief Financial Officer at
WPP PLC in April 2023, stepping down
from her role as Chief Financial Officer
of Britvic PLC at the same time.
Diversity and inclusion
As an international business, our
colleagues and customers operate
in regions with differences in cultural
norms, laws, and social and political
focus as well as industry and market
differences – so supporting a culture
of inclusivity, belonging and diversity
makes business sense and is an
important part of our Committee’s role.
This outlook is just as relevant at
Board level, where we work to attract
and retain colleagues who are diverse
in their background, thinking,
experience and skills.
Given these are changes to executive
roles rather than additional roles,
the Board is confident they will not
adversely affect the time Gill and
Joanne commit to their roles
with Informa.
This is not just a matter of governance
and social responsibility. It also helps
to foster a working environment based
on respect and inclusion, encouraging
all colleagues to participate on an
equal basis.
Stephen A. Carter was appointed to
the Board of Vodafone PLC in July 2022
having previously stepped down
from his non-executive role at
United Utilities PLC. Again, as this is
a replacement rather than additional
role, the Board is confident that it will
not affect his commitment to Informa.
In early 2023, the Committee
agreed that all Directors standing for
re-election at the 2023 AGM continue
to be independent and that the
overall balance of knowledge, skills,
experience and diversity allows each
to make a valuable contribution to
the Board.
Our Non-Executive Directors
continue to show their extraordinary
commitment to Informa, not only
through their willingness to participate
in ad hoc meetings – to consider
matters that cannot be held over until
the next scheduled meeting – but also
through informal calls and their regular
participation in company and
colleague events.
Board policy
Our Board Diversity & Inclusion Policy
describes our approach to diversity
on the Board and our firm belief that,
to be effective, the Board should
reflect the environment in which we
operate. The policy explicitly sets out
that diversity, in its broadest sense,
be considered in all Board
appointments and any external
search consultancy working with us
is instructed to present a diversity of
candidates. We continue to make all
Board appointments on merit and
against objective criteria.
At 31 December 2022 and the date
of this report, Informa has five female
Directors and one Director from a
non-white minority ethnic background.
The Financial Conduct Authority (FCA)
issued its policy statement on diversity
and inclusion on company boards and
executive management in April 2022.
The new requirements apply to
financial years starting on or after
1 April 2022 but we are pleased to
confirm that Informa was compliant
throughout 2022 with:
• At least 40% of the Board being
women – Informa has 45% female
representation on the Board
• At least one of the senior Board
positions (Chair, Group Chief
Executive, Group Finance Director
or Senior Independent Director)
being held by a woman – Mary
McDowell was appointed as our
Senior Independent Director in
November 2021
• At least one member of the
Board being from a non-white
minority ethnic background
(as categorised by the Office for
National Statistics) – Zheng Yin,
one of our Non-Executive Directors,
is a Chinese national and from
a non-white minority ethnic
background (as categorised)
The gender balance disclosures
required by the Listing Rules are set out
on page 34
Colleague diversity and gender pay
The Committee’s terms of reference
set out our responsibility for
overseeing the development of
a diverse pipeline for succession
planning, and for monitoring the
effect of diversity initiatives across
the Group.
To make sure all our Directors are
involved in these discussions, the
Chief Diversity & Inclusion Officer
and Group HR Director were invited
to join our Board meetings in March
and December 2022 to discuss Group
initiatives, report on progress and
consider next steps.
The Board continues to be updated
on the Group’s UK gender pay gap
data and reporting as part of its
broader consideration of progress on
diversity and inclusion. It also reviews
and approves the annual UK pay gap
report published each April.
The Board also considered the
responses received to the diversity
and inclusion questions in our annual
Pulse survey and the actions
management took to respond to
colleague feedback. We particularly
spent time considering the investment
needed in skills, making sure we have
the right digital skills as well as data
and analytics expertise, to support
GAP 2’s focus on expanding our digital
services and supporting our internal
training programmes around
data skills.
More details of our AllInforma
diversity and inclusion initiatives
are given on page 32
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Audit Committee Report
The divestment of Informa Intelligence,
ongoing investment in digital services and the
appointment of a new external audit firm have made
this a busy year for the Audit Committee
Their contribution helps inform
our decision making, as well as
giving us a conduit for the broader
communication and engagement
needed to support change
and progress.
Investing in M&A
accounting expertise
Informa’s growth strategy has always
involved acquiring businesses in the
specialist markets in which we operate
and, at times, divesting businesses
that we feel could be better nurtured
outside the Group. Occasionally, we
also enter into partnerships to extend
our reach. The accounting treatment
of this ongoing M&A activity is a key
item on every Audit Committee agenda.
As part of the Informa Intelligence
divestment programme, we retained
minority stakes in both the Pharma
and Maritime Intelligence businesses
while also acquiring new businesses,
extending current partnerships and
forming new ones.
These more complex agreements
and transactions, including valuing our
residual stakes following divestment,
require specific technical accounting
expertise. As part of our remit to
oversee the Group’s accounting
judgements, the Committee has
supported Group Finance as they
strengthened Informa’s capabilities in
this area, initially with the support of
external advisers before bringing the
necessary skills in-house.
Considering the continuing
importance of M&A and partnerships
to the company’s strategy, I am
confident this decision will serve us
well through GAP 2 and beyond.
Improving controls
Midway through the year, the
Department for Business, Energy &
Industrial Strategy (BEIS) published its
response to the extensive consultation
into its proposals on how to restore
trust in governance and audit,
a consultation to which Informa
contributed as part of The 100 Group.
While BEIS greatly reduced the
number of reforms initially proposed,
the Audit Committee decided to
review Informa’s processes against
each of the original proposals as an
exercise in continuous improvement
and to hypothesise what actions
would be needed if the reforms were
to be implemented in full.
The exercise highlighted the
continuous work being done to
improve our controls and to address
matters raised in the consultation,
including improved documentation
of our control environment and the
strengthening of some elements
of internal controls.
Continuing our data
governance journey
A significant part of our GAP 2
investment is going into IIRIS,
Informa’s customer data engine, to
build out more sophisticated products
and services in the B2B data market.
Data privacy is a crucial element to
IIRIS and the appointment of a Chief
Privacy Officer reflects our belief that
the senior data protection role is
critical to our business, further
signalling Informa’s commitment to
collecting and using customer data
while complying with the relevant
legislation for customer data.
Gill Whitehead
Committee Chair
My first full year as
Chair of the Audit
Committee came at
a time of significant
strategic change for
the business, as well as geopolitical
instability affecting the macro
environment, all of which required
considerable oversight and
input from the Committee.
As Informa continues to evolve under
GAP 2, operates in an increasingly
complex macro and technological
environment, and as reporting
requirements continue to evolve –
such as climate reporting – we have
focused on regularly reviewing both
the Committee’s agenda and our
accounting and risk management
capabilities. This has seen us invest in
the time, skills and expertise needed,
internally and externally, to meet
those evolving needs.
David Flaschen and I have benefited
greatly from Joanne Wilson’s
contributions to the Committee
in 2022. Joanne has just completed
her first year with us and, as CFO of a
FTSE 250 company, she has brought
insights into market practice and both
current and incoming regulation that
have been extremely valuable.
I would like to thank Stephen Davidson
for his support during my time as
Committee Chair. Stephen joined the
Committee in July 2021 and his
considered input into our meetings
before stepping down at the 2022
AGM was greatly appreciated.
Thanks also to those members of the
senior management team who attend
Committee meetings and bring us
closer to key points of operational
control in the business.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 While data privacy is of crucial
importance, we are also looking at
data governance more broadly within
IIRIS and Informa as we incorporate
machine learning into new products
and services. Data governance is an
ongoing journey and one that will be
a big focus for us in 2023.
Stepping up cyber security
Cyber security is an area that requires
ongoing attention and vigilance, and
it is a topic that has occupied much
of the Committee’s time this year.
Our first priority was to re-examine
the maturity of Informa’s cyber
security processes, considering the
nature of potential threats, areas
of vulnerability, residual risks and
potential mitigating measures.
Since then, the Committee has
supported the company as it
invested in cyber security defences
and awareness. Activities in 2022
included full simulation and
penetration tests to stress test
systems to identify risks, as well as
internal training for key functions and
the management team to identify
areas where processes could be
improved. These themes will continue
to receive attention this year.
We engaged a third-party cyber
security firm to work with the internal
IT team on these various testing
exercises. We are now in the process
of implementing the high-priority
recommendations from those reviews.
Finding our next independent
external auditor
In last year’s report, we shared our
plan for the external audit tender and
details of the full process and timeline
are set out on page 121. The team did
an excellent job executing that plan,
and I would particularly like to call
out the professionalism and support
of our outgoing firm, Deloitte,
during this process.
Over the course of the tender, I met
with each of the firms several times,
while all divisional CFOs, as well as
representatives from Shared Services
and key Group functions, spent time
meeting the audit teams and getting
a sense of their capabilities. One area
of particular focus was data and
technology. As our audit processes
become more reliant on data and
systems, we needed to make sure the
chosen firm’s capabilities in that space
matched our ambitions.
In the end, the Selection Panel
recommended PwC as the best fit for
Informa based on culture, approach,
experience, diversity and cost.
Subject to approval at the AGM, PwC
will be appointed as our new external
auditor from 2023 and I look forward
to working with them.
As they come to the end of their
tenure, I would like to thank Anna
Marks, Kate Hadley, Drew Richards,
and the entire audit team at Deloitte,
for their challenge and support.
I would also like to congratulate
Deloitte on receiving the highest
available rating following the FRC’s
review of Informa’s 2021 audit file.
The FRC’s report also highlighted
a number of good practice areas
by Deloitte.
Focus for 2023
In 2023, we will continue to review our
agenda to ensure that key areas such
as GAP 2, data governance, cyber and
climate disclosure reporting receive
sufficient Committee attention.
Finally, I would like to thank Gareth
Wright, our Group Finance Director,
and all Informa colleagues who have
supported the Audit Committee,
for their significant effort, dedication
and diligence. We truly appreciate
your work.
Gill Whitehead
Chair
Audit Committee
8 March 2023
Committee governance
Member
Gill Whitehead – Chair
David Flaschen
Joanne Wilson
Stephen Davidson
(to 16 June 2022)
Meeting
attendance
4/4
4/4
4/4
1/2
All our Committee members
are independent Non-Executive
Directors, and their biographies
are set out on pages 94 to 97.
Our Committee Chair,
Gill Whitehead, is a Fellow of the
Institute of Chartered Accountants
and has significant financial
experience in several sectors.
Gill and Joanne Wilson are
considered to have recent and
relevant financial experience,
as required by the Code.
The Board is also satisfied that
the Committee as a whole has
knowledge and competence
relevant to the markets in which
Informa operates. The mix of its
members’ financial and business
experience allows for effective
discussion, challenge where
appropriate and oversight
of critical financial matters.
All our Non-Executive Directors
have an open invitation to attend
Committee meetings and are
particularly encouraged to attend
those that consider the full-year
and half-year results.
Other regular attendees at
Committee meetings include the
Board Chair, Group Chief Executive,
Group Finance Director,
Group Chief Operating Officer,
Company Secretary, Head of
Internal Audit, other members
of senior management and
representatives from our external
auditor. None of these attendees
is a member of the Committee.
At the end of each scheduled
meeting, the Committee holds
private discussions with either
the Head of Internal Audit or the
external auditor, or both, without
members of senior management
being present.
The Committee’s terms of
reference, which were last
reviewed in December 2022,
are available on our website.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Audit Committee Report
continued
Key activities during 2022
The Committee has an extensive annual agenda that focuses on the Group’s financial reporting, assurance and risk
management processes. Our key areas of focus during 2022 are set out here.
Consideration
Mar
Jun
Jul
Dec
Overview of the Committee’s year
Area of focus
Financial reporting
Full-year and half-year financial results
and accounting judgements
2021 Annual Report
Significant accounting matters
Going concern assessment
Viability Statement
Fair, balanced and understandable review
Risk management and internal controls
Principal risk reviews
• Inadequate regulatory compliance
• Technology failure
• Data loss and cyber breach
• Privacy regulation
• Reliance on key counterparties
• Ineffective change management
Risk Committee update and planning
Response to BEIS reforms: Restoring trust in audit and
corporate governance
Climate disclosure reporting
Compliance
Fraud review
Anti-Bribery and Corruption Policy review
Whistleblowing (Speak Up) reviews – Board also has update
at each meeting
Tax review
Pensions review
Treasury Policy and compliance
Terms of reference review
Internal Audit
Internal Audit report
Internal audit plan
Effectiveness
External audit
External audit update
External audit plan for full year and half year
Audit and non-audit fees
Independence
Effectiveness
Management letter
External audit tender and transition planning
Key
Full review Update
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Financial reporting
One of the Committee’s principal
responsibilities is to review the content
and tone of the Group’s financial
statements – including the preliminary
results announcement, Annual Report
and half-year financial results – and to
report to the Board on their accuracy
and clarity.
In its reviews, the Committee considers
the overall requirement that the
financial statements present a fair,
balanced and understandable
assessment of the company’s
position and prospects. It reviews
the processes that management
has used to support that statement,
which include:
• Ensuring the Annual Report is
drafted by appropriately qualified
colleagues and advisers, who meet
regularly to make sure disclosures
are accurate and appropriate and
consider all the relevant guidance
• Arranging for our remuneration
consultants to review the Directors’
Remuneration Report
• Ensuring that accounting policies
and practices are applied, including
around any significant transactions
made during the year
• Considering material accounting
assumptions and estimates and any
significant judgements or key audit
matters identified during the audit
• Reviewing how internal financial
controls have been applied and
their effectiveness
• Complying with relevant accounting
standards and other regulatory
financial reporting requirements,
including the Code
• Circulating drafts of the Annual
Report to the Committee, the
external auditor and the Board
to review
More details about our fair, balanced
and understandable reporting are given
in Compliance with the Code on page 108
Significant accounting matters considered
The Committee considered significant accounting matters during the year ended 31 December 2022, and these are set out here.
Matter
Background
Committee’s actions and conclusion
Impairment
review
We evaluate the recovery of
goodwill and net assets in each
group of cash generating units at
the end of each financial year, with
another review at half year if trigger
testing shows that it is needed.
Disposals
and
discontinued
operations
In June 2022, Informa completed
the sale of its Pharma Intelligence
business to Warburg Pincus
for £1.8bn.
In October 2022, Informa completed
the sale of EPFR, its funds flow
business within the Financial
Intelligence portfolio, to Montagu
for £165.2m.
In December 2022, Informa
completed the sale of its Maritime
Intelligence business to Montagu
for £377.4m.
The Committee reviewed and discussed the impairment assessments
for each division and considered whether management’s assumptions
were appropriate, including around:
• Projected cash flows
• Long-term growth rates
• Discount rates
• EBITDA multiple
Details of the process followed, and the assumptions used in the
impairment review, are set out in Note 17 to the Consolidated
Financial Statements.
The Committee concluded that the carrying value of goodwill and net
assets in the balance sheet could be supported and that no impairment
was required.
The Committee reviewed the judgements made in relation to the
divestment of the businesses within the Intelligence division, including
whether the discontinued business criteria had been satisfied, as well
as those criteria around goodwill and adjusting items related to the
Intelligence disposal.
The Committee also reviewed the accounting treatment for our
retained interest in Pharma Intelligence and Maritime Intelligence
and the basis of calculation of their fair values and considered these
to be appropriate.
The Committee considered the disposal costs of the overall divestment
programme, including the related transitional services agreements,
and considered these to be appropriate.
Further details on disposals of subsidiaries and discontinued
operations are set out in Notes 22 and 14 to the Consolidated Financial
Statements respectively.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Audit Committee Report
continued
Significant accounting matters considered continued
Matter
Background
Committee’s actions and conclusion
Acquisitions
In September 2022, Informa
acquired Industry Dive, Inc.
for cash consideration of £309m
and contingent consideration
of £126.1m.
Pensions
The Group operates four defined
benefit pensions schemes in the
UK and two in the US, all of which
are closed to future accrual.
To determine whether any
mitigation is required around
certain corporate actions, the
UK Pensions Schemes Act 2021
introduced two additional tests –
the employer insolvency test and
the employer resources test – in
addition to the existing material
detriment test.
The company is required to
measure retirement benefit
obligations at the full year and half
year. The assumptions made in
relation to this measurement are a
key area of estimation uncertainty.
The Committee reviewed the contingent consideration aspect of this
acquisition, including the key accounting estimate regarding future
revenue performance on which the agreements depend. Kroll, an
independent provider of valuation services, was engaged to support
management with this exercise and also to provide support on
the purchase price allocation exercise, valuing the acquired
intangible assets.
The Committee considered management’s valuation methodology,
together with the conclusions of the external auditor, and agreed
that it was appropriate. However, the Committee noted that there
was a risk of a material adjustment to the fair value of contingent
consideration should there be a reasonable change to the assumptions
used, which has been appropriately disclosed.
More information on the acquisition of Industry Dive is given in
Notes 19 and 32 to the Consolidated Financial Statements.
The Committee considered the pensions implications of divesting
Informa Intelligence and subsequently distributing profits to
shareholders through the share buyback programme.
The Committee reviewed the covenant, legal and actuarial advice that
management took. It also approved the agreement reached with the
Trustees of the UK pension schemes to provide additional financial
support by:
• Accelerating the agreed deficit payments into a single
lump sum payment
• Placing an additional amount into escrow to be released to the
schemes or returned to the company, as assessed by each scheme’s
funding performance against a defined measure
The Committee reviewed the IAS 19 assumptions – in relation to
retirement benefit obligations – that were prepared with the UK
and US pension advisers. It considered the key movements in those
assumptions during the year, noting that the calculation methodology
for the UK schemes is aligned for consistency.
The Committee concluded that the assumptions used and the resulting
valuation were appropriate and that they met the requirements set out
in the relevant Accounting Standards.
More information about the Group’s retirement schemes is given in
Note 36 to the Consolidated Financial Statements.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Risk management and
internal controls
The Board has delegated responsibility
to the Committee for overseeing how
effective the Group’s risk management
and internal control systems are.
This is done in three ways: the
Committee monitoring the activities
of the Risk Committee, Internal Audit’s
assessment of the effectiveness of
controls, and the risk management
processes in place – including the
Group’s whistleblowing arrangements.
At each Committee meeting, the
members receive minutes of Risk
Committee meetings and updates on
that Committee’s activities – including
principal-risk deep dives, divisional
risk reporting reviews and risk
framework planning – to discuss
and approve.
The overall risk management and
internal control process is regularly
reviewed by the Committee, as well
as by the Board, and complies with the
FRC’s Guidance on Risk Management,
Internal Control and Related
Financial and Business Reporting.
The Committee performed its annual
review of the system’s effectiveness
and reported its conclusions to
the Board.
We recognise that risks must be
taken to achieve the Group’s business
objectives, so it is important that a
sound system of internal controls is
maintained and regularly reviewed to
confirm its effectiveness. Our system
of internal controls is designed to
manage material risks by addressing
their cause and mitigating their
potential impact. It can only provide
reasonable, rather than absolute,
assurance against material
misstatement or loss, and
recognises that the cost of control
procedures should not exceed
their expected benefits.
Executive management, led by the
Group Chief Executive, regularly meets
to review the Group’s operational
and financial performance, material
risks and mitigating actions, with
each division given operational
autonomy within a robust internal
control framework.
More information about the Group’s
risk management framework, the process
to identify, evaluate and manage the
most significant risks, and details of the
Group’s principal risks can be found on
pages 58 to 69.
BEIS: Restoring trust in audit and
corporate governance
In May 2022, the UK Government
published its response to the BEIS
consultation. This included the
proposal to strengthen the Code
to include a requirement for an
explicit statement by Directors on
the effectiveness of internal controls.
This financial year, the Committee
received updates at each meeting on
the work being done to ensure that
the Group would be able to make this
attestation statement. The updates
included details of:
• Top-down risk assessments that
have been done on materiality,
fraud risk and financial
reporting risks
• Identifying and reviewing the
effectiveness of Group-wide controls
• Maturity assessments in relation to
business processes and IT systems
• Training and support provided to
colleagues through a programme of
functional and divisional workshops
The Committee continues to monitor
and support the work being done to
prepare for the attestation statement
and progress towards delivering this
key workstream. The assumption
is that the first statement will be
required in the 31 December 2024
year end financial statements.
Cyber security
As Informa accelerates the pace
of digitisation and the use of data
in all our businesses during GAP 2,
the Board and its Committees are
giving even greater focus to the
security of our business and to
colleague and stakeholder
information.
Cyber incidents continue to pose
an increasing risk to businesses,
through fraud, hacking,
ransomware and accidental
information loss. This can seriously
affect financial systems and assets,
business continuity, reputation
and intellectual property.
The Committee has a critical role
to play in ensuring that Informa
has appropriate and robust cyber
security defences. In reviewing
Informa’s approach to cyber
security during 2022, the Committee:
• Considered and discussed the
testing of Informa’s attack
surface – our exposure to
unauthorised users – by an
expert partner to identify and
address potential risks
• Received updates on cyber
simulation and physical
penetration exercises, ensuring
that the recommendations
received were implemented and
policies updated
• Undertook a deep dive into the
Technology Failure principal risk,
reviewing how these risks were
managed, considering the
current and emerging technology
failure risks to Informa, and
agreeing next steps and actions
for management and mitigation
• Reviewed the findings of a
simulation exercise which stress
tested responses to internal
network compromise
• Approved a project to strengthen
the Group’s technological and
operational foundations to
enhance cyber maturity
The Committee Chair regularly
provides the Board with an
update of the actions being
taken to manage cyber risks
and all Directors have full access
to Committee papers.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Risk Committee
Informa has established an executive
Risk Committee, responsible for
ensuring that Group risk is managed
effectively and for monitoring business
risks and their effect on the Group.
The Risk Committee comprises
the Group Finance Director (Chair),
Chief Operating Officer, Group
General Counsel, Head of Internal
Audit, Head of Group Compliance,
Chief Information Security Officer,
Group HR Director, Chief Commercial
Officer, Head of Group Health,
Safety and Security, Group Risk
Manager and representatives from
each of the operating divisions.
The Risk Committee meets quarterly,
and its principal duties include:
• Providing guidance about the
Group’s overall risk appetite,
tolerance and strategy
• Overseeing the Group’s current
risk exposures and recommending
the Group’s principal risks
• Ensuring that there is a regular
robust assessment of the principal
risks facing the Group, including
those risks that would threaten
its business model, future
performance, solvency or liquidity
• Reviewing the Group’s overall risk
assessment processes and the
parameters of the qualitative and
quantitative metrics used to review
the Group’s risks, as well as
monitoring mitigating actions
• Reviewing the effectiveness of the
Group’s internal control and risk
management systems, including
all material operational and
compliance controls
• Reviewing the Group’s approach to,
and management of, health and
safety risks
• Reviewing the Group’s approach
to, and management of, its
responses to varying data
privacy regulations globally
• Reviewing the adequacy and
security of the Group’s
whistleblowing arrangements for
colleagues and contractors to raise
concerns in confidence about
possible wrongdoing in financial
reporting or other matters
Audit Committee Report
continued
• Reviewing the Group’s instances
of fraud and fraud reporting
to the Committee
• Reviewing the Group’s insurance
arrangements
More details about the Risk
Committee and the Group’s risk
management framework are set out
in Risk Management on pages 58 to 61
Internal Audit
2022 saw internal audit work being
performed onsite again at our
locations in the Americas and EMEA,
although not to the same level as
before the pandemic. Within Asia, the
members of the Internal Audit team
based in China were generally limited
to operating within their home city,
because of restrictions on movement.
The plan for 2023 is to continue
with a blend of face-to-face and
remote working.
This year also saw a return to working
with co-source partners to support
the work on audits that required a
specific technical skillset or a broad
industry knowledge. The 2023 plan
also includes work to be performed
by co-source partners.
The Head of Internal Audit attends
each Audit Committee meeting and
tables reports on:
• Any issues identified around the
Group’s business processes and
control activities during its work
• Implementing management action
plans to address any identified
control weaknesses
• Any management action plans
where resolution is overdue
The Committee reviews the draft
annual internal audit plan at the end
of each financial year. The final plan
is approved at the following meeting,
having taken the Committee’s
feedback into account. The plan sets
out the key risk areas and areas of
financial controls that will be audited
during the next 12 months.
An Internal Audit effectiveness review
is carried out each year to assess how
well the function is being delivered
and identify areas for improvement.
Compliance
The Committee is responsible for
overseeing the work of the executive
Risk Committee in its role of reviewing
the Group’s whistleblowing, fraud and
bribery prevention procedures. As well
as reporting to the Committee, the
Company Secretary’s regular report
at each Board meeting contains an
update on whistleblowing, fraud and
anti-bribery matters.
Whistleblowing
Informa has established processes
for any colleague to report concerns
in confidence, either through line
managers, HR managers, the internal
Compliance team or an independent
and confidential whistleblowing
service – Speak Up – that is available
in more than a dozen languages.
At least once a year, the Group Head of
Compliance reports to the Committee
on the concerns raised through Speak
Up, highlighting any themes and the
actions being taken to strengthen
processes and create a consistent
approach across the Group.
During 2022, the Compliance team
worked with the external provider
to significantly simplify our reporting
process and make it compatible with
mobile devices.
During the year, the Compliance
team also sought views about the
effectiveness of Speak Up from
different groups of colleagues –
including members of our networks
for underrepresented communities,
who could be at greater risk of facing
workplace issues.
The outcomes of this engagement
are being incorporated into our
all-colleague training programme,
which will take place in early 2023,
as well as the regular onboarding
process. This will help maximise
colleagues’ confidence and their
understanding of the Speak Up
process – and help ensure we are
positively meeting expectations
about its effectiveness and building
trust in our zero tolerance to any
retaliatory action.
The EU Whistleblower Directive only
currently applies to organisations
with more than 250 employees based
in the EU. Informa has fewer than
250 colleagues based in Europe.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 The Directive will be expanded
to include companies with more
than 50 colleagues in the EU from
December 2023, so work is underway
to make sure our Speak Up
programme will comply with
the relevant legislation.
Fraud
Twice a year, the Committee receives
a report on instances of fraud or
attempted fraud, together with details
of management’s responses and the
actions taken to mitigate or eliminate
the fraud risks identified. The frauds
or attempted frauds broadly fall into
three main categories: customer
fraud, supplier fraud and cyber fraud.
Internal control processes are
reviewed as part of the response, with
improvements made where necessary.
Regular phishing simulation tests also
take place, with additional training
provided for any colleague who fails.
Bribery
Informa is primarily subject to the
requirements of the UK Bribery Act
2010 and the US Foreign Corrupt
Practices Act, as well as a number of
local and national anti-corruption laws.
At least once a year, the Company
Secretary reports to the Committee
on the Group’s processes and controls
around anti-bribery and corruption.
The report provides the Committee
with information about the key areas
of activity for the Group’s anti-bribery
programme, such as the risk
assessment process, including for
third parties; proposed changes to
policies and procedures, including
the Code of Conduct; training and
communication updates; and a
summary of any misconduct
investigations undertaken.
Data privacy
The privacy regimes in the markets
in which Informa operates are
increasingly complex, with growing
penalties and enforcement from
regulators. These regimes include
China’s Personal Information
Protection Law, regulatory
developments within US states
(including California, Colorado
and Virginia) and significant
updates expected to Australia’s
privacy legislation.
These developments, in addition
to existing regimes like the General
Data Protection Regulation, mean that
colleagues, customers, suppliers and
stakeholders have greater
expectations of transparency and
control over how their personal data
is collected, used and shared.
The Committee reviewed and
supported our Chief Privacy Officer’s
programme for how the centralised
Privacy team will support the business
to manage privacy risks: by partnering
with stakeholders to address
high-priority privacy risks, by
developing Informa’s privacy culture
and capabilities, and by implementing
a privacy governance strategy across
the Group.
External auditor
Deloitte LLP was first appointed as
the Group’s external auditor in 2004
and reappointed in 2016 following
an audit tender.
As highlighted in last year’s Annual
Report, EU audit reforms require
a mandatory rotation of external
auditor after 20 years. Since our audit
engagement partner was due to rotate
in 2023, we brought forward the
external audit tender to coincide
with this change. Details of the tender
process can be found on page 121.
Anna Marks has acted as the audit
engagement partner since August
2018. Anna is a senior audit partner
with significant expertise in the areas
of audit, due diligence, and stock
exchange and other regulatory
reporting in the UK and US.
The Committee is responsible
for developing, implementing and
monitoring the Group’s policy on
external audit. This policy assigns
oversight responsibility for monitoring
independence, objectivity and
compliance with ethical and regulatory
requirements to the Committee, and
assigns day-to-day responsibility to
the Group Finance Director.
The policy states that the external
auditor reports jointly to the Board
and the Committee, with the
Committee as the primary contact.
It also sets out which categories of
non-audit services the external
auditor will and will not be allowed
to provide to the Group, subject to
de minimis levels.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Informa confirms that it complied with
the provisions of the Statutory Audit
Services for Large Companies Market
Investigation (Mandatory Use of
Competitive Tender Processes and
Audit Committee Responsibilities)
Order 2014 during the year ended
31 December 2022.
Non-audit services
All audit and non-audit services that
the external auditor provides to the
Group must be approved by the
Committee. We continue to believe
that certain non-audit services should
be undertaken by the external auditor,
including services where the auditor’s
existing knowledge of the Group
means it would carry out those
services more efficiently and
effectively than other providers.
The Committee regularly reviews
the Non-Audit Services Policy and the
resulting fees accrued. This helps to
safeguard the ongoing independence
of the external auditor and ensure the
Group complies with the FRC’s Ethical
Standard for Auditors and with other
EU audit regulations.
The policy allows the external auditor
to provide the following non-audit
services to the Group:
• Audit-related services
• Reporting accountant services
• Assurance services in relation
to financial statements within an
M&A transaction, such as providing
comfort letters in connection with
any prospectus issued
• Tax advisory and compliance
work for non-EEA subsidiaries
• Expatriate tax work
• Other non-audit services not
covered in the list of prohibited
and permitted services, where
the threat to the auditor’s
independence and objectivity is
considered trivial and safeguards
are applied to reduce any threat
to an acceptable level
Audit Committee Report
continued
The policy sets out that the Committee
Chair must pre-approve:
During its assessment, the Committee
specifically considers:
• All proposed non-prohibited
non-audit engagements where the
fees would be greater than £25k
• Such work if individual engagements
combined exceed £100k in a year
• Any proposed non-audit
engagements that would take
the ratio of current financial year
non-audit fees, compared to
the average of audit fees for the
previous three financial years,
to over 70%
An analysis of all non-audit services
undertaken by the external auditor,
together with the related fees,
is submitted to each Committee
meeting for approval.
Details of total fees charged by the
external auditor during the year ended
31 December 2022 are set out in Note
7 to the Consolidated Financial
Statements. During the year, the
Group incurred non-audit fees
totalling £1.1m (2021: £0.3m), being
30% of average audit fees over the
past three financial years (2021: 9%).
The non-audit fees consisted of
£0.2m relating to the half-year
review and £0.9m for other services,
principally in relation to the
divestment of Pharma Intelligence.
External auditor effectiveness
The Committee reviews the
performance of the external auditor
annually, to assess how it has
delivered the external audit service
and to identify areas for improvement.
The review considers the quality
of planning, delivery and execution
of the audit – including the audit of
subsidiary companies – the technical
competence and strategic knowledge
of the audit team, and the
effectiveness of reporting and
communication between the
audit team and management.
Performance is assessed according
to whether the audit exceeds, meets
or falls below expectations against
a variety of factors.
• The audit team’s level of auditing
skills and technical accounting
knowledge, as well as its knowledge
of the Group’s operations
• The audit team’s integrity,
independence and objectivity
• Accessibility and interaction with
the Committee, including briefings
on significant and emerging issues
• Adequacy of audit scope, planning
and use of technology
• Quality of the partner, lead manager
and specialists, if required
• Robustness and efficiency
of the audit
• Whether there was an appropriate
focus on the material risks facing
the Group, including fraud
• Communication
• Value of insights
The Committee also took into account
the ‘good’ rating Deloitte received
from the FRC Audit Quality Review in
relation to the audit of the Company’s
2021 financial statements.
The Committee concluded that the
quality, delivery and execution of
the external audit continued to be
of a high standard and consistent
with that of prior years.
External audit tender
The audit tender process was
conducted in line with the FRC’s
Audit Tenders: Notes on Best Practice
guidelines issued in 2017 and
overseen by the Audit Tender
Selection Panel, chaired by
Gill Whitehead.
Deloitte has been our external auditor
since 2004 and would not be able to
participate in the tender process given
the length of its tenure as the Group’s
statutory auditor.
A number of audit firms were
approached to consider their
participation in the audit tender.
The Selection Panel also considered
the capabilities of audit firms outside
the Big Four but did not, on balance,
believe that their expertise and
geographic presence would enable
them to deliver a global audit for
Informa. As a result, three firms –
KPMG, EY and PwC – participated
in the tender.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 External audit tender timeline
July to December 2021
The Audit Committee confirmed its intention to tender and a Selection Panel was established comprising:
• Committee Chair, Gill Whitehead
• Group Finance Director, Gareth Wright
• Head of Group Finance
• Head of Internal Audit
• Divisional CFO for Taylor & Francis
The Selection Panel reviewed the request for proposal (RFP) and a scorecard for evaluation. The RFP was prepared
in line with FRC guidelines and guidance from the Big Four firms. The scorecard included several identified critical
success factors, such as audit quality, competence, experience and industry knowledge, cultural fit and fees.
The Committee Chair, Group Finance Director and Taylor & Francis Divisional CFO interviewed prospective lead
partners from KPMG, PwC and EY.
January to April 2022
Following the Committee’s approval, the RFP was issued to the participating firms. All three firms confirmed their
intention to tender and were granted access to documentation and information to build their understanding of Informa.
Revolving door meetings took place with all divisional CFOs, Shared Services and key Group functions, including
Finance, Internal Audit, Tax, Treasury, Legal and IT. All three firms received the same information about the Group
and had an equal opportunity to meet the same people, ensuring a transparent and fair process.
Formal written proposals were received and assessed against the evaluation criteria.
May 2022
All three firms provided technology demonstrations and gave an oral presentation to the Selection Panel.
June 2022
Key members of management were invited to share their views on the three firms to the Selection Panel, which then
reviewed and scored the firms on the critical success factors.
The Selection Panel advised the Audit Committee that it was content that all three firms could deliver a high-quality
audit for Informa. However, the Selection Panel identified PwC as the preferred candidate due to the strong cultural
fit and understanding of our business, significant recent and relevant transition experience, willingness to provide
an appropriate level of challenge to management and the Committee, a strong global and UK team that were diverse
in background and commercial experience, and a competitive fee quote.
The Selection Panel therefore recommended that PwC be selected as Informa’s next external auditor to the
Audit Committee and to the Board – both of which concurred.
Auditor transition plan
Key elements of the transition plan
Independence
PwC confirmed, and the Audit Committee agreed, that it was independent from 1 November 2022.
Any joint business relationships and future non-audit services are being tracked, with only permissible
services allowed. All non-audit services must be approved by the Lead Audit Partner, Group Finance
Director and the Audit Committee, regardless of the monetary value or location of the engagement.
Transition
meetings
Recurring meetings take place between members of the Group Finance team, shared services centres
management, IT and PwC to make sure key milestones are being met.
Audit planning
An introductory workshop will be held in April 2023 between PwC and Informa ahead of PwC’s formal
appointment at the AGM.
The preliminary 2023 audit plan will be presented to the Audit Committee at its June 2023 meeting.
Shadowing
PwC now attends Audit Committee meetings alongside Deloitte and has shadowed Deloitte through
the 2022 year end audit process.
Meetings to discuss key accounting matters have taken place between Informa, Deloitte and PwC.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
The strength of Informa’s position today is a direct
result of active leadership across the Group,
from management and Board decisions to the
agility and commitment of Informa’s colleagues
(ex-leases), having returned over
£550m to shareholders through share
buybacks and the reinstatment
of the ordinary dividend. In the face
of extreme macro uncertainty, the
Group entered 2023 with continued
confidence in our GAP 2 strategy,
launched in December 2021, giving
us strong forward visibility and
a commitment to continued strong
growth through the year and beyond.
For more details on GAP 2,
see pages 14 to 17
In addition, Informa’s balance sheet
strength provides the flexibility
to pursue further targeted
expansion and continue to
improve shareholder returns.
This impressive in-year performance
has delivered strong results in the
2022 Short-Term Incentive Plan (STIP),
with a number of stretch targets met
in full, leading to 89.7% of the
maximum short-term incentive
opportunity being achieved by
the Executive Directors and all
participants in the leadership
incentive plan. For Executive Directors
this equates to an annual bonus
of 89.7% of salary.
The 2022 results also contributed
to a strong end to the three-year
performance period covering the
2020-2022 Long-Term Incentive Plan
(LTIP), although the significant impact
of the COVID-19 pandemic over the
first two years of the LTIP limited the
overall award to 50% of the maximum
long-term incentive opportunity.
No upward or downward discretion
was applied by the Committee to
either outcome, having considered
the factors laid out in this report.
Active choices,
talent retention and
shareholder support
Looking back over the last three
COVID-dominated years, in what was
an extraordinary time for the world
and for Informa, it is increasingly
clear that the strength of the Group’s
performance and position today is
the direct result of a series of active
choices and decisions by the
leadership team and the Board
over this period, combined with
significant resilience, hard work
and commitment from the broader
Informa colleague community.
Some of these key decisions included:
• Taking a long-term view through the
pandemic, focusing on protecting
colleagues and preserving the
long-term value of our brands
and customer relationships, while
minimising retrenchment and
short-term decision making, without
accessing any form of government
support or furlough scheme
• Making a judgement that the
pandemic would impact the
business for at least three years
and accordingly taking sensible
early decisions to refinance debt
and raise equity to strengthen
the balance sheet
• Focusing incentives across the
company to put major emphasis
on cash management and cash
generation, restructuring finance
processes and working capital
management to deliver consistent
cash flow benefits
• Introducing the 2021-2023 Equity
Revitalisation Plan (ERP), a restricted
share scheme that has been
instrumental in maintaining the
long-term strength and continuity
Louise Smalley
Committee Chair
On behalf of the
Remuneration
Committee (the
Committee), I am
pleased to report on
Informa’s approach to remuneration
through 2022 and, set against the
wider stakeholder experience, the
outcomes of the short- and long-term
incentives following the completion
of the 2022 financial year.
Beyond formulating appropriate
metrics and targets to incentivise
management to deliver strong results,
the Committee’s key focus through the
year was to consult with shareholders
on the new and next three-year
Remuneration Policy, which was
approved at the AGM in June 2022.
We also talked to shareholders
following the response to the 2021
Remuneration Report as detailed
on the following page.
Throughout the year, the Committee
has paid particular attention to the
impact of wider macro uncertainty
on Informa colleagues and the views
of shareholders in response to the
low levels of support for last year’s
Remuneration Report.
Performance, growth
and acceleration
Having joined the Board at the end
of 2021 and taken over as Chair of
the Committee from 1 January 2022,
I am fortunate to be reporting on
a company in a strong position,
both operationally and financially.
Informa delivered excellent financial
results in 2022, with reported revenue
growth of over 40%, operating profit
growth of 58% and free cash flow
of £466m. The company ended the
year in a positive net cash position
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 of leadership across the Executive
Directors and the broader
100+ Senior Leadership Group
• The decision to significantly increase
the focus on and commitment to
the US market, where the company
saw the greatest opportunities
for growth and expansion in all
its businesses
• The decision to build and buy
a portfolio of major B2B brands
in selective end markets with
specific characteristics e.g. Pharma
(CPhI), Health & Nutrition (Natural
Products Expo) and Technology
(Black Hat)
• The decision to divest the
Intelligence portfolio after the first
Growth Acceleration Plan rebuilding
period and generate circa £2.5bn of
divestment value in 2022
• The decision to invest in
open research through the
pandemic, both organically and
inorganically, to drive growth
within Academic Markets
• The decision to invest through
the pandemic in a first-party data
platform, IIRIS, recognising the
opportunity to generate additional
value in live and on-demand events,
and access the adjacent markets of
audience development and digital
demand generation. This has seen
B2B Markets digital revenues grow
by 64% over the three-year period
This list is by no means exhaustive
but highlights just some of the key
decisions and actions that have put
Informa in such a strong position.
Shareholders have clearly played a
major part in this progress over the
last three years, providing financial
support to the company at key moments
and the flexibility to support a move to
restricted shares through the pandemic.
This has been critical in enabling the
Committee to incentivise and
retain key talent across the broader
leadership team to achieve the
strong results being delivered today.
Colleague support in 2022
including the cost of living
Aligned to Informa’s guiding principles
which support the Group’s purpose to
champion the specialist (see page 2),
the leadership team and the Board
constantly review how best to support
colleagues and provide the tools to
enable everyone to keep delivering
for each other and for the Group.
It is part of Informa’s DNA to act
with integrity and be flexible with
stakeholders, particularly in
challenging times.
In 2022, this was more important than
ever, with the spike in inflation and
increase in the cost of living affecting
everybody to some degree within
the wider colleague community.
Providing support early on through
this period was therefore a priority,
particularly for those who were
disproportionately impacted, and led
to the introduction of a number
of specific support measures for
colleagues across the world, including:
• Informa Colleague Support Fund:
a fund put in place during the
pandemic to support colleagues was
reopened in 2022, enabling anyone
in a particularly difficult situation
to apply, confidentially, for direct
financial assistance from the
company. This benefited several
hundred colleagues in the year,
providing invaluable additional
support where it was most needed
• EAP colleague assistance
programme: a free, confidential
24-hour service providing expert
advice and assistance on legal,
financial and wellbeing matters, was
extended to be available to all teams
and all locations around the world
• Cost of living rises: the company
has consistently supported
colleagues through annual cost
of living rises to salaries. In 2022,
subject to individual performance,
most colleagues saw a total salary
increase of 3–5% at the start of
2022. Coming into 2023, the vast
majority of colleagues will see a
total salary increase of up to 6%,
comprising a cost of living increase
of 4% and, for the 90% of colleagues
who earn less than £130,000 base
salary (or local equivalent), an
additional 2% top-up
• Colleague cost of living
supplement: in addition to annual
cost of living increases, a one-off
payment of up to £1,000 was paid to
those colleagues most affected by
the cost of living spike, benefiting
around 5,000 colleagues across
the circa 30 countries where
we operate.
The Group also supported a series
of local initiatives to help colleagues
facing particularly challenging
circumstances. This ranged from
targeted communication campaigns to
raise awareness of support measures,
discounts available and education on
financial matters, to more tangible
direct support initiatives. For example,
in Mainland China, we partnered with
a customer to deliver complimentary
food packages to colleagues at home
during the most challenging lockdown
period, when food supplies through
traditional channels were limited.
Colleague engagement on
remuneration in 2022
We sought to engage with colleagues
on remuneration in a number of ways
through the year to better understand
their views on pay and incentives.
This included the opportunity to
attend the Annual Leadership
Conference, where direct feedback
from the leaders of Informa’s five
colleague-run networks underlined
the importance of broader benefits
for colleagues, such as universal
access to learning and development
opportunities, as this drives
career progression and
increased remuneration.
We also met with HR leaders from
across the Group to gauge the impact
of the Colleague Support Fund around
the world and to better understand
what wider colleague benefits are most
valued as part of an overall package.
Shareholder engagement in
2022: consulting on the new
and next Remuneration Policy
We value regular engagement with
shareholders to inform our views
and provide direct input into the
development of future remuneration
plans and on behalf of the Committee,
I would like to thank the many
shareholders who spent time with us
in 2022, before and after the AGM.
Our open engagement in 2022 was
partly in response to the extremely
low vote on historical remuneration
decisions adopted for the extended
pandemic period from 2020, which
were reported on in last year’s
Remuneration Report.
A summary of the changes we have
made in response to investor feedback
is on page 141
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
We also had a full consultation on the
new and next Remuneration Policy.
In total, we met with more than 30
institutions to discuss these topics
during 2022, representing nearly 60%
of the Group’s equity.
This engagement allowed the Board to
better understand the different points
of view on historical decisions, which
were made over two years previously
in early 2020, with a view to protecting
the company’s brands, preserving
talent and focusing Informa on urgent
priorities that would enable it to survive
and recover as quickly as possible.
The benefits of leadership continuity
and long-term decision making
through the pandemic are increasingly
evident in the financial and operating
performance of the Group.
The Committee is of the view that the
main historical reasons for voting
against the Remuneration Report have
been addressed, with changes made
in Board personnel, in Committee
leadership, in advisers and in the
approved new Policy, with strong
shareholder agreement on the
forward structure and approach.
The new Policy, which received 93%
support at the 2022 AGM, sees the
Group return to a more traditional
LTIP structure for long-term incentives,
with the first LTIP grant due to be
made in 2024, after the 2021-2023 ERP
completes. This will also enable us
to return to more market competitive
short-term incentives, more aligned
with the market when performance-
based share plans are in place, with
the potential to reward significant
outperformance at levels above
the current fixed maximum of
100% of salary.
Remuneration outcomes
The Group delivered a strong in-year
performance in 2022 across all its
businesses in both Academic Markets
and B2B Markets, despite continuing
negative impacts from the pandemic
in some major geographic markets
(e.g. China, where £200m of budgeted
revenue was lost during the year).
This strong performance in revenues,
operating profit and cash flow led to
an increase in market guidance at the
Ten-Month Trading Update in November
and again in the Year End Trading
Update published in January 2023.
Significant operational progress
was also delivered in 2022, including
further progress in developing our
B2B digital service offering, and the
successful divestment of the
Informa Intelligence portfolio for
a total value of circa £2.5bn, implying
an average EV/EBITDA multiple of 28x.
The latter significantly strengthened
the Group’s balance sheet, enabling
reinvestment into colleagues and the
business, and accelerating returns to
shareholders through a £1bn share
buyback programme.
Short-Term Incentive Plan
(STIP): outcomes of the
2022 Performance Tracker
For the Executive Directors and the
wider leadership team (circa 100
colleagues), short-term incentives in
2022 were based on a Performance
Tracker of specified operational and
financial targets. This approach
allowed the Committee to focus the
team on both the disciplined execution
of key GAP 2 operational priorities
and on in-year growth expectations,
set against a backdrop of ongoing
COVID-19 disruption in some
markets such as China.
In response to feedback from
shareholders and proxy advisers,
we have provided full detail on all
the performance targets in the table
on the following page, including a
line-by-line summary of all the
performance targets, the measures
by which they were assessed and
how the Committee reached its
final decisions.
A total of 20 individual performance
targets were set, spanning
four priority categories, with each
target contributing up to 5% of the
overall performance outcome.
The four categories were Financial
Performance (25%), Shareholder
Returns and Shareholder Value
(25%), Digital Growth and
Transformation (25%), and
Sustainability and Culture (25%).
Over 60% of the measures were based
on specific financial or quantitative
targets, with threshold, target and
maximum outcomes set in relation
to budgets for the year and, where
relevant, aligning to external guidance
and/or consensus expectations. These
financial targets reflect the phasing of
the Informa Intelligence divestments.
Strong growth in revenue,
operating profit and cash flow
in 2022 all delivered significant
outperformance in the Financial
Performance category.
The GAP 2 targets, including
successful completion of the
divestment programme to generate
£2.5bn of value, the funding and
launch of the £1bn share buyback
programme and further progress
on digital/data acceleration,
also delivered good
performance outcomes.
On Sustainability and Culture,
strong focus on colleague
engagement and talent retention
was recognised through Informa’s
selection as one of Newsweek’s Top
100 Most Loved Workplaces® in 2022
and a Top 20 Most Loved Workplace®
in the UK. Further progress on our
FasterForward sustainability
programme was recognised through
our ranking as the leading company
globally in the media sector within
the Dow Jones Sustainability Index for
the second consecutive year, and the
sixth consecutive year we have been
included in the overall index.
Both elements of Sustainability
and Culture delivered strong
performance outcomes.
Results were lower in the range
in categories including indirect cost
tolerance, a consequence of the
strong outperformance in revenue
and operating profit, and in capital
deployment, where some planned
projects took longer to launch.
In Academic Markets, we also saw
some slowing against targets in open
research submissions, all of which was
captured by the Performance Tracker.
All of the above led to 89.7% of
the maximum short-term incentive
opportunity being achieved for
all participants, including the
Executive Directors.
This resulted in an annual bonus
payment of 89.7% of base salary
for Stephen A. Carter, Gareth Wright
and Patrick Martell.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 2022 Short-Term Performance Tracker
STIP measure
Targets
Financial Performance (25%)i:
1. Group revenueii
2. Adjusted operating profitii
3. Indirect cost toleranceii
4. Adjusted operating marginii
5. Free cash flowiii
Financial Performance aggregate outcome
Threshold: £1,800m/Target: £2,036m/
Max: £2,271m
Threshold: £375m/Target: £419m/
Max: £463m
Threshold: £1,025m/Target: £1,005m/
Max: £985m
Threshold: 16.4%/Target: 18.4%/
Max: 20.4%
Threshold: £250m/Target: £280m/
Max: £313m
Outcomes
£2,255.1m
£495.5m
£1,010.3m
22%
£466.4m
Score
(out of 5)
4.9
5.0
2.5
5.0
5.0
22.4
i. 2022 targets have been updated to reflect the disposal of Pharma Intelligence on 1 June 2022 , EPFR on 3 October 2022 and Maritime Intelligence on
1 December 2022
ii. The targets and outcomes for Group Revenue, Adjusted operating profit, Indirect cost tolerance and Adjusted operating margin are set and measured
on a constant currency basis
iii. Free cash flow is measured on a reported currency basis for continuing and discontinued operations
Shareholder Returns and Shareholder Value (25%):
6.
7.
Value maximisation in
Pharma Intelligence
Threshold: £1.6bn/Target £1.7bn/Max £1.8bn Divestment value achieved: £1.8bn
Value maximisation in other Intelligence
businesses (Maritime Intelligence and EPFR)
Maximise value of other Intelligence
businesses through divestment
Divestment multiples achieved:
Maritime 21x/EPFR 23x
8. New Informa target operating model
Design and deliver New Informa operating
model, targeting value creation through
reducing trading barriers across teams and
right-sizing the cost base post divestment
Seamless leadership transition
in Informa Markets, development
of cross-division data and audience
development capabilities, effective
integration of remaining Intelligence
businesses with Transitional Service
Agreements (TSAs) established for
the divested businesses
GAP 2 investment committee and
Programme Management team
established, approval and
investment in circa 20 investment
projects in 2022, with specified
average project return on invested
capital (ROIC) of 10%+
9. Effective GAP 2 investment
10. Capital redeployment plan
Effectively deploy GAP 2 investment into
businesses through creation of structured
capital investment programme, assessing
feasibility and returns, and tracking costs
and benefits
Specify and deliver value to
shareholders through an effective capital
redeployment plan that optimises returns,
retains flexibility and reduces earnings
dilution from divestment
£1bn share buyback programme
established, with over £500m
completed by year end.
Ordinary dividends restarted.
Balance sheet strengthened
Shareholder Returns and Shareholder Value aggregate outcome
Digital Growth and Transformation (25%):
11. B2B Markets digital revenues
Threshold: £111m/Target: £131m/Max: £151m £149m
12. Academic Markets open research revenue
Threshold: £43m/Target: £50m/Max: £56m
£44.2m
13. IIRIS known engaged and marketable
Threshold: 10m/Target: 12m/Max: 14m
15.1m
audience (KEMA) growth
14. IIRIS functional milestones
15. NetLine integration and performance plan
Roll out IIRIS Passport and IIRIS Segment:
max of 12 verticals each
Delivery of 2022 NetLine revenue and
operating profit budget (Confidential
Threshold/Target/Max financial targets)
IIRIS Segment into 12 verticals/
IIRIS Passport into 10 smart events/
media platforms
NetLine full-year revenue and
operating profit exceeded targets
Digital Growth and Transformation aggregate outcome
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5.0
5.0
4.2
3.2
5.0
22.4
4.8
1.3
5.0
4.8
5.0
20.9
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
2022 Short-Term Performance Tracker (continued)
STIP measure
Targets
Outcomes
Sustainability and Culture (25%):
16. Develop and launch colleague
value proposition
17. Talent acquisition programme
18. Colleague engagement and morale
19. TCFD requirements
Develop and launch Life@Informa, an
attractive colleague value proposition for
current colleagues and potential candidates,
delivered against in-year milestones
Develop and launch talent acquisition
programme, with the specific objective of
supporting the GAP 2 talent transformation
to deliver new skills in line with business
plan requirements
Effective monitoring and management of
colleague engagement and morale across
the GAP 2 and divestment programmes,
using Pulse and other engagement/
communication initiatives to gauge sentiment,
act on feedback and minimise disruption
through these major change programmes
Establish Climate Impacts Steering
Committee and develop qualitative and
quantitative assessment of the potential
impacts of climate change on Informa to
meet TCFD requirements
20. Expand sustainable event
Fundamentals programme
Expand the sustainable event Fundamentals
programme within B2B Markets, expanding the
number of brands enrolled, committed and
reporting to the programme by 25% in 2022
Sustainability and Culture aggregate outcome
Total 2022 STIP outcome
Improved colleague experience
and lowered voluntary attrition,
supported by launch of Life@
Informa, revamped careers site
and enhanced colleague benefits
(e.g. ShareMatch extension,
US healthcare enhancements)
Rebuilt colleague resources
at scale post pandemic to support
business return, alongside
onboarding of new skills to drive
GAP 2 data and digital product
development. Over 15% increase
in new headcount and 3,000+ new
hires completed through the year
Highly engaged colleagues,
as evidenced by top quartile
engagement score of 79% in
annual Pulse survey, with lowest
intent to leave score of 11% on
record outside of the pandemic.
Retained talent and colleague
morale through divestment
programme and other
GAP 2 projects
TCFD requirements met, on
schedule, with detailed short-
and medium-term quantitative
and qualitative modelling and
analysis completed, including
independent external assessment
and validation
Brands on the Fundamentals
programme increased by over
50% in 2022
** Aligned to the 2021-2023 ERP, the maximum award is 100% of salary and so the annual bonus paid will be 89.7% of salary
Score
(out of 5)
4.0
5.0
5.0
5.0
5.0
24.0
89.7**
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Long-Term Incentive Plan
(LTIP): outcomes of the
2020-2022 LTIP
The 2020-2022 LTIP award was
granted in the first quarter of 2020
and the performance period
completed on 31 December 2022.
For Stephen A. Carter and Gareth
Wright, the measures for the award,
which were set in Q1 2020 and
unchanged throughout the LTIP period,
were total shareholder return relative
to the FTSE 51–150 index (50% of the
award) and two measures of cash flow
performance (50% of the award),
namely operating cash flow generation
and operating cash flow conversion.
Relative total shareholder return
(TSR) performance
The extended impact of the pandemic
on our B2B Markets businesses over
the period of this LTIP award (2020-
2022), including the inability to run live
events in Mainland China in 2022,
significantly impacted TSR relative
to Informa’s peer group in the
FTSE 51–150 index. This reflects that
the majority of those peer group
businesses were less directly impacted
by the pandemic.
Despite this prolonged negative
pandemic impact on TSR, the action
undertaken by management through
the period, which delivered strong
operational outperformance in 2022,
has seen the relative TSR performance
improve over the latter period of the
LTIP, moving from the 8th percentile to
the 41st percentile to finish just below
the threshold for vesting. As a result,
the TSR element of the 2020-2022 LTIP,
which accounts for 50% of the total
opportunity, did not vest.
Cash flow performance
Annual targets were set as stretch
targets against the budget for each
year. As outlined, the company was
facing significant cash calls, including
pressure from finance partners and, in
the business, demands for refunds on
advance payments for future events.
Cash flow generation was therefore
the key priority for management and
for shareholders through this period.
As a result, management had a
relentless focus on all aspects of
cash management throughout the
2020-2022 performance period.
Forensic working capital management
led to the complete reorganisation of
cash collection and cash management
processes and detailed education and
awareness programmes were launched
across the Group’s finance community.
In addition, enhanced reporting
was implemented to increase the
frequency and depth of cash reporting
and improve debtor/creditor
management. At an operational level,
we also adapted our approach on
forward commitments and introduced
loyalty benefits and other incentives
for maintaining cash commitments.
The management team also managed
to completely refinance the balance
sheet through the period, removing
expensive and inflexible private debt
and replacing it with long-term,
covenant-free bonds, significantly
reducing financing pressure and any
need to take short-term actions that
might damage the long-term value
of our brands and businesses.
Criticality of cash
performance in 2020-2022
The LTIP was awarded in Q1 2020
as the scale and impact of the
COVID-19 pandemic was taking
hold. Cash and liquidity became
the priorities for Informa as 60% of
the Group activities were suddenly
unable to trade, banks started to
limit financing and focus on debt
covenants, and customers started
to demand refunds.
Like many companies facing
significant restrictions on trading,
the focus was firmly on survival,
with zero visibility at the time as to
how long the crisis would last.
Volatility, uncertainty and
disruption from the pandemic
dominated the performance
period, with multiple worldwide
lockdowns, new COVID variants,
extended travel restrictions, bans
on gatherings and, in 2022, as the
rest of world started to relax
restrictions, Informa’s second
largest market (China) imposed
strict lockdown measures that
made trading impossible. For all
these reasons, setting cash
measures for the 2020-2022 LTIP
was particularly important.
Annual targets were essential.
The Group was only able to focus
on the near term, and the level of
uncertainty across all our markets,
and lack of visibility in Q1 2020,
made it impossible to set relevant
and sustainable three-year targets.
The annual targets were therefore
set with additional stretch beyond
the internal budget at that time.
2020-2022 LTIP targets and outcomes
The performance outcomes above have resulted in the following LTIP vesting levels:
Measure
TSR against comparator group
Cash returns
2020 operating cash flow
2021 operating cash flow
2022 operating cash flow
2020 operating cash flow conversion
2021 operating cash flow conversion
2022 operating cash flow conversion
Total LTIP expected to become exercisable
Weighting
(% of maximum)
50%
50%
Performance targets
Threshold
Maximum
Actual
outcome
Payout
(% of maximum)
Median
80th percentile
41st percentile
£80m
£230m
£400m
35%
85%
85%
£190m
£430m
£490m
55%
110%
105%
£230.8m
£570.2m
£574.6m
86.6%
146.8%
115.8%
0%
100%
100%
100%
100%
100%
100%
50%
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Directors’ Remuneration Report
continued
The decisive and determined actions
of the team consistently delivered
results, with strong cash flow
performances throughout the period.
Total operating cash flow over the
three years was £1.4bn, more than
150% of the mid-point of the LTIP
target range, underlining just how
strong the level of outperformance
was by the management team.
This resulted in the maximum
performance outcome for this
50% of the award.
Combined with the zero outcome on
the TSR measure, this resulted in 50%
of the maximum 2020-2022 LTIP award
vesting for Stephen A. Carter and
Gareth Wright
Prior to his appointment to the Board
in March 2021, Patrick Martell received
an award under the Senior Leadership
2020-2022 LTIP, when he was Chief
Executive of the Informa Intelligence
division. This plan had different
performance measures and targets
from those detailed in the above table
for the other Executive Directors
and resulted in 64.5% of Patrick’s
2020-2022 LTIP award vesting.
Remuneration outcomes:
stakeholder assessment
Beyond the formulaic outcomes
delivered against the targets set for
the 2022 STIP and 2020-2022 LTIP,
the Committee assessed the 2022
Executive Director remuneration in
the context of the wider stakeholder
experience. This included looking at
how colleagues had been supported
and rewarded through the year,
particularly in light of the cost of living
crisis, the commitment to sustainability
and TSR, including the nature and
timing of the progress in the share
price as a result of the underlying
decisions and actions of the
Executive Directors.
On the 2020-2022 LTIP specifically, the
Committee also considered the share
price when the award was made in
Q1 2020. At that time, the Committee
sought to deal with share price
volatility and any unexpected
outcomes if the recovery from the
pandemic was much faster than
expected, by imposing a share price
cap on vesting of the LTIP at
£12 per share.
On reflecting on all of the above, and
considering the outturn relative to the
long-term average, the Committee
resolved that the STIP and LTIP
outcomes in 2022 were fair,
proportionate and balanced.
Remuneration framework
for 2023
The Committee has set performance
incentives, measurements and metrics
that are focused on the continuing
effective delivery of the Group’s
2021-2024 GAP 2 plan.
Ongoing colleague support towards
the cost of living in 2023
Continuing support for colleagues
through the current cost of living
crisis will remain a priority for the
leadership team and the Board
in 2023, with the emphasis on
ensuring we provide assistance
where possible to those who
are disproportionately affected.
Many of the support measures
introduced in 2022 remain in place
and we will continue to monitor the
situation to determine if additional
measures should be introduced
through the year, both at a
company-wide and a more
local and targeted level.
2023 colleague salary increases
The vast majority of colleagues,
subject to individual performance, will
see a total salary increase of up to 6%
in 2023, comprising a cost of living
increase of 4% and, for the 90%+
of colleagues who earn less than
£130,000 base salary (or local currency
equivalent), an additional 2% top-up,
reflecting inflation peaking in 2023.
Separately, in the hyper-inflation
markets where we operate, such as
Turkey and Brazil, we have made
different arrangements to reflect the
situation being faced by colleagues.
For the Executive Directors, including
Patrick Martell who expanded his
responsibilities as CEO of Informa
Markets during the year, and all
colleagues earning more than
£130,000, cost of living increases for
2023 will be at the lower level of 4%,
subject to performance. None of the
Executive Directors will be eligible
for the additional 2% inflation top-up;
however, the Committee felt the
strong individual performance of all
three Executive Directors warranted
an increase at the lower level for 2023.
Similarly, the company is applying
an identical approach to Chair and
Non-Executive Director fees, with the
cost of living increase at the lower
level of 4%, with no additional top-up.
Executive Director retirement
benefits – contractual changes
effective from 2023
In addition, 2023 sees Stephen and
Gareth reduce and restate their legal
and contractual pension entitlements,
thereby reducing annual retirement
benefits from 25% to 10% of salary,
aligning the rate to that available
to colleagues as laid out below:
Retirement benefits
(£)
Stephen A. Carter
Gareth Wright
2022 salary
875,800
509,000
Contractual entitlement
(25%)
218,950
127,250
Reduction
(131,370)
(76,350)
Reduced benefit
(10%)
87,580
50,900
Patrick’s pension entitlement was set at 10% when he was appointed as an Executive Director in March 2021.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 2023 STIP Performance Tracker
The Committee has set in-year targets based on a Performance Tracker focused on 3 critical categories assessed across
12 individual measures, with 90% focused on specific financial and quantitative results. This approach enables the Committee
to focus management on targets that combine in-year financial delivery and the continued disciplined delivery of the
GAP 2 plan.
The 12 individual targets are equally weighted, with each contributing up to 8.3% of the overall performance outcome,
with 4 targets in each of the 3 categories: Financial Delivery (33%), GAP 2 Digital and Data Acceleration (33%),
Operational Execution (33%), as detailed below. After careful consideration of the market and commercial sensitivities,
the specific targets are not disclosed here but will be detailed in the 2023 Annual Report alongside the outcomes of each
performance measure and the overall bonus award.
For all the Executive Directors the 2023 STIP maximum remains at 100% of base salary, something that will be increased
in line with the approved Remuneration Policy with the return to an LTIP structure from 2024.
2023 Performance Tracker
STIP measure
Financial Delivery (33%)
1. 2023 Group revenue: Reported revenue (£m)
2. 2023 Group underlying revenue growth: Year-on-year growth (%)
3. 2023 operating profit: Adjusted operating profit (£m)
4. 2023 free cash flow: Adjusted free cash flow (£m)
GAP 2 Digital and Data Acceleration (33%)
5. B2B Markets digital revenues: Increase the scale of B2B digital revenues
6. B2B data quality: Improve the quality of fully permissioned, first-party KEMA
7.
B2B digital revenue expansion: Informa Tech-led digital revenue expansion (increased % of digital revenues and accelerated rollout of new
dives in new categories)
8. Academic Markets digital revenues: Increase the scale of digital revenues in Academic Markets, including ebooks and open research revenue
Operational Execution (33%)
9. Live events return: Maximising live and on-demand event revenues ex Mainland China and Hong Kong
10. ESG: Enrolment, commitment and reporting to sustainable event Fundamentals programme
11. COVID-19 management: Successful nurturing and maintenance of the China business through business disruption
12. Culture and colleague engagement: Optimise the colleague experience to retain engaged and productive colleagues
2023 long-term incentives: final
year of the 2021-2023 ERP
In 2023, the last year of the ERP,
long-term incentives are a function of
the historical, allocated and granted
restricted shares under the 2021-2023
ERP. The full award of ERP restricted
shares for all three years was granted
in January 2021. Each January, one
third of the award is allocated and
begins a three-year performance
period, at the end of which the awards
will vest, subject to satisfying the
terms of the ERP underpins.
The final tranche of ERP restricted
shares was allocated in January
2023 and will vest in March 2026
provided that the ERP underpins
are met, followed by a two-year
holding commitment for the
Executive Directors.
All-colleague share plans: expansion
of ShareMatch in 2023
One of the areas the company has
invested in significantly over the last
decade is its all-colleague equity
share plans. In 2014, less than 2% of
colleagues had any interest in Informa
shares, whereas participation now
stands at more than 30%.
There are two main all-colleague plans
within the Group, ShareMatch and
the US Employee Share Purchase Plan
(ESPP). The latter was launched in
2019 in response to feedback that
ShareMatch was not as attractive to
US colleagues due to local regulations.
The US ESPP is specifically designed
for that market and continues
to grow steadily in participation,
with 14% of eligible colleagues
now part of the programme.
ShareMatch is a share matching plan
that offers colleagues the opportunity
to receive free shares for every share
they purchase through the plan,
subject to a holding period and an
annual investment limit of £1,800.
When the plan was launched, one
free share was received for every
two shares purchased but over time,
as the popularity of ShareMatch grew,
we invested further in the benefits to
colleagues, moving to a one-for-one
match and then, as part of the ERP
in 2021, the benefit improved to two
free shares for every share purchased.
These enhanced rewards for
colleagues have helped to expand
participation significantly over recent
years, with 32% of eligible colleagues
at 31 December 2022 now members
of ShareMatch.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
Strength and specialisation
The last few years have been some
of the most challenging on record for
most companies and, in particular,
for Informa. That the company has
navigated through this period as
effectively as it has, and is now in
a position of strength and flexibility,
is a real testament to the strength
and continuity of leadership, clarity of
decision making and long-term focus
of the business.
On behalf of the rest of the
Committee, we look forward to
continuing to support Informa and
its leadership team through the next
stage of its evolution, as it continues
to deliver on the ambitions and
commitments of GAP 2.
Louise Smalley
Chair
Remuneration Committee
8 March 2023
In 2023, as part of a broader
investment in colleague support
and benefits, we are further extending
ShareMatch to an additional
12 countries, including Brazil, Canada,
India and Mainland China, ensuring
that 98% of our colleagues worldwide
have an opportunity to participate
in one or other of the share plans.
Engaging with shareholders
on remuneration in 2023
In 2023 we will be consulting
with shareholders on the specific
performance measures and the
approach to target setting ahead
of the first LTIP grant being made in
2024. This will include agreeing the
most appropriate ESG measures for
the next three years, as we shall
include an ESG component within the
long-term performance measures for
the first time.
In advance of these consultation
meetings, the Chair, John Rishton,
undertook his annual shareholder
roadshow in January 2023, meeting
with more than 20 institutions to
discuss a wide range of topics in an
open forum. I was able to join several
of those meetings, which provided
another useful touchpoint to discuss
remuneration and gauge the views
of shareholders.
Committee governance
Member
Louise Smalley – Chair
Helen Owers
Zheng Yin
Stephen Davidson
(to 16 June 2022)
Meeting
attendance
6/6
6/6
6/6
4/4
The Committee held three
scheduled meetings and three
ad hoc meetings during the year.
The ad hoc meetings were focused
on the new and next Directors’
Remuneration Policy.
All members of the Committee
are independent Non-Executive
Directors, and their biographies
are set out on pages 94 to 97.
All other Non-Executive Directors
have an open invitation to attend
Committee meetings.
The Board Chair, Group Chief
Executive, Group Finance Director,
Company Secretary, Group HR
Director and Director of Investor
Relations are typically invited
to attend meetings as required.
None are members of the
Committee and they do not attend
meetings when their own
remuneration is discussed.
Ellason LLP and FIT Remuneration
Consultants LLP, the independent
remuneration advisers to the
Committee, also attend meetings
on request.
The Committee’s terms of
reference, setting out its duties
and responsibilities, are available
on our website.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Annual Report on Remuneration
The section sets out how the Directors’ Remuneration Policy was applied for the year ended 31 December 2022 and
specifically the remuneration outcomes for the Executive and Non-Executive Directors.
Any information contained in this section of the report that is subject to audit has been highlighted.
Single total figure of remuneration for Executive Directors (audited)
(£)
Stephen A. Carter
Gareth Wright
Patrick Martell
Base
salary1
875,800
841,860
509,000
480,018
436,800
350,000
2022
2021
2022
2021
2022
2021
Benefits2
Pensions3
Total
fixed
pay
Short-term
incentive
awards
Long-term
incentive
awards4,5
Total
variable
pay
Total
pay
27,909
36,416
16,418
17,425
22,152
20,464
218,950
1,122,659
785,593
1,905,411
2,691,004
3,813,663
210,465
1,088,741
749,255
971,616
1,720,871
2,809,612
127,250
120,005
43,680
35,000
652,668
617,448
502,632
405,464
456,573
814,826
1,271,399
1,924,067
427,216
415,493
842,709
1,460,157
391,810
327,813
869,183
674,735
1,260,993
1,763,625
1,002,548
1,408,012
1. Patrick Martell’s fixed pay disclosures for 2021 only cover the period from 1 March 2021 when he was appointed as an Executive Director
2. Benefits are typically comprised of private medical and life insurance, travel insurance and expenses, a car/driver allowance, professional advice
and the value of ShareMatch matching share awards
3. The Executive Directors receive cash payments in lieu of pension contributions and during 2022 this was 10% for Patrick Martell and 25% for
Stephen A. Carter and Gareth Wright. Both Stephen’s and Gareth’s cash payments will be reduced to 10% from 1 January 2023 in line with the
contribution available to colleagues. None of the Executive Directors is a members of the Group’s defined benefit pension schemes and accordingly
no entitlements have accrued under these schemes
4. The LTIP award granted in 2020 is expected to vest and become exercisable at 50% of the award on 24 March 2023. The estimated value of the LTIP
award (including accrued dividend shares) has been calculated using the average share price over the three-month period to 31 December 2022,
being 583.2349p
The LTIP award granted to Patrick Martell in 2020 was made under the Senior Leadership LTIP when he was Chief Executive of the Informa Intelligence
division, rather than an Executive Director. The Senior Leadership LTIP has different performance measures and criteria from those awarded to the
Executive Directors at the time and will vest at 64.5% of the award
5. The value of the 2019 LTIP included in the single total figure of remuneration for 2021 has been updated to reflect the actual share price on vesting
(being 592.2p on 21 March 2022) rather than the average for the three months to 31 December 2021 which was used in the 2021 Annual Report.
The share price at grant was 733.29p
Short-term incentive awards (annual bonus) (audited)
The maximum annual bonus opportunity for the Executive Directors in 2022 was 100% of base salary, in line with the
Directors’ Remuneration Policy approved in December 2020.
The targets for the 2022 STIP were divided into four performance categories (Financial Performance, Shareholder Returns
and Value, Digital Growth and Transformation and Sustainability and Culture). The four categories are weighted equally and
are each made up of five specific objectives representing 5% of the total maximum payout. If threshold performance is met,
20% of the bonus would be payable, rising on a straight line basis to 100% payment at maximum.
The Committee considered each of the individual objectives in turn to determine the aggregate outcome of the annual bonus.
Where specific financial targets were part of the objectives, such as with free cash flow, there was a direct assessment
of performance. For non-financial objectives, outputs were judged against a broader set of criteria to meet the purpose
of the objective, with input from all members of the Committee, other Board members and, where applicable, third parties.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
Financial Performance (25%)i
1. Group revenueii
2. Adjusted operating profitii
3. Indirect cost toleranceii
4. Adjusted operating marginii
5. Free cash flowiii
Financial Performance aggregate outcome
Threshold
£1,800m
£375m
£1,025m
16.4%
£250m
Target
£2,036m
£419m
£1,005m
18.4%
£280m
Maximum
£2,271m
£463m
£985m
20.4%
£313m
Achieved
£2,255.1m
£495.5m
£1,010.3m
22.0%
£466.4m
Score
(out of 5)
4.9
5.0
2.5
5.0
5.0
22.4
i. 2022 targets have been updated to reflect the disposal of Pharma Intelligence on 1 June 2022 , EPFR on 3 October 2022 and Maritime Intelligence
on 1 December 2022
ii. The targets and outcomes for Group revenue, Adjusted operating profit, Indirect cost tolerance and Adjusted operating margin are set and measured
on a constant currency basis
iii. Free cash flow is measured on a reported currency basis for continuing and discontinued operations
Shareholder Returns and Shareholder
Value (25%)
Target
Outcome
Score (out
of 5)
1.
2.
Value maximisation in
Pharma Intelligence
Value maximisation in other
Intelligence businesses
(Maritime Intelligence and EPFR)
3.
New Informa target operating model
4.
Effective GAP 2 investment
Threshold: £1.6bn/Target £1.7bn/Max £1.8bn
£1.8bn
Maximise value of other Intelligence
businesses through divestment
Divestment multiple achieved: Maritime
21x/EPFR 23x
Design and deliver New Informa operating
model, targeting value creation through
reducing trading barriers across teams and
right-sizing the cost base post divestment
Effectively deploy GAP 2 investment into
businesses through creation of structured
capital investment programme, assessing
feasibility and returns, and tracking costs
and benefits
Seamless leadership transition in
Informa Markets, development of
cross-division data and audience
development capabilities, effective
integration of remaining Intelligence
businesses with TSAs established for
divested businesses.
GAP 2 investment committee and
Programme Management team
established, approval and investment
in circa 20 investment projects in 2022,
with specified average project ROIC
of 10%+
5.
Capital redeployment plan
Specify and deliver value to shareholders
through an effective capital redeployment plan
that optimises returns, retains flexibility and
reduces earnings dilution from divestment
£1bn share buyback programme
established, with over £500m completed
by year end. Ordinary dividends
restarted. Balance sheet strengthened.
Shareholder Returns and Shareholder Value aggregate outcome
5.0
5.0
4.2
3.2
5.0
22.4
Digital Growth and Transformation (25%)
Threshold
£111m
£43m
Target
£131m
£50m
Maximum
Achieved
£151m
£56m
£149m
£44.2m
1.
B2B Markets digital revenues
2.
Academic Markets open
research revenue
3.
IIRIS KEMA growth
4. IIRIS functional milestones
10m
12m
14m
15.1m
Roll out IIRIS Passport and IIRIS Segment
max of 12 verticals each
IIRIS Segment into 12 verticals/IIRIS
Passport into 10 smart events/media
platforms
5.
NetLine integration and
performance plan
Delivery of NetLine revenue and operating
profit budget (confidential financial targets)
NetLine full year revenue and operating
profit exceeding targets
Digital Growth and Transformation aggregate outcome
Score (out
of 5)
4.8
1.3
5.0
4.8
5.0
20.9
132
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Sustainability and Culture (25%)
Target
Outcome
1.
Develop and launch colleague
value proposition
Develop and launch Life@Informa, an
attractive colleague value proposition for
current colleagues and potential candidates,
delivered against in-year milestones
2.
Develop and launch enhanced
talent acquisition programme
Develop and launch talent acquisition
programme, with the specific objective of
supporting the GAP 2 talent transformation
to deliver new skills in line with business
plan requirements
Improved colleague experience and
lowered voluntary attrition, supported
by launch of Life@Informa, revamped
careers site and enhanced colleague
benefits (e.g. ShareMatch extension,
US healthcare enhancements)
Rebuilt colleague resources at scale post
pandemic to support business return,
alongside onboarding of new skills to
drive GAP 2 data and digital product
development. Over 15% increase in
new headcount and 3,000+ new
hires completed through the year
3.
Effective management of colleague
engagement and morale
Effective monitoring and management of
colleague engagement and morale across
the GAP 2 and divestment programmes, using
Pulse and other engagement/communication
initiatives to gauge sentiment, act on feedback
and minimise disruption through these major
change programmes
Highly engaged colleagues, as evidenced
by top quartile engagement score of 79%
in annual Pulse survey, with lowest intent
to leave score of 11% on record outside
of the pandemic. Retained talent and
colleague morale through divestment
programme and other GAP 2 projects.
4.
Deliver qualitative and quantitative
assessment for TCFD
Establish Climate Impacts Steering Committee
and develop qualitative and quantitative
assessment of the potential impacts of climate
change on Informa to meet TCFD requirements
TCFD requirements met on schedule,
with detailed short- and medium-term
quantitative and qualitative modelling
and analysis completed, including
independent external assessment
and validation
Score (out
of 5)
4.0
5.0
5.0
5.0
5.
Expand sustainability programme
within B2B Markets
Expand the sustainable event Fundamentals
programme within B2B Markets, expanding the
number of brands signed up to the programme
by 25% in 2022
Sustainability and Culture aggregate outcome
Total 2022 STIP outcome
Brands on the Fundamentals programme
increased by over 50% in 2022
5.0
24.0
89.7
Combining the outcomes of all 20 objectives across the four performance categories resulted in an aggregate annual
incentive award of 89.7% of the maximum opportunity being earned by the Executive Directors in 2022. Aligned to the
2021-2023 ERP, the maximum award is 100% of salary and so 89.7% of salary will be paid.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
2020-2022 Long-term incentive awards (audited)
The performance period for the 2020-2022 LTIP ended on 31 December 2022. The performance measures set at
grant in 2020 for Stephen A. Carter and Gareth Wright, being Executive Directors at the date of this award, were:
• Total shareholder return (TSR) compared to the FTSE 51–150 peer group over the period, excluding financial services
and natural resources companies (50%)
• Operating cash flow generation (25%)
• Operating cash flow conversion (25%)
In relation to the 50% of the award focused on TSR, 20% will vest if Informa is ranked at median, increasing on a straight line
basis to full vesting if Informa ranks at or above the 80th percentile. A ranking below median will result in that element
of the LTIP award lapsing.
As in previous years, the TSR measurement is completed on the final day of the three-year period and so is a cliff-edge
judgement. The extended impact of the pandemic on our B2B Markets businesses over the three-year period of this award,
including the inability to run live events in Mainland China during 2022, significantly impacted TSR relative to Informa’s
peer group in the FTSE 51–150 index. Despite the prolonged negative pandemic impact on TSR, the strong operational
performance delivered by Informa in 2022 has seen TSR increase from the 8th percentile to the 41st percentile over the
period of the LTIP, finishing just below threshold for vesting. Notwithstanding that the outcome was driven by market forces
outside management control, the TSR element of the 2020-2022 LTIP award will therefore lapse in full on the vesting date.
In relation to the remaining 50% of the award, the outcome is determined by performance on operating cash flow and
operating cash flow conversion, as detailed in the table below, with 20% of each element vesting at threshold performance,
rising to 100% vesting at maximum. The cash flow targets were set as annual targets at the time of grant, reflecting the
challenge of setting three-year targets at the time given the volatility and uncertainty created by the COVID-19 pandemic.
Measure
TSR against comparator group
Cash returns
2020 operating cash flow
2021 operating cash flow
2022 operating cash flow
2020 operating cash flow conversion
2021 operating cash flow conversion
2022 operating cash flow conversion
Total LTIP expected to become exercisable
Weighting
(% of maximum)
50%
50%
Performance targets
Threshold
Maximum
Actual
outcome
Payout
(% of maximum)
Median
80th percentile
41st percentile
£80m
£230m
£400m
35%
85%
85%
£190m
£430m
£490m
55%
110%
105%
£230.8m
£570.2m
£574.6m
86.6%
146.8%
115.8%
0%
100%
100%
100%
100%
100%
100%
50%
Combining the outcome of the cash returns element of the award with the 0% outcome for the TSR measure resulted in 50%
of the 2020-2022 LTIP awards granted to Stephen A. Carter and Gareth Wright vesting.
The Committee considered the number of shares that would vest under the 2022-2022 LTIP compared to the number of
shares under award in 2019, the value of the vested shares relative to the original awards both in 2019 and 2020, the total
single figure for Stephen A. Carter in particular and the quality of performance throughout the three-year period.
Long-term incentive awards granted to Patrick Martell prior to his appointment to the Board continue to vest on their normal
schedule and are subject to the performance measures set for senior leadership. On 24 March 2020, Patrick received an
award under the Senior Leadership LTIP as Chief Executive of the Informa Intelligence division. The Senior Leadership LTIP
has different performance measures and criteria from those set for Executive Director LTIP awards and resulted in a vesting
outcome of 64.5%. Patrick has no other outstanding awards under the Senior Leadership LTIP.
134
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
The performance outcomes above have resulted in the following LTIP vesting levels:
Director
Stephen A. Carter
Gareth Wright
Patrick Martell
Face value
of award on
date of grant
Number of
LTIP options
granted
Proportion
expected
to vest
Face value
of vested
options
on date of
grant
Impact of
share price
appreciation/
(depreciation)
since grant1
Value of
dividend
shares on
vesting
Total value
of vesting
awards
Number of
shares
exercisable2
£2,525,577
£1,080,040
£893,092
649,917
277,931
229,823
50% £1,262,787
50%
£540,018
64.5%
£576,041
£632,482
£270,474
£288,517
£10,142
£1,905,411
£4,333
£4,625
£814,826
£869,183
326,697
139,708
149,028
1. Calculated by subtracting the face value at grant of the vesting awards from the value on the date of vesting. For the purposes of this table,
and the single total figure table on page 131, the 2020-2022 LTIP award has been valued using the average share price for the three months ended
31 December 2022, being 583.2349p. The share price at grant was 388.6p
2. Including accrued dividends to 31 December 2022
Share awards granted during the year (audited)
No share awards were granted to the Executive Directors during 2022.
Payments to former Directors or for loss of office (audited)
There were no payments to former Directors or for loss of office during the year.
Executive Directors’ share ownership (audited)
Shareholding requirements
Equity ownership by the Executive Directors, wider management team and the general colleague base is considered to be an
important and effective way to align their interests with those of our shareholders. Executive Directors are expected to meet
the guideline set in the latest Directors’ Remuneration Policy within five years of 16 June 2022 or their date of appointment,
whichever is the later, and to maintain this holding throughout their term of office.
Executive Directors' shareholdings
Stephen A. Carter
Gareth Wright
Patrick Martell
0%
50%
100%
150%
200%
250%
300%
350%
400%
450%
Shareholding requirement %
Shareholding % as at 31 December 2022
Shareholdings
The beneficial interest of each Executive Director in the company’s shares (including those held by connected persons) as at
31 December 2022 and their anticipated beneficial interests as at 24 March 2023 and after the ERP awards granted in 2021
have vested are set out below:
Director
Beneficial
holding1
Share
Match2
Total share
interests at
31/12/2022
Illustrative
value of share
interests
at 31/12/20223
Interests
as % of
salary at
31/12/2022
LTIP awards
vesting
24/03/20234
Total share
interests at
24/03/2023
Illustrative
value of share
interests at
24/03/20233
Interests
as % of
salary at
24/03/2023
ERP awards
vesting
2024-265
Illustrative
value of interests
if all ERP awards
vest3,5
Stephen A. Carter
680,972 5,923
686,895
£4,006,212
Gareth Wright
389,987 7,570
397,557
£2,318,691
Patrick Martell
167,759 4,564
172,323
£1,005,048
457%
456%
230%
326,697
1,013,592 £5,911,622
675% 926,138
£11,313,183
139,708
149,028
537,265 £3,133,517
616% 356,449
£5,212,452
321,351 £1,874,231
429% 288,777
£3,558,480
1. Beneficial interests include Deferred Share Bonus Plan (DSBP) awards granted in 2020 (with accrued dividends to 31 December 2022) which vest
on 24 March 2023
2. Shares held under the all-colleague ShareMatch scheme are made up of shares purchased by the Executive Director, shares ‘matched’ by the Group
and accrued dividend shares
3. Valued using the using the average share price for the three months ended 31 December 2022 (being 583.2349p)
4. The 2020-2022 LTIP will become exercisable on or shortly after 24 March 2023. Full details are set out on page 134
5. The 2021-2023 ERP awards will vest in three equal tranches from 2024-2026, subject to the relevant timelines and meeting the share price underpin
set at grant
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
Outstanding share awards at 31 December 2022 (audited)
The table below shows details of outstanding awards held by the Executive Directors at 31 December 2022. Long-term
incentive awards are subject to the achievement of performance conditions set at grant. DSBP awards are based on
the prior achievement of annual performance conditions and are exercisable from the third anniversary of grant.
Director/Scheme
Date of grant
Shares
awarded or
available for
exercise1
Exercised
during 20221
Granted
during 2022
Lapsed
during 2022
Unvested awards at
31 December 20221
Date options
exercisable
Option
expiry date
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
43,401
136,007
–
45,468
–
–
–
–
–
–
–
–
–
–
–
–
–
18,560
58,162
–
19,444
–
–
–
–
–
–
–
–
–
–
–
32,750
17,836
–
32,157
–
–
–
–
–
–
–
–
–
–
–
–
17/03/2019
16/03/2026
15/03/2020
14/03/2027
22/04/2021
21/03/2028
30/05/2021
29/05/2028
01/03/2022
29/05/2028
21/03/2022
20/03/2029
21/03/2022
20/03/2029
21/03/2022
20/03/2029
649,917
24/03/2023
23/03/2030
–
–
02/03/2021
01/03/2028
21/03/2022
20/03/2029
58,297
24/03/2023
23/03/2030
308,712
308,712
308,714
12/01/2024
11/01/2031
12/01/2025
11/01/2031
16/03/2026
11/01/2031
–
–
–
–
–
–
–
–
–
–
08/09/2017
07/09/2024
12/02/2018
11/02/2025
17/03/2019
16/03/2026
15/03/2020
14/03/2027
22/04/2021
21/03/2028
30/05/2021
29/05/2028
01/03/2022
29/05/2028
21/03/2022
20/03/2029
21/03/2022
20/03/2029
21/03/2022
20/03/2029
277,931
24/03/2023
23/03/2030
–
–
–
17/03/2019
16/03/2026
02/03/2021
01/03/2028
21/03/2022
20/03/2029
3,903
24/03/2023
23/03/2030
118,816
118,816
118,817
12/01/2024
11/01/2031
12/01/2025
11/01/2031
16/03/2026
11/01/2031
–
–
–
–
–
–
–
15/03/2020
14/03/2027
22/04/2021
21/03/2028
30/05/2021
16/04/2028
01/03/2022
29/05/2028
21/03/2022
20/03/2029
21/03/2022
20/03/2029
21/03/2022
20/03/2029
229,823
24/03/2023
23/03/2030
96,259
96,259
96,259
12/01/2024
11/01/2031
12/01/2025
11/01/2031
16/03/2026
11/01/2031
Stephen A. Carter
LTIP
DSBP
ERP
Gareth Wright
LTIP
DSBP
ERP
Patrick Martell
LTIP
ERP
17/03/2016
15/03/2017
22/03/2018
30/05/2018
30/05/2018
21/03/2019
21/03/2019
21/03/2019
24/03/2020
02/03/2018
21/03/2019
24/03/2020
12/01/2021
12/01/2021
12/01/2021
08/09/2014
12/02/2015
17/03/2016
15/03/2017
22/03/2018
30/05/2018
30/05/2018
21/03/2019
21/03/2019
21/03/2019
24/03/2020
17/03/2016
02/03/2018
21/03/2019
24/03/2020
12/01/2021
12/01/2021
12/01/2021
15/03/2017
22/03/2018
17/04/2018
17/04/2018
21/03/2019
21/03/2019
21/03/2019
24/03/2020
12/01/2021
12/01/2021
12/01/2021
239,820
177,721
83,849
65,101
43,401
227,341
68,202
45,468
649,917
28,039
45,468
58,297
308,712
308,712
308,714
112,521
117,527
102,555
108,341
97,865
27,840
18,560
97,220
29,166
19,444
277,931
3,413
15,987
25,925
3,903
118,816
118,816
118,817
48,999
42,365
76,416
32,750
53,594
75,032
32,157
229,823
96,259
96,259
96,259
239,820
177,721
83,849
65,101
–
91,334
68,202
–
–
28,039
45,468
–
–
–
–
112,521
117,527
102,555
108,341
97,865
27,840
–
39,058
–
–
–
3,413
15,987
25,925
–
–
–
–
48,999
42,365
76,416
–
35,758
75,032
–
–
–
–
–
1. Excludes accrued dividends
136
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Single total figure of remuneration for the Chair and Non-Executive Directors (audited)
The remuneration of the Chair is determined by the Committee in consultation with the Group Chief Executive while the
remuneration of the Non-Executive Directors is determined by the Chair and Executive Directors within the limits set by
the Articles of Association. The table below shows the actual fees paid to all Non-Executive Directors for the years ended
31 December 2022 and 2021.
Director
John Rishton (Chair from June 2021)
Mary McDowell (Senior Independent Director from November 2021)
David Flaschen
Helen Owers
Louise Smalley (appointed October 2021,
Remuneration Committee Chair from January 2022)
Gill Whitehead (Audit Committee Chair from June 2021)
Joanne Wilson (appointed October 2021)
Zheng Yin (appointed December 2021)
Stephen Davidson (retired June 2022)
Derek Mapp (retired June 2021)
Gareth Bullock (retired June 2021)
2022
Total fees
(£)
394,000
78,950
68,000
68,000
78,950
82,550
68,000
68,000
34,162
–
–
Benefits1
(£)
7,777
4,358
8,576
2,672
2,460
1,596
152
–
592
–
–
2021
Total fees
(£)
252,144
66,661
65,295
65,295
16,324
73,382
16,324
2,721
75,820
162,183
34,467
Benefits1
(£)
1,079
1,489
6,165
3,805
–
383
–
–
1,299
2,713
–
1. We have been advised that certain travel and accommodation expenses in relation to attending Board meetings, together with any professional advice
received, should be treated as taxable benefits. The table above includes these expenses and the corresponding tax contribution. The Non-Executive
Directors do not receive private healthcare or life assurance and are not eligible to join the company’s pension schemes or share plans
Chair and Non-Executive Directors’ share ownership (audited)
Details of the Non-Executive Director’s interests in shares (including those held by connected persons) at 31 December 2022
and 2021 are set out below:
Director
John Rishton
Stephen Davidson
David Flaschen1
Mary McDowell
Helen Owers
Louise Smalley
Gill Whitehead
Joanne Wilson
Zheng Yin2
31 December
2022
31 December
2021
19,716
7,647
30,651
9,714
8,090
8,000
4,184
5,400
–
19,716
7,647
30,651
9,714
8,049
8,000
4,184
5,400
–
1. David Flaschen holds 23,651 ordinary shares and 3,500 American Depository Receipts (ADRs). One ADR is equivalent to two ordinary shares
2. Capital control measures currently prevent Chinese citizens from investing in UK securities
There have been no changes to these holdings between 31 December 2022 and the date of this Report.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
Other remuneration disclosures
Comparison of the Group Chief Executive’s remuneration to TSR
Informa’s TSR performance vs comparator groups
The graphs below illustrate the Group’s TSR performance compared with the performance of the FTSE All-Share Media Index,
the FTSE 350 Index excluding Investment Trusts and the FTSE 51–150 peer group (excluding financial services and natural
resources), in the ten-year period ended 31 December 2022. These indices and peer group have been selected for this
comparison because the Group is a constituent company of all three.
£500
£400
£300
£200
£100
£0
D ec 1 2
D ec 1 3
D ec 1 4
D ec 1 5
D ec 1 6
D ec 1 7
D ec 1 8
D ec 1 9
D ec 2 0
D ec 2 1
D ec 2 2
£500
£400
£300
£200
£100
£0
D ec 1 2
D ec 1 3
D ec 1 4
D ec 1 5
D ec 1 6
D ec 1 7
D ec 1 8
D ec 1 9
D ec 2 0
D ec 2 1
D ec 2 2
£500
£400
£300
£200
£100
£0
D ec 1 2
D ec 1 3
D ec 1 4
D ec 1 5
D ec 1 6
D ec 1 7
D ec 1 8
D ec 1 9
D ec 2 0
D ec 2 1
D ec 2 2
Informa
FTSE All-Share Media
Informa
Informa
FTSE 51–150 peer group median
FTSE 350 excluding Investment Trusts
FTSE 51–150 peer group average
Historical Group Chief Executive remuneration
Year
2013
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
CEO
Peter Rigby
Stephen A. Carter1,2
Stephen A. Carter
Stephen A. Carter
Stephen A. Carter
Stephen A. Carter
Stephen A. Carter
Stephen A. Carter
Stephen A. Carter
Stephen A. Carter
Stephen A. Carter
CEO single figure
of remuneration
STIP payout
(% of maximum)
LTIP payout
(% of maximum)
CHF 3,718,566
£588,365
£1,794,152
£2,083,275
£3,407,650
£4,132,219
£4,125,262
£3,112,342
£2,720,172
£2,809,612
£3,813,663
n/a
59.0%
66.7%
69.8%
40.0%
82.4%
93.3%
71.8%
53.6%
89.0%
89.7%
n/a
n/a
n/a
34.6%
79.3%
83.0%
93.9%
70.2%
50.7%
41.5%
50.0%
1. Group Chief Executive remuneration for Stephen A. Carter for 2013 covers the period from 1 September 2013 to 31 December 2013
2. The LTIP award made in 2013 and which vested in 2015 was pro-rated to reflect Stephen A. Carter’s time as CEO-Designate during that year
Relative importance of spend on pay
Informa is a people business, dependent on the contributions and expertise of its colleagues around the world. The Group
believes in the importance of investing in colleagues and offering market competitive salaries, as well as flexible benefits
and further opportunities such as ShareMatch. The table below shows the aggregate colleague remuneration, dividends
paid, revenue and operating profit as stated in the financial statements, for the years ended 31 December 2022 and
31 December 2021:
Average total number of colleagues¹
Aggregate colleague remuneration (£m)¹
Remuneration per colleague (£)
Distributions to shareholders – Dividends paid in the year2 (£m)
– Share buyback3 (£m)
1. Figures taken from Note 9 to the Consolidated Financial Statements
2. Figures taken from Note 15 to the Consolidated Financial Statements
3. Excludes commission and stamp duties due on the share buyback
2022
10,781
£687.0m
£63,723
£43.3m
£514.3m
2021
10,044
£558.9m
£55,645
£nil
£nil
% change
7.3%
22.9%
14.5%
–
–
138
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Pay ratios
The table below sets out the Group Chief Executive pay ratios as at 31 December 2022 and those for the prior three years.
The disclosure will build up over time to cover a rolling ten-year period.
Year
2022
Pay ratio
Salary
Total pay and benefits
2021
Pay ratio1
Salary
Total pay and benefits
2020
Pay ratio
Salary
Total pay and benefits
2019
Pay ratio
Salary
Total pay and benefits
Lower quartile
103x
£33,000
£35,884
83.2x
£30,843
£31,130
88.3x
£28,436
£29,910
100.5x
£27,836
£30,970
Median
73.5x
£45,000
£51,124
60.5x
£41,200
£44,965
65x
£38,000
£41,418
74.6x
£38,570
£41,748
Upper quartile
48.5x
£65,339
£76,656
39.8x
£60,117
£69,218
42.7x
£56,500
£64,519
47.9x
£56,100
£65,031
1. The 2021 ratios have been restated to reflect the final value of the 2019-2021 LTIP which vested in March 2022
The ratios compare the single total figure of remuneration of the Group Chief Executive with the equivalent for the lower
quartile, median and upper quartile UK employees (calculated on a full-time basis). While the Group Chief Executive is based
in the UK, his role and remit are international, and the pay ratios required by the Companies (Miscellaneous Reporting)
Regulations 2018 take no account of the remuneration received by colleagues based outside the UK (68% of colleagues).
The rules relating to this disclosure set out three possible methodologies, termed Options A, B and C. The Committee has
selected Option A as the most appropriate for the company on the basis that it provides the most robust and statistically
accurate means of identifying the lower quartile, median and upper quartile colleagues and is consistent with the Group’s
pay, reward and progression policies.
The total compensation calculations for UK colleagues include salary, bonus payments and benefits package, and, where
appropriate, LTIP earnings. Base salaries of all colleagues, including the Executive Directors, are set with reference to a range
of factors including market comparators, individual experience and performance in role and the Committee notes that
colleague remuneration in aggregate has increased year-on-year.
Due to the structure of the Group Chief Executive’s annual remuneration, where a significant proportion is made up of
variable, performance-related pay that is affected by share price movements, the pay ratios will vary, potentially significantly,
year-on-year. The ratios for 2022 have increased over last year largely as a result of an increase in value of the variable
performance-related remuneration of the Group Chief Executive, as a result of share price growth and the increase in the
proportion of vested shares over 2021, and which has increased his single total figure of remuneration in respect of 2022.
Directors’ service contracts and letters of appointment
Details of the service contracts of the Executive Directors and the letters of appointment of the Non-Executive Directors at
31 December 2022 are as follows:
Director
John Rishton
Stephen A. Carter1
Gareth Wright
Patrick Martell
Mary McDowell
Helen Owers
David Flaschen
Gill Whitehead
Louise Smalley
Joanne Wilson
Zheng Yin
Date of appointment
1 September 2016
11 May 2010
9 July 2014
1 March 2021
15 June 2018
1 January 2014
1 September 2015
1 August 2019
1 October 2021
1 October 2021
20 December 2021
Date of current service contract
or letter of appointment
5 January 2021
30 May 2014
9 July 2014
1 March 2021
11 June 2018
5 March 2019
5 March 2019
23 July 2019
30 September 2021
30 September 2021
16 December 2021
1. Stephen A. Carter was appointed as a Non-Executive Director on 11 May 2010, CEO-Designate on 1 September 2013 and became Group Chief Executive
on 1 December 2013
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Directors’ Remuneration Report
continued
The Executive Directors have rolling service contracts with the company which have notice periods of 12 months on either
side. The company may terminate an Executive Director’s appointment with immediate effect without notice or payment
in lieu of notice under certain circumstances, prescribed within the Executive Director’s service contract.
The letters of appointment for the Non-Executive Directors do not contain fixed term periods. The Non-Executive
Directors are appointed in the expectation that they will serve for a maximum of nine years subject to re-election at
each AGM. The service contracts of the Executive Directors and letters of appointment of the Non-Executive Directors
are available for inspection at the registered office during normal business hours and at the AGM.
Change in Directors’ pay in comparison to that of Informa colleagues
The following table shows the percentage change in salary, benefits and bonus earned from 2021 to 2022, as well as for
previous periods, for the Directors compared to the average earnings of all UK colleagues:
Executive Directors
Stephen A. Carter
Gareth Wright
Patrick Martell
Non-Executive Directors
John Rishton (Chair from June 2021)
Mary McDowell
(Senior Independent Director from November 2021)
David Flaschen
Helen Owers
Louise Smalley
(Remuneration Committee Chair from January 2022)3
Gill Whitehead (Audit Committee Chair from June 2021)4
Joanne Wilson3
Zheng Yin3
All UK colleagues5
2021-2022 change
2020-2021 change
2019-2020 change
Salary
%
Benefits2
%
Bonus
%
Salary1
%
Benefits2
%
Bonus
%
Salary1
%
Benefits2
%
Bonus
%
4.0
6.0
4.0
56.3
18.4
4.1
4.1
20.9
12.5
4.1
4.1
8.2
(23.4)
(5.8)
8.2
4.8
6.9
19.5
0.0
0.0
–
(29.3)
0.5
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
239.3
2.1
0.0
0.0
–
19.9
–
–
–
–
–
–
–
–
–
–
(5.1)
10.7
–
–
–
–
–
–
–
–
–
0.0
0.0
–
0.0
0.0
0.0
0.0
–
0.0
–
–
(24.8)
8.9
–
–
–
–
–
–
–
–
–
(26.1)
(22.1)
–
–
–
–
–
–
–
–
–
56.5
44.2
6.7
(8.3)
30.5
1.8
(3.2)
(37.4)
1. These calculations have been made using the contractual base pay of the Executive Directors and fees for the Non-Executive Directors and do not
take into account the voluntary salary sacrifice of 33% made by Stephen A. Carter and Gareth Wright for the first full COVID-19 lockdown period in
2020 or the 25% voluntary reduction in fees taken by the Non-Executive Directors over the same period
2. Benefits include costs to the company of private healthcare, life and travel insurance, car/driver allowance and the value of all-colleague share plan
matching share awards
3. Louise Smalley and Joanne Wilson were appointed to the Board in October 2021 and Zheng Yin was appointed to the Board in December 2021.
For fair comparison, the percentage change for their fees between 2021 and 2022 has been calculated using the full-time equivalent fee for 2021
4. Gill Whitehead was appointed to the Board in August 2019. For fair comparison, the percentage change in Gill Whitehouse’s fees between 2019
and 2020 has been calculated using the full-time equivalent fee for 2019
5. Informa PLC has no employees and therefore the average for all UK colleagues has been selected as the appropriate comparator group
Dilution limits
Informa uses a combination of market purchased and newly issued shares to satisfy all-employee and executive share plans.
The shares held in trust by the Informa Employee Share Ownership Trust do not have voting rights.
During 2022 Informa complied with The Investment Association’s Principles of Remuneration which provide that dilution
under all of the company’s share incentive schemes must not exceed 10% of the issued share capital in any rolling ten-year
period, with a further limitation of 5% in any ten-year period for executive schemes.
These limits are monitored regularly. Any awards satisfied by market purchased shares are excluded from such calculations.
Share awards under all current incentive plans are within the relevant dilution limits.
140
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Remuneration adviser
Ellason LLP acted as the Committee’s independent remuneration consultant until 5 December 2022, having been appointed
in January 2021. With effect from 5 December 2022, following a thorough tender process, FIT Remuneration Consultants was
appointed as the Committee’s adviser with immediate effect. FIT Remuneration Consultants does not provide any other
services to the Group.
Both FIT Remuneration Consultants and Ellason are members of the Remuneration Consultants Group and voluntarily
operate under the Code of Conduct in relation to executive remuneration consulting in the UK.
During the year, the Committee Chair and Group HR Director each had direct access to the adviser as and when required.
The advice and recommendations received from the external adviser are used as a guide by Committee members but do not
substitute thorough consideration of the matters being addressed by each member.
Fees paid to Ellason during the year ended 31 December 2022, charged on a time basis, amounted to £43,201 (2021: £36,033)
and related to attendance at Committee meetings and advice to the Committee. Fees paid to FIT Remuneration Consultants
during 2022 amounted to £4,112 (2021: £nil).
The Committee is satisfied that the advice received from both FIT Remuneration Consultants and Ellason was independent
and objective and has not requested advice from any other remuneration advisory firm during the year.
Shareholder voting at general meetings
The Board was pleased by the strong support for its new, forward-looking Directors’ Remuneration Policy at the 2022 AGM.
Many shareholders made their views very clear on the 2021 Directors’ Remuneration Report (2021 DRR). The 2021 DRR
included the outcomes of past decisions based on the remuneration framework adopted through the height of the pandemic,
which significantly impacted the business during the last three years.
The Board has responded to the feedback from the AGM in a number of ways and we engaged extensively with shareholders
throughout 2022 to better understand the different points of view on the historical decisions. We have enhanced our
disclosures in the Remuneration Report, new remuneration advisers were appointed and changes were also made to Board
and Committee membership.
Shareholders generously provided their time and valuable input to the consultation on the new Directors’ Remuneration
Policy which will see a return to a more traditional LTIP structure from 2024. The new and next Directors’ Remuneration Policy
can be found on our website.
The table below provides details of the votes of shareholders at the 2022 AGM in respect of the Directors’ Remuneration
Policy and the Directors’ Remuneration Report.
Directors’ Remuneration Policy
Directors’ Remuneration Report
Votes for
Number
1,001,913,504
334,437,455
%
93.49
28.69
Votes against
Number
%
Total
votes cast
Votes withheld
(abstentions)
69,790,080
6.51
1,071,703,584
831,216,642
71.31
1,165,654,097
122,928,070
28,973,913
This Annual Report on Remuneration was approved by the Board and signed on its behalf by
Louise Smalley
Chair
Remuneration Committee
8 March 2023
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Other statutory disclosures
This section contains the remaining matters the Directors are required to report on each year, which do not appear
elsewhere in the Annual Report.
Additional information incorporated into this section by reference, including information that is required in accordance with
the Companies Act 2006 (the Act) and Listing Rule 9.8.4R, can be found on the following pages:
Information
Future business developments
Risk factors and principal risks
Colleague policies and engagement
Stakeholder engagement – suppliers, customers and others
Greenhouse gas emissions
Viability and going concern statements
Governance arrangements
Section 172 Statement
Long-term incentive arrangements
Financial instruments, financial risk management objectives and policies
Page(s)
2 to 91
58 to 69
30 to 35
36 to 39
24 to 29, 57
74 and 75
93 to 145
104
122 to 141
211 to 219
236
191
Post balance sheet events
Dividends
Articles of Association
The company’s Articles of Association
(the Articles) were last approved at the
2020 AGM. They include provisions
on the rights and obligations
attached to the company’s shares,
the appointment and removal of
Directors and the conduct of the
Board, and general meetings.
Directors may be appointed or
removed by the Board or by
shareholders in a general meeting.
Subject to the Act and the Articles,
the Directors may exercise all the
powers of the company, and may
delegate authorities to Committees
and day-to-day management and
decision making to individual
Executive Directors.
Amending the Articles requires
a special resolution at a general
meeting of shareholders with the
approval of at least 75% of those
voting in person or by proxy.
A copy of our Articles can be found
on Informa’s website or obtained free
of charge from Companies House.
Directors
The names and biographical details
of Informa’s Directors are on
pages 94 to 97.
142
Stephen Davidson served as an
independent Non-Executive Director
until his retirement at the conclusion
of the 2022 AGM.
Directors’ conflicts of interests
and indemnities
Directors have a statutory duty to
avoid conflicts of interest with the
company. Our Articles allow the Board
to approve conflicts of interest and
include other conflict of interest
provisions. No Director had a material
interest in any contract in relation
to the company’s business during
the year.
To the extent permitted by English law
and the Articles, Informa has agreed
to indemnify the Directors in respect
of any liability arising from or
connected with the execution of their
powers, duties and responsibilities as
a Director of the company, of any of
its subsidiaries or as a trustee of an
occupational pension scheme for
colleagues. The indemnity would not
provide coverage where the Director
is proved to have acted fraudulently or
dishonestly. The company purchases
and maintains Directors’ and Officers’
insurance cover against certain legal
liabilities and the costs of claims
connected with any act or omission
by Directors and officers in the
execution of their duties.
The Directors’ Remuneration Report
on pages 122 to 141 contains details
of the remuneration paid to the
Directors, their interests in the shares
of the company and any awards
granted to the Executive Directors
under all-colleague or executive share
schemes. It also summarises the terms
of Executive Directors’ service
agreements and the letters of
appointment of the Non-Executive
Directors. These are available
for inspection at Informa’s
registered office.
Colleague employment
policies and equal
opportunities
Informa has a culture based on
openness and inclusivity and aims to
attract and retain talented colleagues
by providing an environment that
is supportive, rewarding, open and
enjoyable to all. We recognise the
value that differences bring, including
but not limited to those of gender, age,
race, nationality, social background,
professional and personal experiences
and preferences. Informa complies
fully with all national equal
opportunities legislation and makes
recruitment and promotion decisions
based solely on the ability to perform
each role.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 We treat colleagues and applicants
with disabilities fairly and provide
facilities, equipment and training to
assist disabled colleagues to do their
jobs. If a colleague becomes disabled
during their employment, every effort
is made to ensure that they can
continue their current employment
by providing specialised training and
adjusting the working environment.
We also seek to provide opportunities
for retraining and redeployment
within the business.
Helen Owers is the designated
Director responsible for
colleague engagement.
Stakeholder engagement
Informa’s Directors recognise the
importance of successful partnerships
with the Group’s stakeholders.
Details of how Informa engages with
investors, customers, suppliers and
business partners are set out on pages
36 to 39. The Section 172 Statement
on page 104 also describes how the
interests of stakeholders were
considered by the Board when
making key decisions during the year.
Share capital
Informa PLC is a public company
limited by shares, incorporated in
England and Wales and listed on
the London Stock Exchange.
Details of our issued share capital
at 31 December 2022 can be found
in Note 37 to the Consolidated
Financial Statements.
At the 2022 AGM, the Directors were
granted authority to purchase up to
147,771,000 of Informa’s ordinary
shares in the market, equal to 10%
of issued share capital at the time
that the Notice of AGM was approved.
During the year under review, the
company purchased and cancelled
88,987,197 ordinary shares (6.27% of
issued capital at 31 December 2022).
The Directors propose to renew this
authority at the 2023 AGM.
By ordinary resolution, shareholders
can authorise the Board to issue,
increase, consolidate, sub-divide and
cancel shares in accordance with its
Articles and English law. All issued
shares are fully paid up and carry no
additional obligations or special rights.
Each share carries the right to one
vote at company general meetings.
On a show of hands, each holder of
ordinary shares who attends in person
or is present by proxy or as a
corporate representative has one
vote. On a poll, every holder of
ordinary shares present in person,
by proxy or corporate representative,
has one vote for every share held.
Electronic and paper proxy
appointments and voting instructions
must be received no later than
48 hours before a general meeting.
Holders of ordinary shares can lose
their entitlement to vote at general
meetings if they have been served
with a disclosure notice and failed to
provide the company with information
concerning interests held in those
shares. Except as set out above, there
are no limitations on voting rights of
holders of a given percentage, number
of votes or deadlines for exercising
voting rights.
There are no restrictions on the
transfer of securities in the company
except as set out in the Articles.
Informa is not aware of any
agreements between holders of
ordinary shares which may result
in restrictions on the transfer of
securities or on voting rights.
Employee Benefit Trust
From time to time, shares are held by
a trustee in order to satisfy colleagues’
entitlements to shares under the
Group’s share schemes. The shares
held by the 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
colleagues. The current
arrangements concerning trusts and
their shareholdings in the company
are set out in Note 38 to the
Consolidated Financial Statements.
Major interests in shares
The table below shows the
notifications of major voting interests
in the company’s shares as at
31 December 2022 in accordance with
the FCA’s Disclosure and Transparency
Rules (DTR 5). All notifications made
to the company under DTR 5 are
published on a Regulatory
Information Service and are
available on Informa’s website.
% shareholding
Shareholder
BlackRock, Inc.
Newton Investment
Management Ltd
Lazard Asset Management LLC
APG Asset Management N.V.
Artemis Investment Manager LLP
Invesco Ltd
Norges Bank
5.92%
4.93%
4.30%
3.99%
3.59%
3.55%
3.00%
The information above was correct
at the date of notification.
Between 1 January 2023 and the date
of this Annual Report, the company
has been notified of the following
change in substantial shareholdings:
Shareholder
% shareholding
Bank of America Corporation
9.16%
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, except for the Group’s principal
borrowings described in Note 30 to
the Consolidated Financial Statements.
The company does not have
agreements with any Director
or colleague that would provide
compensation for loss of office or
employment resulting from a change
of control on takeover, except those
provisions in the company’s share
schemes and plans that may cause
options and awards granted to
colleagues to vest on a takeover.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Political donations
In line with Group policy, no donations
were made to political parties or
organisations, or independent
election candidates, and no political
expenditure was incurred during
the year ended 31 December 2022.
Subsidiaries and
overseas branches
Details of Group subsidiaries are
given in Note 42 to the Consolidated
Financial Statements.
Informa operates branches in
Australia, Bangladesh, China, France,
Hong Kong, Japan, Luxembourg,
Malaysia, the Netherlands, Singapore,
South Africa, South Korea, Taiwan,
United Arab Emirates, the US
and Vietnam.
Financial statements
and accounting records
The Directors are responsible for
preparing the Annual Report, the
Directors’ Remuneration Report and
the financial statements in accordance
with applicable law and regulations.
Company law requires the Directors
to prepare financial statements for
each financial year in accordance with
International Accounting Standards
in conformity with the requirement
of the Act. The Directors have also
elected to prepare the Parent
Company financial statements in
accordance with Financial Reporting
Standard 102 Reduced Disclosure
Framework. Under company law
the Directors must not approve the
financial statements unless they are
satisfied that they give a true and
fair view of the state of affairs of
the Group and the company and of
the profit or loss of the Group and
the company for that period.
In preparing the Parent Company
financial statements, the Directors
are required to:
• Select suitable accounting policies
and then apply them consistently
• Make judgements and accounting
estimates that are reasonable
and prudent
Other statutory disclosures
continued
• State whether Financial Reporting
Standard 102 Reduced Disclosure
Framework has been followed,
subject to any material departures
disclosed and explained in the
financial statements
• Prepare the financial statements on
the going concern basis unless it is
inappropriate to presume that the
company will continue in business
In preparing the Group financial
statements, International Accounting
Standard 1 requires that Directors:
• 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 International
Financial Reporting Standards (IFRS)
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
• Make an assessment of the
company’s ability to continue
as a going concern
The Directors are responsible for
keeping adequate accounting records
that are sufficient to show and explain
the company’s transactions and
disclose with reasonable accuracy at
any time the financial position of the
company and the Group. This enables
them to ensure that the financial
statements and the Directors’
Remuneration Report comply with
the Act. They are also responsible
for safeguarding the assets of the
company and the Group and
taking reasonable steps for the
prevention and detection of fraud
and other irregularities.
The Directors are responsible for
the maintenance and integrity of the
corporate and financial information
included on Informa’s website.
Legislation in the UK governing the
preparation and dissemination of
financial statements may differ
from legislation in other jurisdictions.
Directors’ responsibility
statement
In accordance with DTR 4.1.12R, each
of the Directors, whose names and
roles appear on pages 94 to 97,
confirms that, to the best of
their knowledge:
• The consolidated financial
statements, prepared in accordance
with UK adopted International
Accounting Standards in conformity
with the requirements of the Act
and IFRS, following the accounting
policies shown in the notes to the
Consolidated Financial Statements
on pages 164 to 174, give a true
and fair view of the assets, liabilities,
financial position and profit of
the Group taken as a whole
• The Parent Company financial
statements, prepared in accordance
with Financial Reporting Standard
102 Reduced Disclosure Framework,
gives a true and fair view of the
assets, liabilities, financial position
and profit of the company
• The Management Report (which
includes the Strategic Report and
the Directors’ Report) includes a
fair review of the development and
performance of the business and
the position of the Parent Company
and the Group, together with a
description of the principal risks
and uncertainties that it faces
Having taken into account all of the
matters considered by the Board
during the year, the Directors are
satisfied that the Annual Report
and Financial Statements, taken
as a whole, is fair, balanced and
understandable and provides the
information necessary for shareholders
to assess the company’s position
and performance, business model
and strategy.
Neither the company nor the Directors
accept any liability to any person in
relation to the Annual Report except
to the extent that such liability could
arise under English law. Accordingly,
any liability to a person who has
demonstrated reliance on any untrue
or misleading statement or omission
shall be determined in accordance
with section 90A of the Financial
Services and Markets Act 2000.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Audit information
Each of the Directors at the date of
approval of this report confirms that:
• To the best of their knowledge there
is no relevant audit information
that has not been brought to
the attention of the auditor
• They have taken all steps required
of them to make themselves aware
of any relevant audit information
and to establish that the
company’s auditor was aware
of that information
This confirmation is given and should
be interpreted in accordance with the
provisions of section 418 of the Act.
Appointment of auditor
In accordance with section 489 of
the Act, a resolution proposing the
appointment of PwC LLP as the
company’s auditor will be put to
shareholders at the 2023 AGM.
By order of the Board
Rupert Hopley
General Counsel and
Company Secretary
8 March 2023
Informa PLC
5 Howick Place
London SW1P 1WG
Company number: 08860726
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Independent Auditor’s report to the members of Informa PLC
Report on the audit of the financial statements
1. Opinion
In our opinion:
• The financial statements of Informa plc (the Parent Company) and its subsidiaries (the Group) give a true and fair view of
the state of the Group’s and of the Parent Company’s affairs as at 31 December 2022 and of the Group’s profit for the year
then ended
• The Group financial statements have been properly prepared in accordance with United Kingdom adopted international
accounting standards
• The Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally
Accepted Accounting Practice, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable
in the UK and Republic of Ireland’
• The financial statements have been prepared in accordance with the requirements of the Companies Act 2006
We have audited the financial statements which comprise:
• the Consolidated Income Statement
• the Consolidated Statement of Comprehensive Income
• the Consolidated and Parent Company Statements of Changes in Equity
• the Consolidated and Parent Company Balance Sheets
• the Consolidated Cash Flow Statement
• the related notes 1 to 44 to the Consolidated Financial Statements
• the related notes 1 to 12 to 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 United Kingdom adopted international accounting standards. 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, including FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’
(United Kingdom Generally Accepted Accounting Practice).
2. Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law.
Our responsibilities under those standards are further described in the auditor’s responsibilities for the audit of the
financial statements section of our report.
We are independent of the Group and the Parent Company in accordance with the ethical requirements that are relevant
to our audit of the financial statements in the UK, including the Financial Reporting Council’s (the FRC’s) Ethical Standard
as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these
requirements. The non-audit services provided to the Group and Parent Company for the year are disclosed in Note 7
to the financial statements. We confirm that we have not provided any non-audit services prohibited by the FRC’s Ethical
Standard to the Group or the Parent Company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 3. Summary of our audit approach
Key audit matters
The key audit matters that we have identified in the current year are:
• Recoverability of the carrying value of goodwill in Informa Markets and Informa Tech
• Divestment of certain Intelligence division businesses
• Acquisition of Industry Dive
Within this report, key audit matters are identified as follows:
! Newly identified
Increased level of risk
Similar level of risk
Decreased level of risk
Materiality
Scoping
The materiality that we used for the Group financial statements was £20m, which was determined on the basis of
4.7% of continuing statutory pre-tax profit adjusted for amortisation and impairment of intangible assets acquired
in business combinations, impairment of right-of-use assets and property and equipment, one-off finance costs, fair
value loss on investments, distributions received from investments and gain/loss on disposals of operations. This
benchmark reflects the improved profitability and continued recovery of the Group from COVID-19 disruption.
We performed full scope audits or an audit of specified balances and transactions at the principal business units,
the majority of which use the services provided by the Group’s shared services centres in the UK, US, China and
Hong Kong. These in-scope business units account for 74% of the Group’s revenue and 70% of the Group’s adjusted
operating profit on an absolute basis.
Significant changes
in our approach
In the current year we have identified key audit matters relating to the Group’s significant divestment and acquisition
activity. The key audit matter in respect of the recoverability of the carrying value of goodwill no longer considers the
Informa Connect division due to the lower level of judgement associated with the recoverability of associated goodwill.
There have been no other significant changes to our audit approach.
4. Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors’ use of the going concern basis of accounting
in the preparation of the financial statements is appropriate.
Our evaluation of the Directors’ assessment of the Group’s and Parent Company’s ability to continue to adopt the going
concern basis of accounting included:
• An assessment of the reasonableness of management’s forecasting assumptions which included considering the consistency
of these assumptions with the Group’s principal risks and uncertainties and other assumptions taken by management
in preparing the financial statements, and considering the current macroeconomic environment
• An assessment of the historical accuracy of forecasts prepared by management
• Consideration of the level of liquidity headroom present in management’s base case and sensitised scenarios, including the
potential acquisitions within the going concern period
• Consideration of the financing facilities available, including the nature of these facilities and associated terms, the
availability of future financing and repayment terms of financing already in place
• Testing of the clerical accuracy of the model used to prepare management’s forecasts
• Consideration of the appropriateness of the disclosures included within the financial statements in respect of going concern
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the Group’s and Parent Company’s ability to continue as a going
concern for a period of at least 12 months from when the financial statements are authorised for issue.
In relation to the reporting on how the Group has applied the UK Corporate Governance Code, we have nothing material
to add or draw attention to in relation to the Directors’ statement in the financial statements about whether the Directors
considered it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant
sections of this report.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Independent Auditor’s report to the members of Informa PLC
continued
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial statements of the current period and include the most significant assessed risks of material misstatement
(whether or not due to fraud) that we identified. These matters included those which had the greatest effect on:
the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
5.1 Recoverability of the carrying value of goodwill in Informa Markets and Informa Tech
Key audit matter
description
As at 31 December 2022 goodwill of £5,880m (2021: £5,717m) is recognised, including £3,869m (2021: £3,612m)
relating to Informa Markets and £826m (2021: £468m) relating to Informa Tech.
Management performs its impairment assessment in respect of goodwill on a divisional basis by aggregating the
cash generating units (CGUs) at the divisional level, reflecting the lowest level at which it monitors goodwill. This is
discussed further in Note 17 to the financial statements.
Management performed its annual assessment of the recoverability of goodwill ascribed to all CGUs using a
31 December 2022 valuation date.
The Informa Markets CGU is the most sensitive to the return in customer demand for physical events following the
disruption caused by COVID-19 and therefore, whilst activity has partially returned to 2019 levels during the year,
Informa Markets represents one of the groups of CGUs with a greater risk of impairment as at 31 December 2022.
The Informa Tech CGU includes higher assumed revenue growth rates within digital revenue streams, with the level
of headroom to goodwill ascribed to Tech being particularly sensitive to these growth rates. Informa Tech therefore
represents one of the groups of CGUs with a greater risk of impairment as at 31 December 2022.
Informa Markets and Informa Tech will be collectively referred to as the ‘Relevant CGUs’ throughout this key audit matter.
In completing its impairment review at 31 December 2022, management prepared forecasts using the Group’s Board
approved budget for year one and the Group’s three-year strategic plan for years two and three. In relation to Industry
Dive, as the latest Board approved forecasts were for a four-year period these were included in the impairment
assessment. A terminal value was then applied beyond the final year of the forecast using growth factors and discount
rates applicable for each CGU.
There is inherent uncertainty, and therefore significant judgement, in the recovery of physical events within Informa
Markets and the digital revenue growth rates within Informa Tech.
The selection of long-term growth rates and the discount rate assumptions require judgement and are important to
this key audit matter. Management engages independent expert valuation advisers to assist in deriving appropriate
long-term growth rates and discount rates.
We considered the recoverability of the carrying value of goodwill in the Relevant CGUs as a key audit matter due
to the significance of management’s judgement and the significant amount of audit resources and effort applied
in respect of testing the impairment review of goodwill as at 31 December 2022.
The policies and processes followed in respect of the impairment review are discussed in Notes 2 and 17 to the
financial statements.
The impairment review is a significant accounting matter considered by the Audit Committee during the year and
is described further on page 115.
We assessed management’s impairment reviews of goodwill for the Relevant CGUs as at 31 December 2022 using
a range of audit procedures, including:
• Obtaining an understanding of the basis of preparation of the cash flow forecasts used in the impairment review,
including the associated governance process for their compilation and approval, and obtaining an understanding
of relevant controls within the impairment review process
Identifying the relevant controls within the impairment review process, including those associated with
management estimations and assumptions, cash flow forecasts and impairment models, and obtaining an
understanding of these controls
•
• Assessing recent forecasting accuracy against actual performance and challenging the basis on which management
is able to forecast accurately, including considering the uncertain environment due to COVID-19
• Further challenging the cash flow forecasts used within the impairment model, including how the cash flow
forecasts reflect climate-related risks, based on our understanding of the business and developments within the
year. This included challenging the level of expected recovery of physical events in Informa Markets and the digital
revenue growth rates for Informa Tech by reference to external data sources, market intelligence, past performance,
and forward indicators such as advance bookings and subscription renewals
• Evaluating the competence, objectivity and capabilities of management’s expert
• Working with our internal valuation specialists to assess the appropriateness of the key assumptions including
the discount rates and long-term growth rates prepared by management’s expert valuation adviser. Additionally,
together with our internal valuation specialists, assessing management’s valuation model for compliance with the
valuation principles of accounting standards
In respect of the impairment review as at 31 December 2022, performing breakeven analysis on the key assumptions
within the impairment model for the CGU, and assessing whether the breakeven scenarios represented reasonably
possible changes in the key assumptions
•
• Evaluating the appropriateness of the goodwill disclosures included in Note 17 to the financial statements
How the scope of our
audit responded to
the key audit matter
Key observations
Based on the audit procedures performed we concluded that the assumptions management had applied in its
impairment reviews and the overall conclusions from the reviews were reasonable.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 5.2 Divestment of certain Intelligence division businesses !
Key audit matter
description
During 2022 Informa completed the divestment of certain Intelligence division businesses, with the disposal of the
Pharma Intelligence, Maritime and EPFR businesses generating a combined profit on disposal after tax of £1,465m.
Pharma Intelligence, Maritime and EPFR will be collectively referred to as the ‘Disposed businesses’ throughout this
key audit matter.
Consideration received for the Disposed businesses was in the form of cash of £2,133m and, in the Pharma Intelligence
and Maritime businesses, retained investments valued at £167m and £75m respectively at the dates of disposal.
Management calculated the fair value of these retained investments with reference to the fair value of the
consideration received for the disposed equity interests in each of Pharma Intelligence and Maritime.
Net assets disposed of in each of the Disposed businesses principally related to goodwill. Net assets disposed totalled
£550m, including £556m of goodwill.
As goodwill was previously monitored at the Informa Intelligence level, management determined the goodwill associated
with each of the Disposed businesses based on its estimated value as a proportion of the total estimated equity value
of all businesses within Informa Intelligence.
Disposal costs have been included within the profit on disposal for each of the Disposed businesses where management
considered the cost to be directly attributable to the disposal.
Management determined that the Disposed businesses met the criteria for classification as a discontinued operation
and the results of the businesses for the period prior to disposal, along with the profits on disposal, are therefore
presented separately as a single line within the Income Statement.
We considered the profit on disposal for each of the Disposed businesses as a key audit matter due the significant amount
of audit resources and effort applied in respect of testing the profits on disposal recorded at 31 December 2022.
Note 22 to the financial statements includes details on the profit on disposal calculations.
Disposals and discontinued operations is a significant accounting matter considered by the Audit Committee during
the year and is described further on page 115.
We determined the appropriateness of the profit on disposal recorded for each of the Disposed businesses using a range
of audit procedures, including:
• Obtaining an understanding of the process for the pre-sale restructuring undertaken by management to appropriately
allocate the Disposed businesses’ net assets and operations
• Agreeing cash consideration to bank statements
• Working with our internal valuation specialists to assess management’s estimation of the fair value of the retained
equity investments in Pharma Intelligence and Maritime, including assessing the suitability of the valuation
methodology with reference to accounting standards and market valuation principles
• Assessing management’s estimation of the value of goodwill for each of the Disposed businesses, including
assessing the suitability of the valuation methodology with reference to accounting standards. Additionally,
we considered the reasonability of management’s estimated values within the allocation calculation
• Determining the appropriateness of net assets disposed of and costs of disposal, which included considering the
reasonableness of assets, liabilities and costs included within the profit on disposal calculations on a sample basis
• Considering whether the Disposed businesses meet the criteria for disclosure as discontinued operations as at
31 December 2022 and assessing the appropriateness of disclosures within the financial statements, including
the split of items between continuing and discontinued operations
How the scope of our
audit responded to
the key audit matter
Key observations
Based on the audit procedures performed we concluded that the profit on disposal recorded for each of the Disposed
businesses, and the associated discontinued operations disclosures, were reasonable.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Independent Auditor’s report to the members of Informa PLC
continued
5.3 Acquisition of Industry Dive !
Key audit matter
description
On 1 September 2022 the Group acquired Industry Dive for an initial cash consideration of £309m and potential further
consideration which management has estimated at £126m, deferred at 31 December 2022 and contingent on the
achievement of certain revenue targets. Acquired intangible assets identified on acquisition have been provisionally
valued at £188m.
Management has both determined the value of acquired intangible assets and estimated the value of the contingent
consideration based on the forecast revenue of Industry Dive through to 2025, discounted to a present value as at
31 December 2022. These forecasts are inherently uncertain and therefore management has exercised significant
judgement in estimating the value of the contingent consideration.
The selection of a discount rate also requires judgement and is important to this key audit matter. Management
engages an independent expert valuation adviser to assist in deriving an appropriate discount rate.
There is a significant risk that the valuation of contingent consideration will materially change due to the inherent
uncertainty in forecast revenue.
We considered the valuation of acquired intangible assets and contingent consideration as a key audit matter due
to the significance of management’s judgement and the significant amount of audit resources and effort applied in
respect of testing the valuation.
Further details on the Industry Dive acquisition is included in Note 22 and the associated key source of estimation
uncertainty is included in Note 3 to the financial statements.
Acquisition accounting is a significant accounting matter considered by the Audit Committee during the year and
is described further on page 116.
We assessed the value of contingent consideration and acquired intangible assets using a range of audit procedures,
including:
• Obtaining an understanding of the basis of preparation of the cash flow forecasts used in the valuation of acquired
intangible assets and contingent consideration, including the associated governance process for their compilation
and approval, and obtaining an understanding of relevant controls
Identifying the relevant controls associated with management estimations and assumptions, cash flow forecasts
and valuation models, and obtaining an understanding of these controls
•
• Further challenging the cash flow forecasts used within the valuation model based on our understanding of the
business. This included challenging the level of revenue growth rates by reference to external data sources,
market intelligence and performance during 2022
• Evaluating the competence, objectivity and capabilities of management’s expert
• Working with our internal valuation specialists to assess the appropriateness of management’s valuation methods
and the discount rates determined by management’s expert
• Assessing the reasonableness of management’s sensitivity analysis and assessing whether there is a significant risk
that the valuation of contingent consideration will materially change
How the scope of our
audit responded to
the key audit matter
Key observations
Based on the audit procedures performed we concluded that the valuation of acquired intangible assets and
contingent consideration were reasonable.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 6. Our application of materiality
6.1 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.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Materiality
£20m (2021: £20m)
£8m (2021: £8m)
Group financial statements
Parent Company financial statements
Basis for determining
materiality
Rationale for the
benchmark applied
Our determined materiality represents 4.7% of the
current year’s continuing statutory pre-tax profit
adjusted for amortisation and impairment of intangible
assets acquired in business combinations, impairment
of right-of-use assets and property and equipment,
one-off finance costs, fair value loss on investments,
distributions received from investments and gain/loss
on disposal of operations.
In 2021 our materiality was 5.8% of the three-year
average of the same metric.
This benchmark is closely aligned to a performance
measure used by analysts and other users of the
financial statements, reflects the improved profitability
and continued recovery of the Group from COVID-19
disruption and more closely aligns with current
continuing operating cash flows.
Given the quantum of the net assets on the Parent
Company balance sheet we have capped materiality
to 40% (2021: 40%) of Group materiality which
equates to 0.1% of the Parent Company’s net assets
(2021: 0.1% of the Parent Company’s net assets).
Net assets is considered an appropriate benchmark for
materiality as the Parent Company is a holding company.
6.2 Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and
undetected misstatements exceed the materiality for the financial statements as a whole.
Performance
materiality
Basis and rationale
for determining
performance
materiality
Group financial statements
Parent Company financial statements
70% (2021: 70%) of Group materiality
70% (2021: 70%) of Parent Company materiality
In determining performance materiality, we considered the outcome of our risk assessment and our assessment of
the Group’s control environment including our plan to rely on the operating effectiveness of certain controls. We also
considered the low value of uncorrected misstatements identified in previous years.
6.3 Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £1m
(2021: £1m), 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.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Independent Auditor’s report to the members of Informa PLC
continued
7. An overview of the scope of our audit
7.1 Identification and scoping of components
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 our assessment, we performed either a full scope audit or an audit of specified balances and transactions at the
principal business units within the shared services centres in Colchester (UK); Sarasota, Florida (US); Cleveland, Ohio (US);
New York (US); Shanghai (China); and Hong Kong (China). The Singapore shared service centre closed in the current year.
The business units in scope for the current year audit were selected based on the relative contributions of individual business
units to the consolidated Group revenue and adjusted operating profit, as well as the relative risks associated with each
individual business unit. Accordingly, there have been changes to the business units in scope compared with the prior year.
We removed Cosmoprof Asia Ltd, Shenzen UBM Herong Exhibition Company Limited and Hongkong SinoExpo Informa
Markets Ltd from the current year audit scope as these business units were not considered financially significant due to the
trading restrictions in China and Hong Kong in the year. We have performed an audit of specified balances on KNect365,
US (scoped out in 2021) due to its increased contribution to overall Group’s revenue in the current year as a result of
reduced trading in China. Acquisition and disposal activities during the year have not affected the business units in scope
due to the timing of these transactions and the relative contribution of acquired and disposed business units to the Group
revenue and adjusted operating profit.
The Parent Company is located in the UK and is audited directly by the Group audit team.
The in-scope business units (those at which a full scope audit or an audit of specified balances and transactions were
performed as part of the Group audit) represent 74% (2021: 76%) of the Group’s revenue and 70% (2021: 69%) of the Group’s
adjusted operating profit. This is detailed further in the graphs below:
Revenue
Adjusted operating profit
• 54% Full audit scope
• 20% Specified audit procedures
• 26% Review at Group level
• 49% Full audit scope
• 21% Specified audit procedures
• 30% Review at Group level
The percentages for adjusted operating profit are calculated on an absolute basis, aggregating the profit or loss making results
of individual business units.
The Group audit team has directly audited the entirety of the Group’s goodwill and acquired intangible assets, as well
as the material disposal and acquisition activity in the year. Our audit work at all business units in the Group audit scope
was conducted to a materiality of between £3.5m to £8.0m (2021: £4.2m to £8.9m), and therefore does not exceed 40%
of Group materiality of £20m.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 7.2 Our consideration of the control environment
The Group’s two main Enterprise Resource Planning (ERP) systems, SAP and Oracle, cover the majority of business units
within the Group’s shared service centres; however, a number of other ERP systems are used by the Group, including by
certain business units within the scope of our audits in China, the US and EMEA.
We planned to rely on the relevant IT controls associated with the two main ERP systems and thus with the involvement
of our IT specialists, we tested those controls centrally. In some instances, we found that IT access controls did not operate
effectively throughout the year, but we were able to place reliance on look-back controls operated by the Group’s IT function
to mitigate the risk that inappropriate access could have been gained to the systems. As such, we were able to rely on the
IT controls associated with both ERP systems.
We also obtained an understanding of the Group’s key business processes and relevant controls. We tested the relevant
controls within the order-to-cash cycle for certain revenue streams, and the relevant controls within the record-to-report
and purchase-to-pay cycles for those business units associated with the Group’s two main ERP systems. We were able to
rely on the relevant controls within those cycles.
The Audit Committee report on page 117 of the Annual Report provides details of the Committee’s consideration of the
effectiveness of the internal control environment.
7.3 Our consideration of climate-related risks
As part of our audit procedures, we have considered the potential impact of climate change on the Group’s business
and its financial statements. The Group continues to develop its assessment of the potential impacts of climate change
which is currently modelled on four scenarios; a business-as-usual scenario, a Blue World scenario, a Green World A scenario
and a Green World B scenario, as explained in the Strategic Report on page 72.
As a part of our audit, we have obtained management’s climate-related risk assessment and held discussions with
management to understand the process of identifying climate-related risks and opportunities, the determination of
mitigating actions and the impact on the Group’s financial statements. The Directors assessed that there are no material
strategic or financial risks to the Group resulting from climate change over the time horizon referred to on page 72.
We performed our own qualitative risk assessment of the potential impact of climate change on the Group’s account balances
and classes of transaction. Our procedures were performed with the involvement of our climate change and sustainability
specialists and included reading disclosures included in the Strategic Report to consider whether they are materially
consistent with the financial statements and our knowledge obtained in the audit.
7.4 Working with other auditors
During the 2022 audit, the Group engagement team visited the component audit teams based in Colchester (UK); Sarasota,
Florida (US); Cleveland, Ohio (US); New York (US); and Hong Kong (China). The Group audit team could not visit the Shanghai
component due to COVID-19 lockdown restrictions enforced in China; however, the requirements of the Group audit team
directing and reviewing the audit work of the component teams in China were met via internet calling and meetings.
For each component, we included the component audit teams in our team briefings to discuss the audit instructions and our
Group risk assessment, including our assessment of the risk of fraud, to confirm their understanding of the business, and to
discuss their local risk assessment. Throughout the audit, we maintained regular contact in order to support and direct their
audit approach. We also attended (via a combination of in-person attendance and video conferencing) local audit close
meetings with local management, performed in person and remote reviews of audit working papers where considered
necessary, and reviewed component auditor reporting to us detailing the findings from their work.
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 in the aggregated financial information of the remaining
components not subject to audit.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Independent Auditor’s report to the members of Informa PLC
continued
8. Other information
The other information comprises the information included in the Annual Report other than the financial statements and
our auditor’s report thereon. The Directors are responsible for the other information contained within the Annual Report.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly
stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to
be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether
this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed,
we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
9. Responsibilities of directors
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, and for such internal control as the Directors
determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group’s and the Parent Company’s
ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern
basis of accounting unless the Directors either intend to liquidate the Group or the Parent Company or to cease operations,
or have no realistic alternative but to do so.
10. Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: frc.org.
uk/auditorsresponsibilities. This description forms part of our auditor’s report.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 11. Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with
our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent
to which our procedures are capable of detecting irregularities, including fraud is detailed below.
11.1 Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance
with laws and regulations, we considered the following:
• The nature of the industry and sector, control environment and business performance including the design of the Group’s
remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets
• Results of our enquiries of management, Internal Audit and the Audit Committee about their own identification and
assessment of the risks of irregularities
• Any matters we identified having obtained and reviewed the Group’s documentation of their policies and procedures
relating to:
– identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of
non-compliance
– detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud
– the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations
• The matters discussed among the audit engagement team including significant component audit teams and relevant
internal specialists, including tax, valuations, pensions, IT, and analytics specialists regarding how and where fraud might
occur in the financial statements and any potential indicators of fraud
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for
fraud and identified the greatest potential for fraud in the recoverability of the carrying value of goodwill in Informa Markets
and Informa Tech. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond
to the risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the Group operates in, focusing on
provisions of those laws and regulations that:
• Had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws
and regulations we considered in this context included the UK Companies Act 2006, Listing Rules, pension legislation
and tax legislation
• Do not have a direct effect on the financial statements but compliance with which may be fundamental to the Group’s
ability to operate or to avoid a material penalty. These included General Data Protection Regulation, anti-bribery legislation
and anti-money laundering regulations
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Independent Auditor’s report to the members of Informa PLC
continued
11.2 Audit response to risks identified
As a result of performing the above, we identified the recoverability of the carrying value of goodwill in Informa Markets and
Informa Tech as a key audit matter related to the potential risk of fraud. The key audit matters section of our report explains
the matter in more detail and also describes the specific procedures we performed in response to that key audit matter.
In addition to the above, our procedures to respond to risks identified included the following:
• Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions
of relevant laws and regulations described as having a direct effect on the financial statements
• Enquiring of management, the Audit Committee and in-house legal counsel concerning actual and potential litigation and
claims
• Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material
misstatement due to fraud
• Reading minutes of meetings of those charged with governance and reviewing internal audit reports
• In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries
and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a
potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal
course of business
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members,
including internal specialists and significant component audit teams, and remained alert to any indications of fraud or
non-compliance with laws and regulations throughout the audit.
Report on other legal and regulatory requirements
12. Opinions 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.
In our opinion, based on the work undertaken in the course of the audit:
• 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;
• The Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the Parent Company and their environment obtained in
the course of the audit, we have not identified any material misstatements in the Strategic Report or the Directors’ Report
13. Corporate Governance Statement
The Listing Rules require us to review the Directors’ statement in relation to going concern, longer-term viability and that
part of the Corporate Governance Statement relating to the Group’s compliance with the provisions of the UK Corporate
Governance Code specified for our review.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate
Governance Statement is materially consistent with the financial statements and our knowledge obtained during the audit:
• The Directors’ statement with regard to the appropriateness of adopting the going concern basis of accounting and any
material uncertainties identified set out on page 75
• The Directors’ explanation as to its assessment of the Group’s prospects, the period this assessment covers and why the
period is appropriate set out on page 74
• The Directors’ statement on fair, balanced and understandable set out on page 108
• The Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 62
• The section of the Annual Report that describes the review of effectiveness of risk management and internal control
systems set out on page 117 and
• The section describing the work of the audit committee set out on page 112.
156
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 14. Matters on which we are required to report by exception
14.1 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.
14.2 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 in respect of these matters.
15. Other matters which we are required to address
15.1 Auditor tenure
Following the recommendation of the Audit Committee, we were appointed by the members of the AGM on 16 June 2022
to audit the financial statements for the year ending 31 December 2022. The period of total uninterrupted engagement
including previous renewals and reappointments of the firm is 19 years, covering the years ended 31 December 2004
to 31 December 2022.
15.2 Consistency of the audit report with the additional report to the Audit Committee
Our audit opinion is consistent with the additional report to the Audit Committee we are required to provide in accordance
with ISAs (UK).
16. Use of our report
This 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.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR) 4.1.14R, these
financial statements form part of the European Single Electronic Format (ESEF) prepared Annual Financial Report filed on
the National Storage Mechanism of the UK FCA in accordance with the ESEF Regulatory Technical Standard (ESEF RTS).
This auditor’s report provides no assurance over whether the annual financial report has been prepared using the single
electronic format specified in the ESEF RTS.
Anna Marks FCA (Senior Statutory Auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London
United Kingdom
8 March 2023
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Financial Statements
Contents
159
Consolidated Income Statement
160
Consolidated Statement of Comprehensive Income
161
Consolidated Statement of Changes in Equity
162
Consolidated Balance Sheet
163
Consolidated Cash Flow Statement
164
Notes to the Consolidated Financial Statements
237
Parent Company Balance Sheet
238
Parent Company Statement of Changes in Equity
239
Notes to the Parent Company Financial Statements
245
Glossary of Terms: Alternative Performance Measures
247
Five-Year Summary
158
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Consolidated Income Statement
for the year ended 31 December 2022
Adjusted
results
2022
£m
Adjusting
items
2022
£m
Statutory
results
2022
£m
Adjusted
results
20211,
£m
2
Adjusting
items
20211,
£m
2
Statutory
results
20211,
£m
2
Notes
Continuing operations
Revenue
Net operating expenses
Operating profit/(loss) before joint
ventures and associates
Share of results of joint ventures
and associates
Operating profit/(loss)
Profit on disposal of subsidiaries and
operations
Distributions received from investments
Fair value loss on investments
Finance income
Finance costs
Profit/(loss) before tax
Tax (charge)/credit
Profit/(loss) for the year from
continuing operations
Discontinued operations
Profit for the year from
discontinued operations
Profit/(loss) for the year
Attributable to:
– Equity holders of the Company
– Non-controlling interests
Earnings per share
From continuing operations
– Basic (p)
– Diluted (p)
From continuing and discontinued
operations
– Basic (p)
– Diluted (p)
5
7
21
22
21
21
11
12
13
14
16
39
16
16
16
16
2,262.4
(1,768.2)
–
(312.1)
2,262.4
(2,080.3)
1,583.3
(1,273.1)
494.2
(312.1)
182.1
2.1
496.3
–
–
–
27.5
(72.8)
451.0
(81.2)
(0.1)
(312.2)
11.6
20.6
(0.9)
–
(1.3)
(282.2)
54.5
2.0
184.1
11.6
20.6
(0.9)
27.5
(74.1)
168.8
(26.7)
310.2
3.0
313.2
–
–
–
5.7
(73.5)
245.4
(36.7)
–
(278.8)
(278.8)
–
(278.8)
1,583.3
(1,551.9)
31.4
3.0
34.4
111.8
111.8
–
–
–
–
(167.0)
2.6
369.8
(227.7)
142.1
208.7
(164.4)
(13.5)
(177.9)
(173.9)
(4.0)
29.5
399.3
1,463.7
1,236.0
1,493.2
1,635.3
386.0
13.3
1,245.5
1,631.5
(9.5)
3.8
24.5
24.4
26.5
26.4
9.5
9.4
112.0
111.4
57.4
266.1
251.8
14.3
13.0
12.9
16.8
16.7
–
–
5.7
(73.5)
78.4
(34.1)
44.3
43.9
88.2
77.9
10.3
2.3
2.3
5.2
5.2
1. Re-presented for discontinued operations (see Note 4)
2. Includes the results of Barbour EHS, Barbour ABI and Asset Intelligence brands that were disposed of in 2021 (see Notes 5 and 6)
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2022
Profit for the year
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of the net retirement benefit pension obligation
Tax credit/(charge) relating to items that will not be reclassified to profit or loss
Total items that will not be reclassified subsequently to profit or loss
Items that may be reclassified subsequently to profit or loss:
Exchange gain on translation of foreign operations
Exchange loss arising on disposal of foreign operations
Net investment hedges:
Exchange (loss)/gain on net investment hedge
Gain/(loss) on derivatives in net investment hedging relationships
Cash flow hedges:
Fair value gain/(loss) arising on hedging instruments
Less: (loss)/gain reclassified to profit or loss
Movement in cost of hedging reserve
Tax charge 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 for the year
Total comprehensive income for the year
Total comprehensive income attributable to:
– Equity holders of the Company
– Non-controlling interests
Total comprehensive income for the year attributable to equity holders of the Company:
– Continuing operations
– Discontinued operations2
Notes
35
2022
£m
1,635.3
26.9
1.5
28.4
413.7
(1.4)
(188.1)
173.4
33.3
(63.1)
1.8
(8.2)
361.4
389.8
2,025.1
2,015.4
9.7
497.2
1,518.2
2,015.4
20211
£m
88.2
69.2
(10.3)
58.9
1.2
–
48.2
(42.4)
(37.0)
91.5
(2.4)
(1.9)
57.2
116.1
204.3
191.3
13.0
147.4
43.9
191.3
1. Re-presented for discontinued operations (see Note 4)
2. Discontinued operations includes £26.4m relating to exchange gain on translation of foreign operations and £1.4m exchange loss arising on disposal
of foreign operations
160
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(0.2)
–
–
–
–
Consolidated Changes in Equity
for the year ended 31 December 2022
Share
capital
£m
Share
premium
account
£m
Translation
reserve
£m
Other
reserves
£m
Retained
earnings
£m
Total
£m
1.5
1,878.8
(210.4)
1,973.8
1,807.3
5,451.0
–
(1.5)
48.2
–
–
–
(42.4)
52.1
77.9
77.9
–
–
–
48.2
9.7
–
(1.9)
–
–
69.2
69.2
(10.3)
(12.2)
Non-
controlling
interests
£m
177.0
10.3
(1.5)
2.7
Total
equity
£m
5,628.0
88.2
1.2
48.2
9.7
69.2
(12.2)
–
–
–
–
2.4
52.1
136.8
191.3
13.0
204.3
1.5
1,878.6
(208.0)
2,028.0
–
–
–
–
–
–
–
–
15.0
–
(2.5)
(10.4)
–
–
–
407.8
(188.1)
173.4
(1.4)
–
(8.2)
–
–
–
(28.0)
–
–
–
–
–
–
–
10.4
1.5
101.7
2,057.7
1,631.5
–
–
–
–
26.9
1.5
–
15.0
(0.2)
(2.5)
–
1.5
101.7
5,757.8
1,631.5
407.8
(188.1)
145.4
(1.4)
26.9
(6.7)
383.5
(28.0)
1,659.9
2,015.4
–
–
–
–
–
–
–
–
–
17.5
(3.3)
(11.1)
(74.9)
(43.3)
(43.3)
–
–
–
11.1
(517.0)
–
17.5
(3.3)
–
(592.0)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1,878.6
175.5
1,928.2
3,168.4
7,152.1
(8.6)
–
–
–
–
(1.5)
108.2
288.1
3.8
5.9
–
–
–
–
–
9.7
–
(9.5)
–
–
–
–
(8.6)
15.0
(0.2)
(2.5)
–
–
209.9
6,045.9
1,635.3
413.7
(188.1)
145.4
(1.4)
26.9
(6.7)
2,025.1
(43.3)
(9.5)
17.5
(3.3)
–
(592.0)
25.9
314.2
25.9
7,466.3
–
–
–
–
–
–
–
–
–
–
–
–
–
(0.1)
–
1.4
At 1 January 2021
Profit for the year
Exchange (loss)/gain on translation
of foreign operations
Exchange gain on net
investment hedge
(Loss)/gain arising on
derivative hedges
Actuarial gain on defined benefit
pension schemes
Tax relating to components of other
comprehensive income
Total comprehensive income
for the year
Dividends to non-controlling
interests
Share award expense
Transaction costs associated with
share issuances
Own shares purchased
Transfer of vested LTIPs
Disposal of non-controlling interest
Acquisition of non-controlling
interest
At 31 December 2021
Profit for the year
Exchange gain on translation
of foreign operations
Exchange loss on net
investment hedge
Gain arising on derivative hedges
Foreign exchange recycling of
disposed entities
Actuarial gain on defined benefit
pension schemes
Tax relating to components of other
comprehensive income
Total comprehensive income
for the year
Dividends to shareholders
Dividends to non-controlling
interests
Share award expense
Own shares purchased
Transfer of vested LTIPs
Share buyback
Acquisition of non-controlling
interest (see note 39)
At 31 December 2022
14_FinancialStatements_Notes_1_41_p158_229_v69.indd 161
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Consolidated Balance Sheet
as at 31 December 2022
Non-current assets
Goodwill
Other intangible assets
Property and equipment
Right-of-use assets
Investments in joint ventures and associates
Other investments
Deferred tax assets
Retirement benefit surplus
Finance lease receivables
Other receivables
Derivative financial instruments
Current assets
Inventory
Trade and other receivables
Current tax asset
Cash and cash equivalents
Finance lease receivables
Total assets
Current liabilities
Borrowings
Lease liabilities
Derivative financial instruments
Current tax liabilities
Provisions
Contingent consideration
Trade and other payables
Deferred income
Non-current liabilities
Borrowings
Lease liabilities
Derivative financial instruments
Deferred tax liabilities
Retirement benefit obligation
Provisions
Contingent consideration
Trade and other payables
Deferred income
Total liabilities
Net assets
Share capital
Share premium account
Translation reserve
Other reserves
Retained earnings
Equity attributable to equity holders of the parent
Non-controlling interest
Total equity
At
31 December
2022
£m
At
31 December
2021
£m
Notes
17
18
20
40
21
21
23
36
40
24
25
26
24
29
40
30
40
25
31
32
33
33
30
40
25
23
36
31
32
33
33
37
37
38
5,880.3
2,972.7
47.9
208.0
35.5
262.7
1.8
55.8
5.1
49.7
2.2
5,717.0
2,883.6
41.5
199.3
29.1
6.1
0.7
15.5
4.5
23.7
3.4
9,521.7
8,924.4
28.8
460.4
7.4
2,125.8
1.6
2,624.0
12,145.7
(398.4)
(30.2)
(1.1)
(48.5)
(30.1)
(4.1)
(661.9)
(834.5)
27.4
358.8
0.3
884.8
1.9
1,273.2
10,197.6
–
(30.0)
(0.4)
(73.6)
(16.1)
(7.1)
(497.3)
(725.5)
(2,008.8)
(1,350.0)
(1,542.4)
(2,022.6)
(240.2)
(168.1)
(532.9)
(6.7)
(32.5)
(129.2)
(16.3)
(2.3)
(2,670.6)
(4,679.4)
7,466.3
1.4
1,878.6
175.5
1,928.2
3,168.4
7,152.1
314.2
7,466.3
(235.9)
(40.7)
(422.5)
(13.9)
(35.6)
(7.6)
(17.5)
(5.4)
(2,801.7)
(4,151.7)
6,045.9
1.5
1,878.6
(208.0)
2,028.0
2,057.7
5,757.8
288.1
6,045.9
These financial statements were approved by the Board of Directors and authorised for issue on 8 March 2023 and signed on
its behalf by
Stephen A. Carter
Group Chief Executive
Gareth Wright
Group Finance Director
162
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Consolidated Cash Flow Statement
for the year ended 31 December 2022
Operating activities
Cash generated by continuing operations
Income taxes paid
Interest paid
Net cash inflow from operating activities – continuing operations
Net cash inflow from operating activities – discontinued operations
Net cash inflow from operating activities
Investing activities
Interest received
Dividends received from investments
Distributions received from investments
Purchase of property and equipment
Purchase of intangible software assets
Product development costs additions
Purchase of intangibles related to titles, brands and customer relationships
Acquisition of subsidiaries and operations, net of cash acquired
Acquisition of investment
Acquisition of convertible bonds
Cash (outflow)/inflow from disposal of subsidiaries and operations
Net cash (outflow)/inflow from investing activities – continuing operations
Net cash inflow/(outflow) from investing activities – discontinued operations
Net cash inflow from investing activities
Financing activities
Dividends paid to shareholders
Dividends paid to non-controlling interests
Repayment of loans
Repayment of borrowings acquired
Borrowing fees paid
Repayment of principal lease liabilities
Finance lease receipts
Acquisition of non-controlling interests
Cash outflow from share buyback
Cash outflow from purchase of shares for Trust
Cash outflow from issue of shares
Net cash outflow from financing activities – continuing operations
Net cash (outflow)/inflow from financing activities – discontinued operations
Net cash 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. Re-presented for discontinued operations (see Note 4)
Notes
35
14
21
20
18
18
18
19
21
21
14
14
15
15
28
19
40
40
37
38
38
14
29
29
2022
£m
560.0
(71.7)
(91.1)
397.2
53.7
450.9
25.7
1.8
20.6
(14.5)
(37.9)
(15.1)
(9.8)
(315.1)
–
(22.2)
(2.8)
(369.3)
1,892.1
1,522.8
(43.3)
(9.5)
(177.2)
(36.6)
–
(32.1)
1.5
(1.5)
(513.3)
(3.3)
–
(815.3)
–
(815.3)
1,158.4
82.6
884.8
2,125.8
20211
£m
507.5
(41.6)
(80.0)
385.9
85.7
471.6
5.6
2.8
–
(6.9)
(25.2)
(6.3)
(3.3)
(68.2)
(7.6)
–
280.9
171.8
(10.4)
161.4
–
(8.6)
(0.1)
–
(0.5)
(35.6)
1.9
(1.5)
–
(2.5)
(0.2)
(47.1)
–
(47.1)
585.9
(0.5)
299.4
884.8
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Notes to the Consolidated Financial Statements
for the year ended 31 December 2022
1. General information
Informa PLC (the Company) is a company incorporated in the United Kingdom under the Companies Act 2006 and is listed on
the London Stock Exchange. The Company is a public company limited by shares and is registered in England and Wales with
registration number 08860726. The address of the registered office is 5 Howick Place, London SW1P 1WG. The nature of the
Group’s operations and its principal activities are set out in the Strategic Report on pages 2 to 91.
The Consolidated Financial Statements as at 31 December 2022 and for the year then ended comprise those of the Company
and its subsidiaries and its interests in joint ventures and associates (together referred to as the Group).
These financial statements are presented in pounds sterling (GBP), which is the currency of the primary economic
environment in which the Group operates and the functional currency of the Parent Company, Informa PLC.
Foreign operations are included in accordance with the policies set out in Note 2.
2. Significant accounting policies
Basis of accounting
The Consolidated Financial Statements have been prepared in accordance with the Companies Act 2006 and with United
Kingdom adopted International Accounting Standards.
Going concern
Live and on-demand events returned strongly in 2022 and early 2023 in most regions. However, the impact of the pandemic
has created a degree of uncertainty around whether this return will continue at the current level in all regions in 2024 and
2025, particularly in China.
Against this backdrop, the Directors have considered the company’s ability to be a going concern over the period to June 2024
based on the Group’s financial plan, a downside scenario and a reverse stress test.
Under the financial plan, the Group maintains liquidity headroom of more than £1.8bn. To consider a downside scenario,
the Directors applied the four scenarios used in viability modelling to the financial plan. In each case, the Group maintains
liquidity headroom of £1.5bn.
For the reverse stress test, the Directors assessed what would happen to liquidity if there were no gross profits between
April 2023 and June 2024. We believe this is an extremely remote scenario. Nonetheless, the Group would maintain
a minimum liquidity headroom of £0.2bn in June 2024.
Based on these results, the Directors believe the Group is well placed to manage its financing and other business risks in a
satisfactory way. The Directors have been able to form a reasonable expectation that the Group has adequate resources to
continue in operation for at least 12 months from the signing date of this Annual Report and Accounts, and consider it
appropriate to adopt the going concern basis of accounting in preparing the financial statements. Further detail is contained
in the Strategic Report on page 75.
The Group has no commercial entities in Russia and Belarus and less than 0.1% of 2022 revenues were generated around the
world from entities based in Russia or Belarus. As of the date of publication therefore, our assessment is that the continued
challenges within Ukraine and the broader region are not likely to give rise to a material financial impact, and so this does not
alter the going concern conclusion presented.
The Consolidated Financial Statements have been prepared on the historical cost basis, except for certain financial instruments,
pension assets, and investments which are measured at fair value. The principal accounting policies adopted are set out
below, all of which have been consistently applied to all periods presented in the Consolidated Financial Statements.
The Group has taken advantage of the audit exemption set out within section 479A of the Companies Act 2006 for the year
ended 31 December 2022 for UK subsidiaries listed on page 244.
Basis of consolidation
The Consolidated Financial Statements incorporate the accounts of the Company and all 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 expenses are eliminated on consolidation. Non-controlling interests in
the net assets of consolidated subsidiaries are identified separately from the Group’s equity and consist of the net assets
of those interests at the date of the original business combination plus their share of changes in equity since that date.
164
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Joint ventures are joint arrangements in which the Group has the rights to the net assets through joint control with a third party.
Joint operations arise where there 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 and where the joint
operators have rights to the assets and obligations for the liabilities relating to the arrangement. Associates are undertakings
over which the Group exercises significant influence, usually from 20–50% of the equity voting rights, in respect of the
financial and operating policies and is neither a subsidiary nor an interest in a joint venture.
The Group accounts for its interests in joint ventures and associates using the equity method. Under the equity method,
the investment in the joint venture or associate is initially measured at cost. The carrying amount is adjusted to recognise
changes in the Group’s share of profit or loss of the joint venture or associate 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 or associate. Dividend income
is recognised when the right to receive the payment is established. Where an associate or joint venture has net liabilities,
full provision is made for the Group’s share of liabilities where there is a constructive or legal obligation to provide additional
funding to the associate or joint venture.
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 included in net operating expenses 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. Where a gain or loss on a non-monetary item is recognised in other
comprehensive income, any exchange component of that gain or loss is recognised in other comprehensive income. When a
gain or loss on a non-monetary item is recognised in profit or loss, any exchange component of that gain or loss is recognised
in profit or loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.
The balance sheet of foreign subsidiaries is translated into pounds sterling at the closing rates of exchange. The Income
Statement results are translated at an average exchange rate, recalculated for each month at that month’s closing rate from
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 translation reserve.
Where a disposal of a foreign subsidiary occurs the translation differences are recognised in the Consolidated Income
Statement in the financial year that the disposal occurs.
The translation movements on matched long-term foreign currency borrowings, and derivative financial instruments
qualifying as hedging instruments under IFRS 9 Financial Instruments, are also taken to the translation reserve, to the extent
the hedge is effective. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss and is
included in the finance costs line item. Gains and losses on the hedging instrument accumulated in the translation reserve
are reclassified to profit or loss on the disposal or partial disposal of the foreign operation.
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 acquisition closing rate. This is then revalued at the year end rate with any foreign
exchange difference taken directly to the translation reserve.
Business combinations
The acquisition of subsidiaries and other asset purchases that are assessed as meeting the definition of a business under the
rules of IFRS 3 Business Combinations are 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. If the accounting for business combinations involves provisional amounts,
which are finalised in a subsequent reporting period during the 12-month measurement period as permitted under IFRS 3,
restatement of these provisional amounts may be required in the subsequent reporting period. Acquisitions of the Group
could be subject to post-acquisition adjustments; therefore, as permitted by IFRS 3, acquisitions have been accounted for
using a provisional accounting basis. 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 remeasured to fair value at the acquisition date through the Consolidated Income Statement.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 2. Significant accounting policies continued
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 classified as a financial liability that is within
the scope of IFRS 9, will be recognised in the Income Statement.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount
recognised for non-controlling interests 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 the Income Statement.
The Group recognises any non-controlling interest at the proportionate share of the acquiree’s identifiable net assets.
Discontinued operations
A discontinued operation is a component of the entity that either has been disposed of, or is classified as held for sale and
that represents a separate major line of business or geographic area of operations, is part of a single co-ordinated plan
to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale.
The results of discontinued operations are presented separately in the Consolidated Income Statement (see Note 14).
Disposals
At the date of a disposal, or loss of control, joint control or significant influence over a subsidiary, joint venture or associate,
the Group derecognises the assets and liabilities of the entity, with the carrying amount of any non-controlling interest and
any cumulative translation differences recorded in equity. The fair value of consideration including the fair value of any
investment retained is recognised. The consequent profit or loss on disposal that is not disclosed as a discontinued operation
is recognised in profit and loss within profit or loss on disposal of subsidiaries and operations.
Revenue
IFRS 15 Revenue from Contracts with Customers provides a single, principles-based, five-step model to be applied to all
sales contracts. It is based on the transfer of control of goods and services to customers, and requires the identification
and assessment of the satisfaction of delivery of each performance obligation in contracts in order to recognise revenue.
Where separate performance obligations are identified in a single contract, total revenue is allocated on the basis of
relative stand-alone selling prices to each performance obligation, or management’s best estimate of relative value
where stand-alone selling prices do not exist.
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. Revenue for each category type of revenue is typically fixed at the date of the order and is not variable.
Payments received in advance of the satisfaction of a performance obligation are held as deferred income until the point at
which the performance obligation is satisfied. Aside from an immaterial amount which is separately disclosed on the face of
the balance sheet under non-current liabilities and relates to payment in advance received for biennial and triennial events
and exhibitions, deferred income balances included in current liabilities at the year end reporting date will be recognised as
revenue within 12 months. Therefore, the aggregate amount of the transaction price in respect of performance obligations
that are unsatisfied at the year end reporting date is the deferred income balance which will be satisfied within one year.
Revenue type
Performance obligations
Revenue recognition accounting policy
Timing of customer payments
Exhibitor and
related services
Provision of services associated with
exhibition and conference events,
including virtual events.
Performance obligations are satisfied
at the point of time that services are provided
to the customer with revenue recognised
when the event has taken place.
Subscriptions
Provision of journals and online
information services that are
provided on a periodic basis or
updated on a real-time basis.
Performance obligations are satisfied over
time, with revenue recognised straight line
over the period of the subscription.
Transactional
sales
Provision of books and specific
publications in print or digital format.
Revenue is recognised at the point of time
when control of the product is passed to the
customer or the information service has
been provided. Control is passed on to the
customer when the goods have been
delivered to them.
Payments for events are normally
received in advance of the event date,
which are typically up to 12 months in
advance of the event date and are held
as deferred income until the event date.
Subscription payments are normally
received in advance of the
commencement of the subscription
period which is typically a 12-month
period and are held as deferred income.
Transactional sales to customers are
typically on credit terms and customers
pay according to these terms.
Attendee
revenue
Provision of exhibition or
conference events.
Performance obligations are satisfied at the
point of time that the event is held, with
attendee revenue recognised at this date.
Payments by attendees are normally
received either in advance of the event
date or at the event.
Marketing,
advertising
services and
sponsorship
Provision of advertising, marketing
services and event sponsorship.
Performance obligations are satisfied over
the period that the marketing and advertising
services are provided. Revenue relating
to sponsorship at events is recognised on
a point of time basis at the event date.
Payment for such services are normally
received in advance of the marketing,
advertising or sponsorship period.
166
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Revenue relating to barter transactions is recorded at the fair value of the goods or services received from the customer,
and the timing of recognition is in line with the above. Expenses from barter transactions are also recorded at their fair value
and recognised as incurred. Barter transactions typically involve the trading of show space or conference places in exchange
for services provided at events or media advertising.
There are no material contract assets arising on work performed in order to deliver performance obligations. Where there
are incremental costs of obtaining a contract, the Company has elected to apply the practical expedient in IFRS 15 which
permits those costs to be expensed when incurred. See Notes 5 and 6 for further details of revenue by type, business
segment and geographic location.
Pension costs and pension scheme arrangements
Certain Group companies operate defined contribution pension schemes for colleagues. 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 incurred.
The Group also operates funded defined benefit schemes for colleagues. The cost of providing these benefits is determined
using the Projected Unit Credit Method, with actuarial valuations being carried out at regular intervals. There is no service
cost due to the fact that these schemes are closed to future accrual. Net interest is calculated by applying a discount rate to
the opening net defined benefit liability or asset and is shown in finance costs, and the administration costs are shown as a
component of operating expenses. 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 Balance Sheet represents the actual deficit or surplus in
the Group’s defined benefit plans under IAS 19. 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.
Share-based payments
The Group issues equity-settled share-based payment awards to certain colleagues. These are measured at fair value at
date of grant. 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 awards that will not vest. At each balance sheet date, the Group revises its estimate of the
number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in
the Income Statement such that the cumulative expense reflects the revised estimate. Non-market vesting conditions are
taken into account by adjusting the number of awards expected to vest at each reporting date so that the cumulative amount
recognised over the vesting period uses the number of awards that eventually vest. Market vesting conditions are factored
into the fair value of awards at grant date. As long as all other vesting conditions are satisfied, a charge is made irrespective
of whether the market vesting conditions are satisfied and there is not an adjustment for failure to achieve a market
vesting condition.
Own shares are deducted in arriving at total equity and represent the cost of the Company’s ordinary shares acquired
by the Employee Share Trust (EST) and ShareMatch in connection with certain of the Group’s colleague share schemes.
Interest income
Interest income is recognised on an accruals basis, by reference to the principal outstanding and at the effective interest rate
applicable. Cash flows from interest income are included as part of investing activities in the Consolidated Cash Flow Statement.
Taxation
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 and it is probable
that the Group will be required to settle that 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.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 2. Significant accounting policies continued
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 the initial recognition of 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. To the extent
that goodwill is tax deductible, where a taxable temporary difference arises from the subsequent tax deductible amounts,
the associated deferred tax liability is recognised.
Deferred tax is calculated for all business combinations in respect of intangible assets and other assets that are part of the
fair value exercise. 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. The recoverability
period considered is the following three years and is based on the Group’s forecast three-year plan. Deferred tax is calculated
at the tax rates that are substantively enacted at the reporting date in relation to the period when the liability is expected
to be settled or the asset is expected to be realised.
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.
Current and deferred tax are recognised in the Consolidated Income Statement, except when they relate to items that
are recognised in other comprehensive income or directly in equity, in which case the current and deferred tax are also
recognised in other comprehensive income or directly in equity respectively. Where current tax or deferred tax arises from
the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.
The Group is a multinational group with tax liabilities arising in many geographic locations. This inherently leads to complexity
in the Group’s tax structure. Therefore, the calculation of the Group’s current tax liabilities and tax expense necessarily
involves a degree of estimation and judgement in respect of items whose tax treatment cannot be finally determined until
resolution has been reached with the relevant tax authority or, as appropriate, through a formal legal process. The resolution
of issues is not always within the control of the Group and issues can, and often do, take many years to resolve.
Payments in respect of tax liabilities for an accounting period result from payments on account and on the final resolution
of open items. As a result, there can be substantial differences between the tax charge in the Income Statement and tax
payments. The final resolution of certain of these items may give rise to material profit and loss and/or cash flow variances.
Any difference between expectations and the actual future liability is accounted for in the period identified.
Goodwill
Goodwill arises from the acquisition of a subsidiary or business and is calculated as the excess of the purchase consideration
over the fair value of identifiable assets and liabilities acquired at the date of acquisition. Goodwill also includes amounts
corresponding to deferred tax liabilities recognised in respect of acquired intangible assets. It is recognised as an asset at
cost, assessed for impairment at least annually and subsequently measured at cost less any accumulated impairment losses.
Any impairment is recognised immediately in the Consolidated Income Statement and is not subsequently reversed.
On disposal of a subsidiary or business, the attributable goodwill is included in the determination of the profit or loss on
disposal. Fair value measurements are based on provisional estimates and may be subject to amendment within one year
of the acquisition in line with IFRS 3 Business Combinations, resulting in an adjustment to goodwill.
Goodwill is tested for impairment annually, or more frequently when there is an indication that it may be impaired, at the
segment level. This represents an aggregation of the CGUs and reflects the level at which goodwill is monitored in the
business. At each reporting date, the Group reviews the composition of its CGUs to reflect the impact of changes to cash
inflows associated with reorganisations of its management and reporting structure.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Where an impairment test is performed, the carrying value is compared with the recoverable amount which is the higher
of the value in use and the fair value less costs to sell. Value in use is the present value of future cash flows and is calculated
using a discounted cash flow analysis based on the cash flows of the CGU compared with the carrying value of that CGU,
including goodwill. The Group estimates the discount rates as the risk-adjusted cost of capital for the particular CGU.
Fair value less costs to sell is the amount that a market participant would pay for the asset or CGU less the costs of sale and
uses observable market multiples to calculate a value. If the recoverable amount of the CGU or group of CGUs 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.
In undertaking the impairment testing at 31 December 2022 management considered its view on the likely outcome from
potential climate change scenarios and, after taking account of the materiality of the expected impact, did not view there
to be any adjustment needed to the cash flow forecasts or long-term growth rates used in the testing.
Intangible assets
Intangible assets are initially measured at cost. For intangible assets acquired in business combinations, cost is calculated
based on the Group’s valuation methodologies. These assets are amortised over their estimated useful lives on a straight line
basis, as follows:
Book lists
Journal titles
Brands and trademarks
Customer relationship databases and intellectual property
Software
Product development
1. Or licence period if shorter
20 years1
20 years1
5–30 years
5–30 years
3–10 years
3–5 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 other direct costs for employees who devote substantial time to the project. Capitalisation of these costs ceases when
the project is substantially complete and available for use. These costs are amortised on a straight line basis over their
expected useful lives.
Product development expenditure is capitalised as an intangible asset only if all of the certain conditions are met, with all
research costs and other development expenditure being expensed when incurred. The capitalisation criteria are as follows:
• An asset is created that can be separately identified, and which the Group intends to use or sell
• It is technically feasible to complete the development of the asset for use or sale
• It is probable that the asset will generate future economic benefit
• The development cost of the asset can be measured reliably
Software and product development expenditure that is part of a Software-as-a-Service (SaaS) arrangement that conveys to
the Group only the right to receive access to the supplier’s application software in the future is a service contract and is not
shown as an intangible asset. Similarly, the costs of configuring or customising the supplier’s application software in a SaaS
arrangement that is determined to be a service contract is not shown as an intangible asset with such costs being expensed
as incurred; the exception being if the spend resulted in an ‘identifiable’ asset that meets the recognition criteria in IAS 38
Intangible Assets.
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.
Freehold land is not depreciated. The rates of depreciation on other assets are as follows:
Freehold buildings
Leasehold land and buildings including right of use assets
Equipment, fixtures and fittings
50 years
Shorter of useful economic life or life of the lease
3–5 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.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
2. Significant accounting policies continued
Leases
The Group as lessee
The Group assesses whether a contract is or contains a lease at inception of the contract. The Group recognises a right-of-use
asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term
leases (defined as leases with a lease term of 12 months or less) and leases of low-value assets (such as tablets and personal
computers, small items of office furniture and telephones). For these leases, the Group recognises the lease payments as
operating leases expensed directly to the Income Statement.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement
date, using the discount rate implicit within the lease. Where a discount rate is not implicit in the lease, we calculate an
incremental borrowing rate reflecting the risk profile of the underlying asset and the term of the lease length. The lease
liability is presented as a separate line in the Consolidated Balance Sheet. The lease liability is subsequently measured by
increasing the carrying amount to reflect interest on the lease liability (using the discount rate used at commencement)
and by reducing the carrying amount to reflect the lease payments made.
The Group remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:
• A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease
liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using
a revised discount rate at the effective date of the modification
• The lease payments change due to changes in an index or rate or a change in expected payments, in which cases the lease
liability is remeasured by discounting the revised lease payments using an unchanged discount rate at the effective date
of the modification. If the change in lease payments arises from a change in floating interest rates, then a revised discount
rate is used
Right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before
the commencement day, less any lease incentives received and vacant property provisions. They are subsequently measured
at cost less accumulated depreciation and impairment losses. Right-of-use assets are depreciated over the expected lease
term of the underlying asset. The depreciation starts at the commencement date of the lease. Right-of-use assets are presented
as a separate line in the Consolidated Balance Sheet. The Group applies IAS 36 to assess whether a right-of-use asset is
impaired and accounts for any identified impairment loss against the right-of-use asset.
IFRS 16 requires certain judgements and estimates to be made. The most significant of these relate to the discount rates
used and the term of the lease life; however, these are not considered a critical accounting judgement or key source of
estimation uncertainty.
Discount rates are calculated on a lease-by-lease basis. For the majority of leases, the rate used is a portfolio rate, based on
estimates of incremental borrowing costs. The portfolio of rates depends on the territory of the relevant lease, hence the
currency used, and the weighted average lease term. As a result, reflecting the breadth of the Group’s lease portfolio, the
transition approach adopted has required a level of judgement in selecting the most appropriate discount rate. For a small
number of leases, the standard permits the adoption of a portfolio approach whereby a single group guarantee discount
rate can be used for leases of a similar nature; therefore this practical expedient has been used where appropriate.
IFRS 16 defines the lease term as the non-cancellable period of a lease together with the options to extend or terminate a
lease, if the lessee were reasonably certain to exercise that option. Where a lease includes the option for the Group to extend
the lease term, the Group makes a judgement as to whether it is reasonably certain that the option will be taken and an
assumed expiry date is determined. Where there are extension options on specific leases and the assumed expiry date is
determined to have changed, the lease term is reassessed. This reassessment of the remaining life of the lease could result in
a recalculation of the lease liability and the right-of-use asset and potentially result in a material adjustment to the associated
balances of depreciation and lease interest.
The Group as lessor
Leases for which the Group is a lessor are classified as finance or operating leases. Whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases
are classified as operating leases.
When the Group is an intermediate lessor, it accounts for the head lease and the sub-lease as two separate contracts.
The sub-lease is classified as a finance or operating lease by reference to the right of use asset arising from the head lease.
Rental income from operating leases is recognised directly in the Consolidated Income Statement. The Group acts as lessor
only when office properties leased by the Group have been vacated and subsequently sub-let to third parties.
Amounts due from lessees under finance leases are recognised as finance lease receivables at the amount of the Group’s
present value of the lease receipts. The finance lease receivable is subsequently measured by increasing the carrying amount
to reflect interest on the finance lease receivable (using the discount rate used at commencement) and by reducing the
carrying amount to reflect the lease payments received.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Impairment of tangible and intangible assets
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 CGU 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. Fair value less costs to sell uses observable market multiples to calculate a value.
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.
Other investments
Other investments are entities over which the Group does not have significant influence (typically where the Group holds less
than 20% interest in the voting interests of the entity). Other investments are classified as assets held at fair value through
profit or loss under IFRS 9, with changes in fair value reported in the Income Statement.
Inventory
Inventory is 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. Pre-publication costs are included in inventory, representing costs
incurred in the origination of content prior to publication. These are expensed systematically, reflecting the expected sales
profile over the estimated economic lives of the related products (typically over four years).
Financial assets
Financial assets are recognised in the Group’s Consolidated Balance Sheet when the Group becomes a party to the
contractual provisions of the instrument.
Trade and other receivables
Trade and other receivables without a significant financing component are initially measured at the transaction price and
are subsequently measured at amortised cost using the effective interest rate method, less any impairment. Further details
on the Group’s loss allowance considerations can be found in Note 34(f).
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and balances with banks and similar institutions. Cash equivalents
comprise bank deposits and money market funds, which are readily convertible to known amounts of cash and have a
maturity of three months or less, are subject to an insignificant risk of changes in value and there is a reasonable expectation
that these funds will be used for meeting the short-term cash commitments of the Group.
Impairment of financial assets
The Group recognises lifetime expected credit losses (ECL) for trade receivables and lease receivables. The ECLs on these
financial assets are estimated based on the Group’s historical credit loss experience, adjusted for factors that are specific
to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of
conditions at the reporting date, including time value of money where appropriate. The carrying amount is reduced by
the ECL through the use of a provision account. When a trade receivable is considered uncollectible, 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 are recognised in the Consolidated Income Statement.
For all other financial instruments, the Group recognises lifetime ECL when there has been a significant increase in credit risk
since initial recognition. However, if the credit risk on the financial instrument has not increased significantly since initial
recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of
a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that is expected to result from default
events on a financial instrument that are possible within 12 months after the reporting date.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 2. Significant accounting policies continued
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.
Borrowings
Interest-bearing loans are recorded at the proceeds received, net of direct issue costs and stated at amortised cost using the
effective interest rate method. The amortised cost calculation is revised when necessary to reflect changes in the expected
cash flows and the expected life of the borrowings including the effects of the exercise of any prepayment, call or similar
options. Any resulting adjustment to the carrying amount of the borrowings is recognised as finance costs in the Income
Statement. Cash flows relating to finance costs are included in operating activities in the Consolidated Cash Flow Statement.
Net debt
Net debt consists of cash and cash equivalents and includes bank overdrafts, borrowings, derivatives associated with debt
instruments, finance leases, lease liabilities, deferred borrowing fees and other loan receivables or loan payables, excluding
in either case fair value through profit and loss items and amounts in escrow, where these are interest bearing and do not
relate to deferred consideration arrangements for acquisitions or disposals.
Debt issue costs
Debt issue costs, including premia payable on settlement or redemption, 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.
Trade and other payables
Trade payables and other 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 rate method, as set out above, with interest expense recognised on
an effective yield basis.
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 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
remeasured to their fair value at each reporting date. The resulting gain or loss is recognised in profit or loss immediately
unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition
in profit or loss depends on the nature of the hedge relationship. A derivative with a positive fair value is recognised as
a financial asset whereas a derivative with a negative fair value is recognised as a financial liability. Derivatives are not
offset in the financial statements unless the Group has both a legally enforceable right and intention to offset.
The Group designates certain derivatives as either:
• Hedges of a change of fair value of recognised assets and liabilities or firm commitments (fair value hedge)
• Hedges of a particular risk associated with a recognised asset or liability or a highly probable forecast transaction
(cash flow hedge)
• Hedges of a net investment in a foreign operation (net investment hedge)
The Group designates and 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 attributable to the hedged risk,
which is when the hedging relationship meets all of the following hedge effectiveness requirements:
• There is an economic relationship between the hedged item and the hedging instrument
• The effect of credit risk does not dominate the value changes that result from that economic relationship
• The hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the
Group actually hedges and the quantity of the hedging instrument that the Group actually uses to hedge that quantity
of hedged item
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
If a hedging relationship ceases to meet the hedge effectiveness requirement relating to the hedge ratio but the risk
management objective for that designated hedging relationship remains the same, the Group adjusts the hedge ratio
of the hedging relationship (i.e. rebalances the hedge) so that it meets the qualifying criteria again.
The Group elects to exclude foreign currency basis from the designation of the financial instrument, applying the cost of
hedging approach. The amounts accumulated in the cost of hedging reserve are reclassified to profit or loss in line with the
aligned hedged item.
Cash flow hedge
Changes in fair value of derivative financial instruments that are designated, and effective, cash flow hedges of forecast
transactions are recognised in other comprehensive income and accumulated under the heading of cash flow hedging
reserve, limited to the cumulative change in fair value of the hedged item from inception of the hedge. The gain or loss
relating to the ineffective portion is recognised immediately in profit or loss.
The cumulative amount recognised in other comprehensive income and accumulated in equity is reclassified into
the Consolidated Income Statement out of other comprehensive income in the same period when the hedged item
is recognised in profit or loss.
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 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.
Discontinuation of hedge accounting
Hedge accounting is discontinued when the hedge instrument expires or is sold, terminated or exercised, or no longer
qualifies for hedge accounting; the discontinuation is accounted for prospectively. 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.
A 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 Notes 25 and 34.
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) 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. Any difference between the amounts previously recognised and the current estimates is recognised immediately
in the Consolidated Income Statement.
Restructuring provisions are recognised when the Group has a detailed formal plan for the restructuring that has been
communicated to the affected parties or implementation has commenced. Acquisition and integration provisions are
recognised when there is a commitment to settle an obligation relating to expenditure incurred on acquisition-related items
or integration items of spend that relate to an acquisition. Onerous contract provisions are recognised when it is determined
that the cost to fulfil the contract is higher than the economic benefit to be obtained from it.
Alternative performance measures
In addition to the statutory results, adjusted results are prepared for the Income Statement, including adjusted operating
profit and adjusted diluted earnings per share, as the Board considers these non-GAAP measures to be a useful and
alternative way to measure the Group’s performance in a way that is comparable to the prior year. See the Glossary
on pages 245 and 246 for definitions of non-GAAP measures, which includes adjusted measures shown in Notes 8 and 16.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 2. Significant accounting policies continued
Adoption of new and revised International Financial Reporting Standards (IFRS)
Standards and interpretations adopted in the current year
The following amendments have been adopted in the current year, effective as of 1 January 2022 and all issued on 14 May 2020:
• Amendments to IFRS 3 Business Combinations
• Amendments to IAS 16 Property, Plant and Equipment
• Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets
• Annual Improvements 2018–2020
New accounting standards and interpretations that are in issue but not yet effective are:
• IFRS 17 (including the June 2020 and December 2021 Amendments to IFRS 17) – Insurance Contracts
• Amendments to IFRS 10 and IAS 28 – Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
• Amendments to IAS 1 – Classification of Liabilities as Current or Non-current
• Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting Policies
• Amendments to IAS 8 – Definition of Accounting Estimates
• Amendments to IAS 12 – Deferred Tax related to Assets and Liabilities arising from a Single Transaction
The adoption of the above standards and interpretations is not expected to lead to any changes to the Group’s accounting
policies or have any material impact on the financial position or performance of the Group.
In addition to the above, Covid-19-related rent concessions has continued to be adopted in the current year until it lapsed on
30 June 2022.
All other amendments of IFRS have not led to any changes to the Group’s accounting policies or had any material impact on
the financial position or performance of the Group. Other amendments and interpretations to IFRS effective for the period
ended 31 December 2022 have had no impact on the Group.
3. Critical accounting judgements and key sources of estimation uncertainty
In the application of the Group’s accounting policies, which are described in Note 2, 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 the Group 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. There are
no additional critical accounting judgements and key sources of estimation uncertainty relating to climate-related risks.
Identification of adjusting items
The Group provides adjusted results and underlying measures in addition to statutory measures, in order to provide
additional useful information on business performance trends to shareholders. The Board considers these non-GAAP
measures as an appropriate way to measure the Group’s performance because it aids comparability to the prior year.
The terms ‘adjusted’ and ‘underlying’ are not defined terms under IFRS and may not therefore be comparable with
similarly titled measurements reported by other companies. Management is therefore required to exercise its judgement in
appropriately identifying and describing these items. These measures are not intended to be a substitute for, or superior to,
IFRS measurements. In 2022, management has concluded that the profit on disposal arising from the divestment of the
Intelligence Division businesses warrants being classified as an adjusting item given the magnitude and that this is considered
one-off in nature; see Note 8 and 14. In addition, the distribution received following the post-disposal merger between
Pharma Intelligence and Norstella has been classified as an adjusting item.
The Financial Review provides reconciliations of alternative performance measures (APMs) to statutory measures and
provides the basis of calculation for certain APM metrics. These APMs are provided on a consistent basis with the prior year.
Estimation uncertainty
As at the year ended 31 December 2022, the Group noted three key sources of estimation uncertainty. As set out in Note 17,
no reasonably possible change in assumptions for the goodwill impairment assessment would give rise to an impairment,
and therefore the cash flow forecasts for the impairment assessment of goodwill are no longer assessed to be a key source
of estimation uncertainty at 31 December 2022. Details of the three key sources of estimation uncertainty given below.
174
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Measurement of retirement benefit obligations
The measurement of the retirement benefit obligation and surplus involves the use of a number of assumptions. The most
significant of these relate to the discount rate and mortality assumptions where reasonable changes to these estimates
could result in a material adjustment to the retirement benefit obligations within the next financial year. The most significant
scheme is the UBM Pension Scheme (UBMPS). Note 36 details the principal assumptions which have been adopted following
advice received from independent actuaries and also provides sensitivity analysis with regard to changes to these assumptions.
Measurement of the Industry Dive contingent consideration
The fair value of Industry Dive contingent consideration relies on management’s estimate of future revenue and a reasonable
change to this estimate could cause a material adjustment to the fair value of the investment within the next financial year.
Note 19 provides details of the arrangements and Note 32 provides sensitivity analysis.
Measurement of retained stake in Pharma Intelligence
As part of the disposal of Pharma Intelligence the Group retained an investment of 15% which is held at fair value of £166.5m
as at 31 December 2022. The valuation of the investment involves a number of unobservable inputs with the most significant
of these being the discount rate where a reasonable change to the rate could cause a material adjustment to the fair value of the
investment within the next financial year. The £166.5m fair value is based on a discount rate of 9.5%. Sensitivities have been
run on the discount rate, with a 0.5% change being considered a reasonable possible change for the purposes of sensitivity
analysis. A 9.0% discount rate would result in fair value of £147.5m while a discount rate of 10.0% would result in a fair value
of £187.0m.
4. Re-presentation
Re-presentation of Income Statement and Cash Flow Statement relating to discontinued operations
The previously reported Consolidated Income Statement and Consolidated Cash Flow Statement for the year ended
31 December 2021 have been re-presented to show results for continuing and discontinued operations following the disposal
of Pharma Intelligence on 1 June 2022, EPFR on 3 October 2022 and Maritime Intelligence on 1 December 2022 (see Note 14).
Consolidated Income Statement for the year ended 31 December 2021
Continuing operations
Revenue
Net operating expenses before adjusting items
Share of results of joint ventures and associates
Adjusted operating profit
Adjusting items expenses in operating profit
Operating profit
Profit on disposal of subsidiaries and operations
Finance income
Finance costs
Profit before tax
Tax charge
Profit for the period from continuing operations
Discontinued operations
Profit for the period from discontinued operations
Profit for the year
1. See Note 14
As previously
reported
£m
Discontinued
operations1
£m
Re-presented
£m
1,798.7
(1,413.3)
3.0
388.4
(294.6)
93.8
111.1
5.7
(73.5)
137.1
(48.9)
88.2
–
88.2
(215.4)
140.2
–
(75.2)
15.8
(59.4)
0.7
–
–
(58.7)
14.8
(43.9)
43.9
–
1,583.3
(1,273.1)
3.0
313.2
(278.8)
34.4
111.8
5.7
(73.5)
78.4
(34.1)
44.3
43.9
88.2
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175
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 4. Re-presentation continued
Consolidated Cash Flow Statement for the year ended 31 December 2021
As previously
reported
£m
Discontinued
operations1
£m
Re-presented
£m
Notes
Operating activities
Cash generated by operations
Income taxes paid
Interest paid
Net cash inflow from operating activities – continuing operations
Net cash outflow from operating activities – discontinued operations
Net cash inflow from operating activities
Purchase of intangible software assets
Product development cost additions
Acquisition of subsidiaries and operations, net of cash acquired
Proceeds from disposal of subsidiaries and operations
Net cash inflow from other investing activities
Net cash inflow from investing activities from continuing operations
Net cash outflow from investing activities from discontinued operations
Net cash inflow from investing activities
Net cash outflow from financing activities from continuing operations
Net cash outflow from financing activities from discontinued operations
Net cash 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 period
Cash and cash equivalents at end of the year
1. See Note 14
14
14
14
593.2
(41.6)
(80.0)
471.6
–
471.6
(27.3)
(14.6)
(68.2)
280.9
(9.4)
161.4
–
161.4
(47.1)
–
(47.1)
585.9
(0.5)
299.4
884.8
(85.7)
–
–
(85.7)
85.7
–
2.1
8.3
–
–
–
10.4
(10.4)
–
–
–
–
–
–
–
–
507.5
(41.6)
(80.0)
385.9
85.7
471.6
(25.2)
(6.3)
(68.2)
280.9
(9.4)
171.8
(10.4)
161.4
(47.1)
–
(47.1)
585.9
(0.5)
299.4
884.8
Re-presentation of 2021 Connect revenue by type and business segments
Curinos, IGM and Zephyr have been transferred from the Intelligence Division to the Connect Division following the
divestment of the Intelligence businesses in 2022. 2021 has been re-presented in Notes 5 and 6 to reflect this change and
the below provides a reconciliation between the 2021 Connect results as reported in the 2021 Annual Report to the 2021
re-presented numbers.
176
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Re-presentation of 2021 Connect revenue by type
Continuing operations
Exhibitor
Subscriptions
Transactional sales
Attendee
Marketing and advertising services
Sponsorship
Total
Re-presentation of 2021 Connect segment revenue and results
Revenue
Adjusted operating (loss)/profit before joint ventures and associates
Adjusted operating profit/(loss)
Intangible asset amortisation
Impairment – acquisition-related and other intangibles
Impairment – IFRS 16 right-of-use assets
Impairment – property and equipment
Acquisition costs
Integration costs
Restructuring and reorganisation costs
Onerous contracts associated with COVID-19
Subsequent remeasurement of contingent consideration
Operating profit/(loss)
Re-presentation of 2021 Connect segment assets
Informa Connect
As previously
reported
£m
Transfers
£m
Re-presented
£m
14.1
0.9
6.3
57.4
15.7
36.2
–
87.3
14.0
–
–
–
14.1
88.2
20.3
57.4
15.7
36.2
130.6
101.3
231.9
As previously
reported
£m
Transfers
£m
Re-presented
£m
130.6
(4.1)
(4.1)
(13.7)
(0.1)
(0.1)
(0.1)
–
(0.7)
1.1
(1.5)
–
(19.2)
101.3
21.4
21.4
(7.9)
–
(2.2)
(0.5)
(0.2)
(2.1)
(2.1)
–
(3.9)
2.5
231.9
17.3
17.3
(21.6)
(0.1)
(2.3)
(0.6)
(0.2)
(2.8)
(1.0)
(1.5)
(3.9)
(16.7)
As previously
reported
£m
Transfers
£m
Re-presented
£m
463.4
638.9
1,102.3
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 5. Revenue
An analysis of the Group’s revenue by type is set out below; refer to the accounting policy in Note 2 on revenue for an
explanation of the nature of revenue types, their timing and related expected cash flows and any uncertainties and
significant payment terms.
Following the divestment of the Pharma Intelligence, EPFR and Maritime Intelligence businesses, Informa Intelligence has
been reclassified as a discontinued operation and the revenue information of the Informa Intelligence division is disclosed
in Note 14. The retained elements of the Intelligence division – Curinos, IGM and Zephyr – have transferred to the
Connect Division. Industry Dive, which was acquired on 1 September 2022, has been included within the Tech Division.
Year ended 31 December 2022
Continuing operations
Exhibitor
Subscriptions
Transactional sales
Attendee
Marketing and advertising services
Sponsorship
Total
Informa
Markets
£m
Informa
Tech
£m
Informa
Connect
£m
Taylor &
Francis
£m
Sub-total
£m
Other2
£m
Total
£m
715.1
28.0
5.4
60.4
76.8
66.4
63.5
57.2
27.5
51.5
85.2
35.9
952.1
320.8
41.6
121.6
37.8
109.4
21.2
64.3
395.9
–
325.9
266.8
–
0.9
–
820.2
532.7
337.5
221.3
184.1
166.6
593.6
2,262.4
–
–
–
–
–
–
–
820.2
532.7
337.5
221.3
184.1
166.6
2,262.4
Year ended 31 December 2021 (re-presented)
Continuing operations
Exhibitor
Subscriptions
Transactional sales
Attendee
Marketing and advertising services
Sponsorship
Total
Informa
Markets
£m
Informa
Tech
£m
Informa
Connect1
£m
Taylor &
Francis
£m
Sub-total
£m
Other2
£m
Total3
£m
435.8
24.8
10.7
30.7
64.9
41.6
18.7
51.6
28.6
19.7
25.6
21.7
14.1
88.2
20.3
57.4
15.7
36.2
–
307.1
237.6
–
0.7
–
468.6
471.7
297.2
107.8
106.9
99.5
608.5
165.9
231.9
545.4
1,551.7
–
30.3
1.2
–
0.1
–
31.6
468.6
502.0
298.4
107.8
107.0
99.5
1,583.3
1. Re-presented for the transfer of the Curinos, IGM and Zephyr businesses from Informa Intelligence to Informa Connect. See Note 4
2. The ‘Other’ column represents the Barbour EHS, Barbour ABI and Asset Intelligence brands that were disposed of in 2021 from the Intelligence
business. The disposal of these businesses does not meet the definition of being classified as a discontinued operation and they are therefore
included within continuing operations
3. The comparatives for the year ended 31 December 2021 have been re-presented to reflect the reclassification of the Informa Intelligence division
as a discontinued operation
178
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 6. Business segments
The Group has identified reportable segments based on financial information used by the Directors in allocating resources
and making strategic decisions. We consider the chief operating decision maker to be the Executive Directors.
The Group’s four identified reportable segments under IFRS 8 Operating Segments are as described in the Strategic Report:
Informa Markets, Informa Tech, Informa Connect and Taylor & Francis. There is no difference between the Group’s operating
segments and the Group’s reportable segments. ‘Other’ comprises the results of the Barbour EHS, Barbour ABI and Asset
Intelligence businesses which were disposed of from the Intelligence Division in 2021.
Following the divestment of the Pharma Intelligence, EPFR and Maritime Intelligence businesses, Informa Intelligence has
been reclassified as a discontinued operation and the segmental information of the Informa Intelligence division is disclosed
in Note 14. Accordingly, the retained elements of the Intelligence division – Curinos, IGM and Zephyr – have transferred into
the Connect division. Industry Dive, which was acquired on 1 September 2022, has been included within the Tech division.
Segment revenue and results
The Group’s primary internal Income Statement performance measures for continuing business segments are revenue
and adjusted operating profit. A reconciliation of adjusted operating profit to statutory operating profit and profit before
tax is provided below:
Year ended 31 December 2022
Revenue
Adjusted operating profit/(loss) before
joint ventures and associates1
Share of adjusted results of joint
ventures and associates
Adjusted operating profit/(loss)
Intangible asset amortisation (Note 18)2
Impairment – acquisition-related and
other intangibles
Impairment – IFRS 16 right-of-use assets
Impairment – property and equipment
Acquisition costs (Note 8)
Integration costs (Note 8)
Restructuring and reorganisation
costs (Note 8)
Onerous contracts associated with
COVID-19 (Note 8)
Subsequent remeasurement of
contingent consideration (Note 8)
Operating profit/(loss)
Profit on disposal of subsidiaries and
operations (Note 22)
Distributions received from investments
Fair value loss on investments
Finance income (Note 11)
Finance costs (Note 12)
Profit before tax
Informa
Markets
£m
952.1
Informa
Tech
£m
320.8
Informa
Connect
£m
395.9
Taylor &
Francis
£m
593.6
Sub-total
£m
2,262.4
169.4
61.5
56.2
207.1
494.2
2.1
171.5
(168.7)
(6.7)
2.5
0.4
(0.1)
(0.4)
2.3
(5.0)
(0.1)
(4.3)
–
61.5
(27.0)
–
0.3
0.1
(11.1)
(1.7)
0.8
0.5
(3.7)
19.7
–
56.2
(26.8)
(0.2)
(3.6)
–
(0.3)
(8.3)
(2.2)
(0.2)
–
14.6
–
207.1
(52.8)
–
0.9
0.2
(0.3)
0.2
0.7
–
(1.9)
154.1
2.1
496.3
(275.3)
(6.9)
0.1
0.7
(11.8)
(10.2)
1.6
(4.7)
(5.7)
184.1
Other
£m
–
–
–
–
–
–
–
–
–
–
–
–
–
Total
£m
2,262.4
494.2
2.1
496.3
(275.3)
(6.9)
0.1
0.7
(11.8)
(10.2)
1.6
(4.7)
(5.7)
184.1
11.6
20.6
(0.9)
27.5
(74.1)
168.8
1. Adjusted operating profit before joint ventures and associates included the following amounts for depreciation and other amortisation: £33.8m
for Informa Markets, £16.3m for Informa Connect, £4.0m for Informa Tech and £17.6m for Taylor & Francis
2. Excludes acquired intangible product development and software amortisation
14_FinancialStatements_Notes_1_41_p158_229_v69.indd 179
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 6. Business segments continued
Year ended 31 December 2021 (re-presented)
Revenue
Adjusted operating profit/(loss) before
joint ventures and associates1
Share of adjusted results of joint
ventures and associates (Note 21)
Adjusted operating profit/(loss)
Intangible asset amortisation (Note 18)2
Impairment – acquisition-related and
other intangibles
Impairment – IFRS 16 right-of-use assets
Impairment – property and equipment
Acquisition costs (Note 8)
Integration costs (Note 8)
Restructuring and reorganisation costs
(Note 8)
One-off insurance credits associated
with COVID-19
Onerous contracts associated with
COVID-19 (Note 8)
Subsequent remeasurement of
contingent consideration (Note 8)
VAT credits
Operating profit/(loss)
Profit on disposal of subsidiaries and
operations (Note 22)
Finance income (Note 11)
Finance costs (Note 12)
Profit before tax
Informa
Markets
£m
608.5
64.4
3.0
67.4
(167.4)
(7.8)
(1.6)
(0.4)
(0.3)
(4.6)
1.9
23.6
(7.8)
0.8
6.3
(89.9)
Informa
Tech
£m
165.9
Informa
Connect3
£m
231.9
Taylor &
Francis
£m
545.4
Sub-total
£m
1,551.7
Other4
£m
31.6
11.2
17.3
204.1
297.0
–
11.2
(18.6)
–
(3.3)
(1.7)
(2.0)
0.1
(4.5)
–
(0.4)
(0.6)
–
(19.8)
–
17.3
(21.6)
(0.1)
(2.3)
(0.6)
(0.2)
(2.8)
(1.0)
–
(1.5)
(3.9)
–
(16.7)
–
204.1
(50.2)
–
(1.3)
(0.2)
(0.2)
–
0.6
–
–
–
–
152.8
3.0
300.0
(257.8)
(7.9)
(8.5)
(2.9)
(2.7)
(7.3)
(3.0)
23.6
(9.7)
(3.7)
6.3
26.4
13.2
–
13.2
(4.0)
–
(0.7)
(0.2)
–
(0.2)
–
–
(0.1)
–
8.0
Total5
£m
1,583.3
310.2
3.0
313.2
(261.8)
(7.9)
(9.2)
(3.1)
(2.7)
(7.3)
(3.2)
23.6
(9.7)
(3.8)
6.3
34.4
111.8
5.7
(73.5)
78.4
1. Adjusted operating profit before joint ventures and associates included the following amounts for depreciation and other amortisation: £33.5m
for Informa Markets, £13.6m for Informa Connect, £3.2m for Informa Tech, £16.9m for Taylor & Francis and £1.3m for Other
2. Excludes acquired intangible product development and software amortisation
3. Re-presented for the transfer of the Curinos, IGM and Zephyr businesses from Informa Intelligence to Informa Connect. See Note 4
4. The ‘Other’ column represents the Barbour EHS, Barbour ABI and Asset Intelligence brands that were disposed of from the Intelligence division in
2021. The disposal of these businesses does not meet the definition for being classified as a discontinued operation and are therefore included within
continuing operations
5. The comparatives for the year ended 31 December 2021 have been re-presented to reflect the reclassification of the Informa Intelligence division
as a discontinued operation
The accounting policies of the reportable segments are the same as the Group’s accounting policies described in Note 2.
Adjusted operating results by operating segment is the measure reported to the Directors for the purpose of resource
allocation and assessment of segment performance. Finance costs and finance 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.
180
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Segment assets
Informa Markets
Informa Connect2
Informa Tech
Taylor & Francis
Total segment assets
Unallocated assets
Total assets
31 December
2022
£m
31 December
20211
£m
6,342.0
962.4
1,419.6
959.0
9,682.9
2,462.8
12,145.7
5,992.3
1,102.3
827.5
911.5
8,833.6
912.5
9,746.1
1. The comparatives for the year ended 31 December 2021 have been re-presented to reflect the reclassification of the Informa Intelligence division
as a discontinued operation
2. Re-presented for the transfer of the Curinos, IGM and Zephyr businesses into Informa Connect. See Note 4
For the purpose of monitoring segment performance and allocating resources between segments, the Group monitors
the non-current tangible, intangible and financial assets attributable to each segment. All assets are allocated to reportable
segments except for certain centrally held balances, including cash, some intangible software assets relating to Group
infrastructure, 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 segments.
Geographic information
The Group’s revenue by location of customer and information about its segment assets by geographic location are
detailed below:
UK
Continental Europe
North America
China
Rest of World
Revenue
Segment non-current assets1
2022
£m
127.8
304.9
1,267.4
99.2
463.1
20212,3
£m
123.9
238.8
772.7
215.4
232.5
2,262.4
1,583.3
2022
£m
1,826.4
950.4
4,461.5
1,818.4
142.5
9,199.2
20212
£m
1,814.7
924.7
3,647.7
1,740.2
146.7
8,274.0
1. Non-current amounts exclude other investments, derivative financial instruments, deferred tax assets and retirement benefit surplus
2. The comparatives for the year ended 31 December 2021 have been re-presented to reflect the reclassification of the Informa Intelligence division
as a discontinued operation
3. This number includes the Barbour EHS, Barbour ABI and Asset Intelligence brands that were disposed of in 2021 and were previously included
in the Informa Intelligence division. Revenue of £31.6m was recognised in relation to these businesses and arose within the UK (£15.2m) and
North America (£16.4m)
No individual customer contributed more than 10% of the Group’s revenue in either 2022 or 2021.
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181
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 7. Operating profit
Operating profit for continuing operations has been arrived at after charging/(crediting):
Cost of sales (excluding staff costs,
depreciation and COVID-19 adjusting
items)
Staff costs (excluding adjusting items)
Amortisation of other intangible assets
Impairment – acquisition-related and
other intangibles
(Reversal)/impairment – IFRS 16
right-of-use assets
(Reversal)/impairment – property
and equipment
Depreciation – property and equipment
Depreciation – IFRS 16 right-of-use
assets
Acquisition costs
Integration costs
Restructuring and reorganisation costs
One-off insurance credits associated
with COVID-19
Onerous contracts associated
with COVID-19
Subsequent remeasurement
of contingent consideration
VAT credits
Net foreign exchange gain
Auditor’s remuneration for audit services
Other operating expenses
Total net operating expenses before
share of joint ventures and associates
Adjusted
results
2022
£m
Adjusting
items
2022
£m
Statutory
results
2022
£m
Adjusted
results
20211
£m
Adjusting
items
20211
£m
Statutory
results
20211
£m
Notes
9
18
8
8
20
20
40
8
8
8
8
8
8
778.3
745.8
35.2
–
–
–
11.7
24.8
–
–
–
–
–
–
–
5.0
3.9
163.5
–
–
275.3
6.9
(0.1)
(0.7)
–
–
11.8
10.2
(1.6)
–
4.6
5.7
–
–
–
–
778.3
745.8
310.5
6.9
(0.1)
(0.7)
11.7
24.8
11.8
10.2
(1.6)
–
4.6
5.7
–
5.0
3.9
163.5
530.1
567.5
31.6
–
–
–
12.7
24.2
–
–
–
–
–
–
–
(0.3)
3.8
103.5
–
–
261.8
7.9
9.2
3.1
–
–
2.7
7.3
3.2
530.1
567.5
293.4
7.9
9.2
3.1
12.7
24.2
2.7
7.3
3.2
(23.6)
(23.6)
9.7
3.8
(6.3)
–
–
–
9.7
3.8
(6.3)
(0.3)
3.8
103.5
1,768.2
312.1
2,080.3
1,273.1
278.8
1,551.9
1. Re-presented to reflect the reclassification of the Informa Intelligence division as a discontinued operation
Amounts payable to the auditor, Deloitte LLP, and its associates by the Company and its subsidiary undertakings are
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:
Half-year review
Other services
Total non-audit fees
2022
£m
3.2
0.7
3.9
0.2
0.9
1.1
2021
£m
2.9
0.9
3.8
0.2
0.1
0.3
Fees payable to Deloitte LLP and its associates for non-audit services to the Company are included in the consolidated
disclosures above.
182
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
The Audit Committee approves all non-audit services within the Company’s policy. The Committee considers that certain
non-audit services should be provided by the external auditor, because its existing knowledge of the business makes this
the most efficient and effective way for those non-audit services to be carried out, and does not consider the provision of
such services to impact the independence of the external auditor in accordance with the FRCs ‘Revised Ethical Standard 2019’.
In 2022 the non-audit fees paid to Deloitte totalled £1.1m (2021: £0.3m), which represented 28% (2021: 8%) of the 2022 audit
fee, with £0.2m (2021: £0.2m) relating to the half-year review and £0.9m (2021: £0.1m) of other services principally relating
to the divestment of the Intelligence Division.
A description of the work of the Audit Committee is set out in the Corporate Governance Statement on pages 112 to 121
and includes an explanation of how auditor objectivity and independence is safeguarded when non-audit services are
provided by the auditor. No services were provided under contingent fee arrangements.
8. Adjusting items
The Board considers certain items should be recognised as adjusting items (see Glossary on pages 245 and 246) since,
due to their nature or infrequency, such presentation is relevant to an understanding of the Group’s performance.
These items do not relate to the Group’s underlying trading and are adjusted from the Group’s adjusted operating profit
measure. The items do not relate to the Group’s underlying trading for the reasons outlined below the table. The following
charges/(credits) in respect of continuing operations are presented as adjusting items and within Note 14 in relation to
adjusting items relating to discontinued operations:
Continuing operations
Intangible amortisation and impairment
Intangible asset amortisation1
Impairment – acquisition-related and other intangible assets
(Reversal)/impairment – IFRS 16 right-of-use assets
(Reversal)/impairment – property and equipment
Acquisition costs
Integration costs
Restructuring and reorganisation costs
One-off insurance credits associated with COVID-19
Onerous contracts associated with COVID-19
Subsequent remeasurement of contingent consideration
VAT credits
Adjusting items in operating profit/loss from continuing operations
Profit on disposal of subsidiaries and operations
Distributions received from investments
Fair value loss on investments
Finance costs
Adjusting items in profit/loss before tax from continuing operations
Tax related to adjusting items
Adjusting items in profit/loss for the year from continuing operations
Notes
2022
£m
20212
£m
18
18
40
22
21
12
13
275.3
261.8
6.9
(0.1)
(0.7)
11.8
10.2
(1.6)
–
4.7
5.7
–
312.2
(11.6)
(20.6)
0.9
1.3
282.2
(54.5)
227.7
7.9
9.2
3.1
2.7
7.3
3.2
(23.6)
9.7
3.8
(6.3)
278.8
(111.8)
–
–
–
167.0
(2.6)
164.4
1. Intangible asset amortisation is in respect of acquired intangibles and excludes amortisation of software and product development
2. Re-presented for discontinued operations (see Note 4)
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 8. Adjusting items continued
The principal adjusting items are in respect of the following:
• Intangible asset amortisation – the amortisation charges in respect of intangible assets acquired through business
combinations or the acquisition of trade and assets. The charge is not considered related to the underlying performance
of the Group and it can fluctuate materially period-on-period as and when new businesses are acquired or disposed.
The charge is therefore treated as an adjusting item due to its nature in order to provide comparability of underlying
results to prior period. The trading results generated from the acquired assets are included in the adjusting results
from the date of acquisition.
• Impairment of acquisition-related intangible assets – the Group tests for impairment on an annual basis or more
frequently when an indicator exists. Impairment charges are separately disclosed and excluded from adjusted results.
Impairment charges have been classified as adjusting items based on them being one-off in nature and not considered
to be part of the usual underlying costs of the Group and to provide comparability of underlying results to prior periods.
• (Reversal)/impairment of right-of-use assets and vacant property and finance lease modification costs and credits mainly
relate to the permanent closure or reopening of previously impaired office properties. Reversals of impairments will
also take place where there is a realistic prospect of obtaining a sub-lease where there may not have been previously.
These have been classified as adjusting items based on them being infrequent in nature and not being considered to
be part of the usual underlying costs of the Group and to provide comparability of underlying results to prior periods.
• Acquisition and integration – costs incurred in acquiring and integrating share and asset acquisitions. These are classified
as adjusting items as these costs relate to M&A activity which is not considered to be part of the usual underlying costs of
the Group and in order to provide comparability of underlying results to prior periods or, in the case of integration costs,
because they are part of a planned programme that is monitored and with a finite life, and therefore they are adjusted
to provide comparability to prior periods.
• Restructuring and reorganisation – costs incurred by the Group in business restructuring and operating model changes.
This includes specific and non-recurring legal costs, property and lease modification costs which arose from the
permanent closure of office properties and costs associated with restructuring of the Intelligence Division and subsequent
movement of the Curinos, IGM and Zephyr businesses into the Connect division. Restructuring and reorganisation costs
are reported as adjusting items when they relate to specific initiatives following reviews of our organisational operations
during the period and are adjusted to provide comparability to prior periods.
• One-off insurance credits associated with COVID-19 relate to insurance receipts for events which were cancelled due to
the pandemic. These credits relate to costs recorded as adjusting items in previous periods and therefore they are adjusted
to provide comparability to prior periods.
• Onerous contracts associated with COVID-19 relate to onerous contract costs for events which have been cancelled or
postponed and where such costs cannot be recovered. The costs largely relate to venue, marketing and event set-up costs.
These costs are infrequent and fluctuate from period to period and therefore they are adjusted to provide comparability
to prior periods.
• Subsequent remeasurement of contingent consideration is recognised in the year as a charge or credit to the Consolidated
Income Statement unless qualifying as a measurement period adjustment arising within one year from the acquisition
date. These are classified as adjusting items as these costs arise as a result of acquisitions and are not considered
to be part of the underlying operations of the Group and are adjusted to provide comparability to prior periods.
• VAT credits relate to the release of a provision for VAT penalties. These credits are considered to be one-off in nature
with the initial VAT cost recorded as an adjusting item and they are adjusted to provide comparability to prior periods.
• Fair value loss/(gain) on investments is the loss, or gain, as a result of a decline, or increase, in the fair value of investments
held. This is classified as an adjusting item as it is not considered related to the underlying trading operations and
performance of the Group and therefore it is adjusted to provide comparability to prior periods.
• Profit on disposal of subsidiaries and operations relates to the profit on disposal of businesses (see Note 22). These are
classified as adjusting items as these profits relate to disposals and are not considered to be part of the underlying
operations of the Group and are adjusted to provide comparability to prior periods.
• Distributions from investments are considered to be one-off in nature and are not considered to be part of the underlying
operations of the Group and are adjusted to provide comparability to prior periods.
• The tax items relate to the tax effect on the items above and adjusting tax items which are analysed in Note 13. These are
treated as adjusting items in alignment with classification of the items above.
184
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 9. 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:
Informa Markets
Informa Connect
Informa Tech
Taylor & Francis
Other1
Continuing operations
Discontinued operations (see note 14)
Total
Average number
of employees
2022
£m
4,383
1,661
1,308
2,866
–
10,218
563
10,781
2021
£m
4,088
1,549
975
2,425
175
9,212
832
10,044
1. This represents the Barbour EHS, Barbour ABI and Asset Intelligence brands that were disposed of in 2021. The disposal of these businesses does not
meet the definition for being classified as a discontinued operation and are therefore included within continuing operations
Their aggregate remuneration comprised:
Wages and salaries
Social security costs
Pension costs associated with staff charged to
operating profit (Note 34)
Share-based payments (Note 10)
Staff costs (excluding adjusting items)
Redundancy costs
Year ended 31 December 2022
Year ended 31 December 2021
Continuing
operations
£m
Discontinued
operations
£m
648.4
58.6
21.7
17.1
745.8
(0.6)
745.2
38.6
6.0
2.3
1.0
47.9
0.5
48.4
Total
£m
687.0
64.6
24.0
18.1
793.7
(0.1)
793.6
Continuing
operations
£m
Discontinued
operations
£m
489.5
45.7
17.9
14.4
567.5
2.2
569.7
69.4
6.4
2.2
1.2
79.2
0.4
79.6
Total
£m
558.9
52.1
20.1
15.6
646.7
2.6
649.3
The remuneration of the 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 41). Further information about the remuneration
of individual Directors is provided in the audited part of the Remuneration Report on pages 131 to 141.
Short-term employee benefits
Post-employment benefits
Share-based payments
2022
£m
2.9
0.4
3.1
6.4
2021
£m
2.6
0.4
2.9
5.9
10. Share-based payments
The Group recognised total expenses of £18.1m (2021: £15.6m) relating to share-based payment costs in the year ended
31 December 2022 with £12.9m (2021: £12.7m) relating to equity-settled LTIP awards, £1.8m (2021: £0.3m) relating to
equity-settled Curinos Management Incentive Plan share awards, £2.9m (2021: £2.1m) relating to equity-settled
ShareMatch and £0.5m (2021: £0.5m) relating to Employee Share Purchase Plan (ESPP) awards.
Long-Term Incentive Plan
The Group’s Long-Term Incentive Plan (LTIP) awards granted in January 2022 are part of the Equity Revitalisation Plan (ERP)
restricted share awards which have a three-year vesting period. These awards are subject to a shareholder value underpin:
if when an award vests the Informa share price is not above £5.454 for the ERP award, the award will not vest until the share
price exceeds that price for a period of at least three months. If this has not been achieved within two years from the original
vesting date, no shares will vest and the award will lapse. The grant price used the valuation of the awards is the closing share
price from the day prior to the allocation grant date. Allocations are equity-settled and will lapse if the colleague leaves the
Group before a grant is exercisable, unless the employee meets certain eligibility criteria.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 10. Share-based payments continued
The movement in number of awards during the year is as follows:
Outstanding as at 1 January
LTIPs granted in the year
LTIPs exercised in the year
LTIPs lapsed in the year
Modification adjustment in the 2021 year
Outstanding as at 31 December
2022
Number of
options
9,349,726
2,548,150
(3,448,832)
(246,254)
–
2021
Number of
options
7,661,531
2,543,896
(560,339)
(294,055)
(1,307)
8,202,790
9,349,726
Exercisable awards included in outstanding number of options as at 31 December
580,324
2,411,690
In order to satisfy outstanding share awards granted under the LTIP, the share capital would need to be increased at
31 December 2022 by 5,541,101 shares (2021: 8,233,221 shares) taking account of the 2,661,689 (2021: 1,116,505) shares
held in the Employee Share Trust (Note 38). The Company will satisfy the awards either through the issue of additional share
capital or the purchase of shares as needed on the open market. The average exercise price for LTIPs exercised during the
year was £6.02 (2021: £5.71). The exercise price for the majority of LTIP awards is 0.1p per share award and the average
period to exercise was 5.4 years (2021: 5.1 years) for awards exercisable at 31 December 2022.
The expected life used in the model has been adjusted, based on the Group’s best estimate, for the effects of
non-transferability, exercise restrictions and behavioural considerations.
Curinos Management Incentive Plan (MIP) share awards
Following the acquisition of Novantas Inc. on 28 May 2021 and its combination with the Informa FBX business to form the
Curinos business, incentive unit share (MIP) awards were agreed to be issued to Curinos colleagues for the equivalent of
up to 10% of the share capital of the Curinos business.
MIP awards provide holders a payment following a performance event based on the increase in the value of the Curinos
business relative to the initial investment price, as adjusted for the percentage vested for the performance-based element
of the awards. MIP awards are dependent on continued employment during the vesting period, with one third vesting
equally over time and two thirds being subject to a performance criterion related to the level of increase in value of the
Curinos business. Payment is subject to meeting these vesting conditions and follows a performance event, being a sale
of the Curinos business or a sale of the Inflexion ownership in Curinos. MIP awards have been valued for IFRS 2 purposes
using a stochastic Option Pricing modelling approach, using comparable companies to estimate volatility and assuming an
expected life of three years. MIP awards were granted to Curinos colleagues on 9 September 2021. 1,317,845 awards were
forfeited in the year ended 31 December 2022. There were no awards expired or exercised in the year ended 31 December 2022.
The share-based payment expense in the year ended 31 December 2022 was £1.8m (2021: £0.3m). The awards have an
expected weighted average remaining life of 1.5 years (2021: 2.3 years) as at 31 December 2022.
ShareMatch (Share Incentive Plan)
In June 2014, the Company launched ShareMatch, a global Share Incentive Plan (tax qualifying in the UK), under which eligible
colleagues can invest up to the limit of £1,800 per annum in the Company’s shares. The scheme includes a matching element
that was increased during 2022. For every one share purchased by the colleague, the Company now awards the participant
two matching shares after a three-year period, compared with one matching share previously.
Matching shares are subject to forfeiture if the purchased shares are withdrawn from the scheme within three years of purchase
or if the colleague leaves the Group, unless the reason for leaving is due to restructuring or retirement. In addition, both the
purchased and matching shares are eligible to receive any dividends payable by the Company, which are reinvested in more
shares. Employee subscriptions can be made on a monthly or one-off lump sum basis and matching shares are purchased
on a monthly basis, through a UK Trust. Further details are set out in the remuneration section of the financial statements.
Outstanding as at 1 January
Purchased in the year
Transferred to participants in the year
Outstanding as at 31 December
186
2022
ShareMatch
Number of
share awards
2021
ShareMatch
Number of
share awards
1,078,742
597,446
(321,850)
710,697
556,780
(188,735)
1,354,338
1,078,742
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
11. Finance income
Interest income on bank deposits
Interest income from loans receivable
Interest income finance lessor leases
Fair value gain on financial instruments through the Income Statement
Total finance income
12. Finance costs
Interest expense on borrowings and loans1
Interest on IFRS 16 leases
Interest cost on pension scheme net liabilities
Total interest expense
Non-income taxes in relation to intra-Group financing
Fair value gain/(loss) on financial instruments through the Income Statement
Financing costs before adjusting items
Adjusting items2
Total finance costs
2022
£m
25.3
1.7
0.3
0.2
27.5
2022
£m
61.1
11.0
0.7
72.8
0.2
(0.2)
72.8
1.3
74.1
Notes
40
36
1. Included in interest expense above is the amortisation of debt issue costs of £4.0m (2021: £3.5m)
2. The adjusting item for finance costs in 2022 relates to the finance fees associated with the early repayment of debt (see Note 30)
13. Taxation
The tax charge/(credit) comprises:
Current tax:
UK
Continental Europe
US
China
Rest of world
Total current tax
Deferred tax:
Current year
Credit arising from tax rate changes
Total deferred tax
Tax charge on profit on ordinary activities from continuing and discontinued operations
Tax charge relating to continuing operations
Tax charge relating to discontinued operations (see Notes 14 and 22)
Tax charge on profit on ordinary activities from continuing and discontinued operations
2022
£m
15.0
16.0
202.2
2.8
8.8
244.8
68.1
(1.3)
66.8
26.7
284.9
311.6
20211
£m
2.4
2.9
0.2
0.2
5.7
2021
£m
59.1
10.4
1.5
71.0
2.2
0.3
73.5
–
73.5
2021
£m
0.5
7.3
19.6
12.7
2.1
42.2
(1.9)
8.6
6.7
34.1
14.8
48.9
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
13. Taxation continued
The tax on adjusting items within the Consolidated Income Statement relates to the following:
Intangible assets amortisation
Benefit of goodwill amortisation for tax purposes only
Impairment of intangibles and goodwill
Impairment of IFRS 16 right-of-use assets
Impairment of property and equipment
Acquisition and integration-related costs
Restructuring and reorganisation costs
One-off insurance credits associated with COVID-19
Onerous contracts associated with COVID-19
Subsequent remeasurement of contingent consideration
VAT credits
Profit/(loss) on disposal of subsidiaries and operations
Fair value loss on investments
Distributions received from investments
Finance costs
Total tax on adjusting items from continuing operations
Notes
8
8
8
8
8
8
8
8
8
22
8
8
Gross
2022
£m
(275.3)
–
(6.9)
0.1
0.7
(22.0)
1.6
–
(4.7)
(5.7)
–
11.6
(0.9)
20.6
(1.3)
(282.2)
Tax
2022
£m
63.4
(13.1)
1.5
0.3
(0.1)
3.7
(0.1)
–
1.1
–
–
–
–
(2.5)
0.3
54.5
Gross
2021
£m
(261.8)
–
(7.9)
(9.2)
(3.1)
(10.0)
(3.2)
23.6
(9.7)
(3.8)
6.3
111.8
–
–
–
(167.0)
The current and deferred tax are calculated on the estimated assessable profit for the year. Taxation is calculated in each
jurisdiction based on the prevailing rates of that jurisdiction. A reconciliation of the actual tax expense to the expected tax
expense at the applicable statutory rate is shown below:
2022
2021
Profit/(loss) before tax from continuing operations
Profit/(loss) before tax from discontinued operations
Total profit/(loss) before tax
Tax charge/(credit) at effective UK statutory rate of 19.0% (2021: 19.0%)
Different tax rates on overseas profits
Disposal-related items (see Note 22)
Non-deductible expenditure
Non-taxable income
Benefits from financing structures
Tax incentives
Adjustments for prior years
Net movement in provisions for uncertain tax positions
Impact of changes in tax rates
Movements in deferred tax not recognised
Tax charge/(credit) and effective rate for the year
£m
168.8
1,778.1
1,946.9
369.9
80.1
(128.9)
5.4
(2.9)
(8.1)
(2.1)
(6.5)
6.5
(1.3)
(0.5)
311.6
%
19.0
4.0
(6.6)
0.3
(0.1)
(0.4)
(0.1)
(0.3)
0.3
(0.1)
–
16.0
£m
78.4
58.7
137.1
26.0
25.3
10.6
6.6
(1.3)
(6.7)
(2.4)
(14.8)
(6.6)
8.5
3.7
48.9
Tax
2021
£m
54.1
(14.2)
1.7
2.0
0.8
2.6
0.3
(6.1)
2.0
–
–
(40.6)
–
–
–
2.6
%
19.0
18.5
7.7
4.8
(0.9)
(4.9)
(1.8)
(10.8)
(4.8)
6.2
2.7
35.7
In addition to the income tax charge to the Consolidated Income Statement, a tax charge of £6.7m (2021: charge of £12.2m) has
been recognised directly in the Consolidated Statement of Comprehensive Income during the year.
Current tax liabilities include £48.6m (2021: £42.1m) in respect of provisions for uncertain tax positions.
On 20 December 2021, the Organisation for Economic Co-operation and Development (OECD) published its proposals in
relation to Global Anti-Base Erosion Rules, which provide for an internationally co-ordinated system of taxation to ensure that
large multinational groups pay a minimum level of corporate income tax in countries where they operate. In January 2022 the
UK Government reconfirmed its intention to introduce legislation to give effect to the OECD proposals. The new rules are
expected to take effect from 2024 onwards.
There remains uncertainty with respect to the detailed operation of the rules and their impact. Further details and guidance
are due in the course of 2023. From an initial review of Informa’s business and tax profile, we do not expect the rules to have
a material impact on the Group’s tax rate or tax payments. There is no impact on the Group’s results for 2022.
188
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
Pharma Intelligence
On 10 February 2022, the Group announced a binding agreement to divest Pharma Intelligence to Warburg Pincus,
with the sale completing on 1 June 2022. Pharma Intelligence has therefore been presented as a discontinued operation.
The total consideration, including estimated working capital, was £1.83bn, of which £1.66bn was received in cash and £167m
represented the fair value of the 15% shareholding in the newly formed entity which holds the equity interest of Pharma
Intelligence. The profit on disposal, before tax, was £1.35bn (see Note 22).
Pharma Intelligence was the largest business within the Informa Intelligence division and was a leading provider of specialist
intelligence and data for clinical trials, drug development and regulatory compliance.
EPFR
On 19 July 2022, the Group announced a binding agreement to divest EPFR to Montagu, with the sale completing on 3 October
2022. EPFR has therefore been presented as a discontinued operation. The total consideration, including estimated working
capital, was £165.2m, all of which was received in cash. The profit on disposal, before tax, was £111.1m (see Note 22).
EPFR provides fund flows and asset allocation data to financial institutions around the world. Tracking over 142,000
traditional and alternative funds domiciled globally with more than $52.5tn in total assets, EPFR delivers a complete picture of
institutional and retail investor flows and fund manager allocations driving global markets. Its market leading data services
include daily, weekly and monthly equity and fixed income fund flows and monthly fund allocations by country, sector and
industry.
Maritime Intelligence
On 4 August 2022, the Group announced a binding agreement to divest Maritime Intelligence to Montagu, with the sale
completing on 1 December 2022. Maritime Intelligence has therefore been presented as a discontinued operation.
The total consideration, including estimated working capital, was £377.4m, of which £302.5m was received in cash and
£74.9m represented the fair value of the shareholding in Maritime Intelligence. Informa retains a 20% equity and 23.5%
preference shares holding in the business. The equity of £2.0m is accounted for as an associate and the preference shares of
£72.9m are an other investment. The profit on disposal, before tax, was £277.0m (see Note 22).
Maritime Intelligence is at the heart of global seaborne transport and trade, providing the information needed by
professionals at the right time and in the right format, to help them make better decisions, more quickly. Under the brand
Lloyd’s List Intelligence, it provides business-critical real-time data, insights and analytics that help power global shipping
operations and risk and compliance management.
Results from discontinued operations
Following the divestment of Pharma Intelligence, EPFR and Maritime Intelligence and the transfer of Curinos, IGM and
Zephyr into the Connect division, the Informa Intelligence division has been reclassified as a discontinued operation.
The financial performance of the Informa Intelligence business in the current and prior years is presented below:
Income statement – discontinued operations
Revenue
Net operating expenses before adjusting items
Adjusted operating profit
Adjusting items in operating profit
Operating profit
Profit/(loss) on disposal of subsidiaries and operations
Profit before tax
Tax charge on adjusted profit before tax
Tax (charge)/credit related to adjusting items
Tax charge
Profit for the year from discontinued operations
Net profit from discontinued operations, net of tax (attributable to owners of the Company)
Earnings per share from discontinued operations
Basic (p)
Diluted (p)
Notes
22
2022
£m
126.9
(88.2)
38.7
(0.9)
37.8
1,740.3
1,778.1
(9.2)
(275.7)
(284.9)
1,493.2
1,493.2
102.5
102.0
2021
£m
215.4
(140.2)
75.2
(15.8)
59.4
(0.7)
58.7
(17.8)
3.0
(14.8)
43.9
43.9
2.9
2.9
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 14. Discontinued operations continued
Adjusting items for discontinued operations
Intangible asset amortisation
Impairment – IFRS 16 right-of-use assets
Impairment – property and equipment
Acquisition costs
Integration costs
Restructuring and reorganisation costs
Subsequent remeasurement of contingent consideration
Adjusting items in operating profit
(Profit)/loss on disposal of subsidiaries and operations
Adjusting items in profit before tax
Tax related to adjusting items in operating profit
Tax related to adjusting items on disposal
Tax related to adjusting items
Adjusting items in profit for the period from discontinued operations
Cash flow statement – discontinued operations
Profit before tax
Adjustments for:
Depreciation of property and equipment
Amortisation of other intangible assets
Impairment – property and equipment
Impairment – IFRS 16 right-of-use assets
Finance lease modifications
(Profit)/loss on disposal of subsidiaries and operations
Loss on disposal of property and equipment
Operating cash inflow before movements in working capital
Working capital movement
Cash generated by discontinued operations
Income taxes paid
Net cash inflow from operating activities
Purchase of property, plant and equipment
Purchase of intangible software assets
Product development cost additions
Proceeds from disposal of subsidiaries and operations, gross of taxation paid
Taxation paid on proceeds from disposal of subsidiaries and operations
Net cash inflow/(outflow) from investing activities
Net cash inflow/(outflow) from financing activities
Net increase in cash generated by discontinued operations
Notes
22
2022
£m
0.4
(0.5)
–
0.1
1.1
(0.2)
–
0.9
(1,740.3)
(1,739.4)
–
275.7
275.7
(1,463.7)
2022
£m
1,778.1
–
3.5
–
–
–
(1,740.3)
–
41.3
13.4
54.7
(1.0)
53.7
(0.1)
(0.7)
(6.7)
2,104.0
(204.4)
1,892.1
–
1,945.8
2021
£m
6.6
2.6
1.3
0.6
1.3
3.0
0.4
15.8
0.7
16.5
(3.0)
–
(3.0)
13.5
2021
£m
58.7
–
15.6
1.3
2.7
(0.1)
0.7
0.1
79.0
6.7
85.7
–
85.7
–
(2.1)
(8.3)
–
–
(10.4)
–
75.3
Additional segmental information for discontinued operations
Informa Intelligence’s revenue by location of customer and information about its segment assets by geographic location are
detailed below:
UK
Continental Europe
North America
China
Rest of World
190
Revenue
Segment non-current assets
2022
£m
22.3
24.0
64.9
4.4
11.3
126.9
2021
£m
11.8
33.4
132.7
9.9
27.6
215.4
2022
£m
–
–
–
–
–
–
2021
£m
304.2
283.2
21.9
3.9
17.7
630.9
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 15. Dividends
Amounts recognised as distributions to equity holders in the year:
Final dividend for the year ended 31 December 2020
Interim dividend for the year ended 31 December 2021
Final dividend for the year ended 31 December 2021
Interim dividend for the year ended 31 December 2022
Proposed final dividend for the year ended 31 December 2022
2022
Pence per
share
–
–
–
3.0
6.8
2022
£m
–
–
–
43.3
96.5
2021
Pence per
share
–
–
–
–
–
2021
£m
–
–
–
–
–
As at 31 December 2022 £0.2m (2021: £0.2m) of dividends were still to be paid, and total dividend payments in the year were
£43.3m (2021: £nil). The proposed final dividend for the year ended 31 December 2022 of 6.8p (2021: nil) per share is subject
to approval of shareholders at the Annual General Meeting and has not been included as a liability in these financial
statements. The payment of this dividend will not have any tax consequences for the Group.
In the year ended 31 December 2022 there were dividend payments of £9.5m (2021: £8.6m) to non-controlling interests.
16. Earnings per share
Basic
The basic earnings per share (EPS) calculation is based on the profit/(loss) attributable to equity shareholders of the parent
divided by the weighted average number of shares in issue less those shares held by the Employee Share Trust and
ShareMatch.
Diluted
The diluted earnings per share calculation is based on the basic EPS 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. In 2022 there were no (2021: nil) potential ordinary
shares which were anti-dilutive and therefore excluded from the weighted average number of ordinary shares for the
purpose of calculating diluted earnings per share.
Weighted average number of shares
The table below sets out the adjustment in respect of dilutive potential ordinary shares for use in the calculation of diluted
EPS and diluted adjusted EPS:
Weighted average number of shares used in basic and adjusted basic earnings per share
Effect of dilutive potential ordinary shares
Weighted average number of shares used in diluted and adjusted diluted earnings per share
Statutory earnings per share from continuing operations
Profit/(loss) for the year
Adjustments to exclude profit for the period from discontinued operations
Earnings from continuing operations and EPS for the purpose of basic EPS
Non-controlling interests
Earnings from continuing operations and EPS for the purpose of statutory basic EPS
Effect of dilutive potential ordinary shares (p)
Earnings from continuing operations and EPS for the purpose of statutory diluted EPS
Statutory earnings per share from discontinued operations
Profit/(loss) for the year
Non-controlling interests
Earnings
2022
£m
1,635.3
(1,493.2)
142.1
(3.8)
138.3
–
138.3
Earnings
2022
£m
1,493.2
–
Earnings from discontinued operations and EPS for the purpose of statutory basic EPS
1,493.2
Effect of dilutive potential ordinary shares
–
Earnings from discontinued operations and EPS for the purpose of statutory diluted EPS
1,493.2
2022
£m
2021
£m
1,456,167,252 1,500,952,369
8,117,003
9,266,841
1,464,284,255 1,510,219,210
Per share
amount
2022
Pence
Earnings
2021
£m
Per share
amount
2021
Pence
88.2
(43.9)
44.3
(10.3)
34.0
–
34.0
Earnings
2021
£m
43.9
–
43.9
–
43.9
2.3
–
2.3
Per share
amount
2021
Pence
2.9
–
2.9
9.5
(0.1)
9.4
Per share
amount
2022
Pence
102.5
(0.5)
102.0
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
16. Earnings per share continued
Statutory earnings per share from continuing and discontinued operations
Profit/(loss) for the year
Non-controlling interests
Earnings and EPS for the purpose of statutory basic EPS
Effect of dilutive potential ordinary shares (p)
Earnings
2022
£m
1,635.3
(3.8)
1,631.5
–
Earnings from continuing and discontinued operations and EPS for the purpose
of statutory diluted EPS
1,631.5
111.4
Per share
amount
2022
Pence
Earnings
2021
£m
Per share
amount
2021
Pence
112.0
(0.6)
88.2
(10.3)
77.9
–
77.9
5.2
–
5.2
Adjusted earnings per share
In addition to basic EPS, adjusted diluted EPS has been calculated to provide useful additional information on underlying
earnings performance. Adjusted diluted EPS is based on profit attributable to equity shareholders which has been adjusted
to exclude items that, in the opinion of the Directors, would distort underlying results with the items detailed in Note 8.
Adjusted earnings per share from continuing operations
Earnings for the purpose of statutory basic EPS/statutory basic EPS (p)
Adjusting items (Note 8):
Intangible asset amortisation
Impairment – acquisition-related and other intangible assets
Impairment – IFRS 16 right-of-use assets
Impairment – property and equipment
Acquisition and integration costs
Restructuring and reorganisation costs
One-off insurance credits associated with COVID-19
Onerous contracts associated with COVID-19
VAT credit
Subsequent remeasurement of contingent consideration
Profit on disposal of subsidiaries and operations
Distributions received from investments
Fair value loss on investments
Finance costs
Tax related to adjusting items
Non-controlling interest adjusting items
Earnings and EPS for the purpose of adjusted basic EPS from continuing operations
Effect of dilutive potential ordinary shares (p)
Earnings and EPS for the purpose of adjusted diluted EPS from continuing operations
Adjusted earnings per share from discontinued operations
Earnings for the purpose of statutory basic EPS/statutory basic EPS (p)
Adjusting items
Earnings and EPS for the purpose of adjusted basic EPS from discontinued operations
Effect of dilutive potential ordinary shares (p)
Earnings and EPS for the purpose of adjusted diluted EPS from discontinued operations
Adjusted earnings per share from continuing and discontinued operations
Earnings and EPS for the purpose of adjusted basic EPS
Effect of dilutive potential ordinary shares (p)
Earnings and EPS for the purpose of adjusted diluted EPS
Earnings
2022
£m
138.3
275.3
6.9
(0.1)
(0.7)
22.0
(1.6)
–
4.7
–
5.7
(11.6)
(20.6)
0.9
1.3
(54.5)
(9.5)
356.5
–
356.5
Earnings
2022
£m
1,493.2
(1,463.7)
29.5
–
29.5
Earnings
2022
£m
386.0
–
386.0
Per share
amount
2022
Pence
9.5
18.9
0.5
–
(0.1)
1.5
(0.1)
–
0.3
–
0.4
(0.8)
(1.4)
0.1
0.1
(3.7)
(0.7)
24.5
(0.1)
24.4
Per share
amount
2022
Pence
102.5
(100.5)
2.0
–
2.0
Per share
amount
2022
Pence
26.5
(0.1)
26.4
Earnings
2021
£m
34.0
261.8
7.9
9.2
3.1
10.0
3.2
(23.6)
9.7
(6.3)
3.8
(111.8)
–
–
–
(2.6)
(4.0)
194.4
–
194.4
Earnings
2021
£m
43.9
13.5
57.4
–
57.4
Earnings
2021
£m
251.8
–
251.8
Per share
amount
2021
Pence
2.3
17.5
0.5
0.6
0.2
0.7
0.2
(1.6)
0.6
(0.4)
0.3
(7.4)
–
–
–
(0.2)
(0.3)
13.0
(0.1)
12.9
Per share
amount
2021
Pence
2.9
0.9
3.8
–
3.8
Per share
amount
2021
Pence
16.8
(0.1)
16.7
192
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
17. Goodwill
Cost
At 1 January 2021
Additions in the year
Disposals
Exchange difference
At 1 January 2022
Additions in the year (Note 19)
Disposals
Exchange differences
At 31 December 2022
Accumulated impairment losses
At 1 January 2021
Disposals
Impairment loss for the year
Exchange differences
At 1 January 2022
Disposals
Exchange differences
At 31 December 2022
Carrying amount
At 31 December 2022
At 31 December 2021
£m
6,237.9
222.3
(103.4)
21.9
6,378.7
321.4
(593.9)
453.0
6,559.2
(661.3)
–
–
(0.4)
(661.7)
37.5
(54.7)
(678.9)
5,880.3
5,717.0
The Group tests for impairment of goodwill at the business segment level (see Note 6 for business segments) representing an
aggregation of CGUs reflecting the level at which goodwill is monitored. The impairment testing of goodwill involved testing
for impairment at a segment level by aggregating the carrying value of assets across CGUs in each Division and comparing
this to value in use calculations derived from the latest Group cash flow projections. In 2022, we disposed of the majority
of the Intelligence Division, and as a result the goodwill for the remaining Intelligence businesses was monitored at a lower
level for 2022. Going forward, these businesses have been incorporated into the Connect Division so goodwill will be
monitored at the divisional level.
There were four groups of CGUs for goodwill impairment testing in 2022 and these were identical to the business segment
reporting detailed in Note 6 (2021: five CGU groups). The Informa Intelligence business was disposed of in 2022 so is no
longer a CGU.
CGU groups
Informa Markets
Informa Connect
Informa Tech
Informa Intelligence1
Taylor & Francis
Goodwill
carrying
amount
31 December
2022
£m
Goodwill
carrying
amount
31 December
2021
£m
3,869.2
3,611.6
620.5
825.9
–
564.7
5,880.3
330.3
468.1
769.3
537.7
5,717.0
Number of
CGUs
2022
Number of
CGUs
2021
6
3
1
–
1
11
6
3
1
3
1
14
1. Goodwill of £234.0m which was not disposed of was transferred to the Informa Connect division.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
17. Goodwill continued
Impairment review
As goodwill is not amortised, it is tested for impairment at least annually, or more frequently if there are indicators of
impairment. During the year, we concluded that there were no indicators of impairment except for one CGU in the Financial
Intelligence Division where further impairment review work confirmed there was headroom when comparing the fair value
less cost to sell to the carrying value of net assets and therefore no impairment was required. The key input and assumption
used in calculating the fair value less cost to sell was the estimated EBITDA multiple. A reasonably possible change to
assumptions would not give rise to an impairment. The business now sits within the Finance CGU within the Connect division.
In line with our accounting policy, an annual impairment review was performed as at 31 December 2022. Testing involved
comparing the carrying value of assets in each CGU Group with value in use calculations, derived from the latest Group cash
flow projections. As it had been identified as a CGU during the year, we again conducted a separate impairment review on
the same CGU in the Financial Intelligence division on a fair value less costs to sell basis. It was concluded there was sufficient
headroom and no impairment required.
The goodwill impairment review as at 31 December 2022 showed headroom in all CGU groups and there were no impairments
as a result of the review to any CGU groups (2021: £nil).
Management has used the following assumptions in its impairment analysis as at 31 December 2022:
Key assumption
How we have defined this
Projected cash flows
For 2023 projected cash flows, management has used the annual budget. For 2024
and 2025 management has used the three-year plan forecast. A review of all forecast
revenue streams has been undertaken. These forecasts include management expectations
of an overall recovery of large-scale events to pre-COVID levels by 2024 and represent
the Directors’ best estimate of the future performance of these businesses. For the
Industry Dive acquisition we also included a projected cash flow for 2026 in the model.
The 2026 projected cash flow was from the Board approved acquisition valuation model.
Management has considered the quantitative impact of unmitigated climate-related risks
on asset recoverable amounts and concluded that the impact would not cause a material
impact to annual cash flows.
In its forecasts management has considered recent trading performance, including in the
US and China, and current market conditions when determining these estimates.
Long-term growth rate
For the Group’s value in use calculation, a perpetual growth rate has been applied to the
2025 operating cash flows.
Discount rate applied
EBITDA multiple
Long-term growth rates are based on external reports on long-term GDP growth rates
for the main geographic markets in which each CGU Group operates and therefore are
not considered to exceed the long-term average growth prospects for the individual
markets. Long-term growth rates have not been risk adjusted to reflect any of the
uncertainties noted above, as these uncertainties are already reflected in the forecasts.
We have calculated the discount rate for each CGU and CGU groups. For the cost of debt,
we have considered market rates, based on entities with a comparable credit rating.
The cost of equity is calculated using the Capital Asset Pricing Model (CAPM).
Discount rates have not been risk adjusted to reflect any of the uncertainties noted
above, as these uncertainties are already reflected in the forecasts.
For the EBITDA multiple used in the fair value less costs to sell calculation, we used the
mean movement of the multiple in a set of comparable public companies to produce the
EBITDA multiple for the calculation.
194
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Management has concluded that there was no impairment indicated in the impairment test conducted as at 31 December 2022,
noting headroom as follows:
Key assumptions and headroom
Informa Markets
Informa Connect
Informa Tech
Informa Intelligence
Taylor & Francis
Headroom on
CGU groups
Long-term market
growth rates
Pre-tax
discount rates
2022
£m
2021
£m
1,990.8
1,188.5
281.0
282.9
–
240.7
388.7
772.7
1,822.9
2,509.4
2022
2.2%
1.7%
1.8%
–
1.6%
2021
2.4%
1.8%
1.9%
1.8%
1.7%
2022
11.6%
13.0%
13.3%
–
11.3%
2021
10.5%
11.8%
11.5%
10.6%
9.4%
The headroom shown above represents the excess of the recoverable amount over the carrying value.
Sensitivity analysis
Key uncertainties relate to the speed of recovery from COVID-19 in China, and the variability in impact of high interest rates
across the geographies in which the Group operates, which may impact the future cash flows, discount rates and long-term
market growth rates (LTGR). The cash flow sensitivity analysis scenario considered a 10% cash flow reduction in the period
2023-2025 including the perpetuity year, reflecting an estimation of the impact of a continued restriction in ability to run
physical events or of a reduction in the digital revenue numbers. The sensitivity analysis scenarios considered changes
to the key assumptions on the discount rate by increasing rates by 100 basis points (bps) and for the LTGR by reducing rates
by 50bps.
The above sensitivities indicate management’s assessment of reasonably plausible, material changes to assumptions.
The results of the sensitivity analysis showed there remained headroom in each CGU group under all three scenarios tested.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 18. Other intangible assets
Cost
At 1 January 2021
Arising on acquisition of subsidiaries
and operations
Additions
Disposals
Exchange differences
At 1 January 2022
Reclassification
Arising on acquisition of subsidiaries
and operations
Additions1
Disposals
Exchange differences
At 31 December 2022
Amortisation
At 1 January 2021
Charge for the year
Impairment losses
Disposals
Exchange differences
At 1 January 2022
Reclassification
Charge for the year
Impairment losses
Disposals
Exchange differences
At 31 December 2022
Carrying amount
At 31 December 2022
At 31 December 2021
Database and
intellectual
property,
brand and
customer
relationships
£m
Exhibitions
and
conferences,
brand and
customer
relationships
£m
Publishing
book lists and
journal titles
£m
Intangible
software
assets
£m
Product
development
£m
Sub-total
£m
Total
£m
869.2
601.5
3,461.8
4,932.5
252.6
61.4
5,246.5
–
3.2
(0.2)
5.0
877.2
–
–
5.8
–
55.5
938.5
(576.0)
(50.2)
–
0.2
(4.0)
114.2
–
(42.3)
8.8
682.2
–
188.2
–
(228.3)
51.6
693.7
(456.0)
(19.8)
–
29.4
(3.6)
13.2
0.6
(110.3)
7.5
127.4
3.8
(152.8)
21.3
3,372.8
4,932.2
–
–
29.8
(4.2)
264.6
3,663.0
(948.3)
(198.4)
(7.9)
57.3
(4.7)
–
188.2
35.6
(232.5)
371.7
5,295.2
(1,980.3)
(268.4)
(7.9)
86.9
(12.3)
8.3
29.4
(9.8)
1.7
282.2
(6.7)
0.5
39.3
(46.6)
10.2
278.9
(148.1)
(32.6)
–
5.0
(1.2)
1.3
14.6
(6.1)
0.7
71.9
6.9
–
22.8
(61.2)
5.1
45.5
(40.8)
(8.0)
–
5.9
(0.9)
137.0
47.8
(168.7)
23.7
5,286.3
0.2
188.7
97.7
(340.3)
387.0
5,619.6
(2,169.2)
(309.0)
(7.9)
97.8
(14.4)
(630.0)
(450.0)
(1,102.0)
(2,182.0)
(176.9)
(43.8)
(2,402.7)
–
(52.8)
–
–
(41.5)
(724.3)
214.2
247.2
–
(24.6)
–
182.1
(35.9)
(328.4)
365.3
232.2
–
(198.4)
(6.0)
0.8
(97.0)
–
(275.8)
(6.0)
182.9
(174.4)
0.3
(32.5)
(0.9)
39.3
(7.0)
(1,402.6)
(2,455.3)
(177.7)
2,260.4
2,270.8
2,839.9
2,750.2
101.2
105.3
0.2
(5.7)
–
38.5
(3.1)
(13.9)
31.6
28.1
0.5
(314.0)
(6.9)
260.7
(184.5)
(2,646.9)
2,972.7
2,883.6
1. Additions includes business asset acquisitions and product development. Of the £97.7m (2021: £47.8m) total additions, the Consolidated Cash Flow
Statement shows £62.8m (2021: £34.8m) for these items with £9.8m (2021: £3.3m) for titles, brands and customer relationships, £37.9m (2021: £25.2m)
for intangible software assets and £15.1m (2021: £6.3m) of product development in relation to continuing operations. Refer to Note 14 for the cash
flows in related to discontinued operations
Intangible software assets include a gross carrying amount of £247.3m (2021: £242.1m) and accumulated amortisation
of £151.2m (2021: £148.0m) which relates to software that has been internally generated. There were additions of £37.6m
(2021: £27.3m) related to internally generated intangible assets. The Group does not have any of its intangible assets pledged
as security over bank loans. In 2022, £nil (2021: £nil) was recognised as research and development expenditure in the period.
In addition to the impairment review of goodwill a review of intangible assets identified an impairment of £6.0m (2021: £7.9m)
relating to brands and customer relationships where the recoverable amount did not support the carrying amount, and this
included selected individual events which have been discontinued.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
19. Business combinations
Cash paid/(received) on acquisitions, net of cash acquired
Current year acquisitions
Industry Dive
Prior year acquisitions including deferred and contingent payments
Skipta
China Bakery
Clinerion AG
Premiere Shows
NetLine Corporation
Black Arts Illuminated, Inc.
Novantas, Inc.
IHS Markit Database and Research portfolio
Other
Total cash paid in year, net of cash acquired
2022
£m
302.2
4.9
1.5
2.3
0.4
2.4
1.4
–
–
–
315.1
2021
£m
–
–
1.2
16.8
14.4
41.2
–
(3.3)
(3.8)
1.7
68.2
Acquisitions
To determine the value of separately identifiable intangible assets of a business combination, and deferred tax on these
intangibles, the Group is required to make estimates when utilising valuation methodologies. These methodologies include
the use of discounted cash flows, revenue forecasts and the estimates for the useful economic lives of intangible assets.
There are estimates involved in assessing what amounts are recognised as the estimated fair value of assets and liabilities
acquired through business combinations, particularly the amounts attributed to separate intangible assets such as titles,
brands, acquired customer lists and associated customer relationships. These estimates impact the amount of goodwill
recognised on acquisitions. Any provisional amounts are subsequently finalised within the 12-month measurement period,
as permitted by IFRS 3. The Group has built considerable knowledge of these valuation techniques, and for major
acquisitions, defined as when consideration is £75m or above, the Group also considers the advice of third party
independent valuers to identify and support the valuation of intangible assets arising on acquisition.
Acquisition of Industry Dive
On 1 September 2022, the Group acquired 100% of the issued share capital of Industry Dive. Industry Dive brings capabilities
in audience development and lead generation through high-quality specialist content and business journalism. With more
than 2.5m subscribers and a total engaged audience of circa 13m, it serves 24 specialist B2B markets via 27 specialist content
Dives, including BioPharma Dive, Construction Dive, Cybersecurity Dive, Food Dive, Healthcare Dive, MedTech Dive and
Waste Dive.
The cash consideration was £309.0m with total consideration including two contingent consideration arrangements.
The amount payable for the 2023 arrangement is determined by the revenue Industry Dive achieves in 2023. The 2023-2025
arrangement is payable based on Industry Dive’s revenue growth over a three-year period from 2023 to 2025. The Group has
determined a fair value of £55.0m and £71.1m at acquisition date for each of the schemes respectively, bringing total
consideration to £435.1m. There is no link between the contingent consideration and ongoing employment. The initial fair
value of both arrangements was calculated using a probability-weighted scenario approach and reflects the discounted value
of estimated payments based on estimates of future revenue of Industry Dive as at date of acquisition. The estimated range
of undiscounted payment in respect of the 2023 arrangement is £57.4m to £71.8m and for the 2023-2025 arrangement is
£113.4m to £119.7m. Subsequent remeasurement of the contingent consideration will be recorded in the Income Statement
and at year end. See Note 32 for the contingent consideration fair value at year end and sensitivity analysis performed.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
19. Business combinations continued
At 31 December 2022 amounts recognised in respect of the estimated fair value of identifiable assets acquired and liabilities
assumed in respect of this acquisition are provided below:
Acquisition intangible assets
Other intangible assets
Property and equipment
Right-of-use assets
Trade and other receivables1
Cash and cash equivalents
Trade and other payables
Tax liabilities
Deferred income
Provisions
Borrowings
Lease liabilities
Deferred tax liabilities
Total identifiable net assets acquired
Goodwill
Total consideration
1. Trade and other receivables represent the gross contractual amounts and the amounts that are expected to be collected in full.
Satisfied by:
Initial cash consideration
Contingent cash consideration (2023 arrangement)
Contingent cash consideration (2023-2025 arrangement)
Total consideration
Net cash outflow arising on acquisition
Cash paid at closing
Less: cash and cash equivalents balances acquired
Fair value
£m
188.2
0.5
0.5
4.0
15.2
6.8
(8.4)
(0.4)
(6.7)
(9.7)
(36.6)
(4.0)
(35.7)
113.7
321.4
435.1
£m
309.0
55.0
71.1
435.1
309.0
(6.8)
302.2
Included in net assets acquired are £36.6m of borrowings comprising of an interest-bearing loan. This loan was settled
by the Group on 1 September immediately following acquisition.
Acquisition intangible assets of £188.2m consists of £114.4m of customer relations fair valued using the excess earnings
income method, £64.5m of trade names fair valued using the relief from royalty method and £9.3m of content library fair
valued using the cost approach. A deferred tax liability has been recognised as a result of the recognition of these acquisition
intangible assets.
Goodwill arising from the acquisition was £321.4m representing the total consideration of £435.1m less the fair value of
the net assets acquired of £113.7m. The value of goodwill arising from the acquisition has been identified as relating to
the following factors:
• A scalable platform, which will enable the Group to expand digital services capabilities and deliver content-led services
to existing Informa B2B audiences
• Ability to launch new content Dives in markets that Informa specialises in
• Synergy opportunities and access to an experienced and skilled workforce
Goodwill recognised will be included in the Informa Tech group of CGUs. None of the goodwill recognised is expected
to be deductible for tax purposes.
Total acquisition-related costs of £11.1m were recognised within adjusting items in the Consolidated Income Statement.
The business generated revenue of £28.8m and profit after tax of £6.2m for the period from the date of acquisition
to 31 December 2022. If the acquisition had completed on the first day of the reporting period, the total revenue
from continuing operations of the Group would be £2,342.4m and profit after tax from continuing operations of
£150.6m for the year ended 31 December 2022.
198
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
20. Property and equipment
Freehold land
and buildings
£m
Leasehold
land and
buildings
£m
Equipment,
fixtures and
fittings
£m
Total property
and
equipment
£m
Cost
At 1 January 2021
Additions1
Acquisitions
Disposals
Exchange differences
At 1 January 2022
Additions1
Acquisitions
Disposals
Exchange differences
At 31 December 2022
Depreciation
At 1 January 2021
Charge for the year
Disposals
Impairment
Exchange differences
At 1 January 2022
Charge for the year
Disposals
Impairment
Exchange differences
At 31 December 2022
Carrying amount
At 31 December 2022
At 31 December 2021
3.1
–
–
–
–
3.1
–
–
–
0.1
3.2
(0.7)
–
–
–
–
(0.7)
–
–
–
–
(0.7)
2.5
2.4
67.0
1.1
0.7
(13.7)
0.2
55.3
1.1
0.5
(8.6)
4.2
52.5
(28.7)
(5.4)
13.4
(4.2)
(0.3)
(25.2)
(4.5)
8.5
0.7
(2.4)
(22.9)
29.6
30.1
1. Cash paid in relation to additions was £14.5m (2021: £6.9m)
The Group does not have any of its property and equipment pledged as security over bank loans.
21. Other investments and investments in joint ventures and associates
Investments in joint ventures and associates
The carrying value of investments in joint ventures and associates are set out below:
At 1 January
Arising on acquisition of associates (see note 22)
Arising on transfer from other investments1
Dividends received from associates
Addition in share of associates
Share of profit of associates
Share of profit/(loss) of joint ventures
Foreign exchange
At 31 December
1. Founders Forum LLP
47.2
5.9
2.1
(12.8)
1.3
43.7
13.2
–
(12.9)
5.6
49.6
(38.8)
(7.3)
12.4
(0.2)
(0.8)
(34.7)
(7.2)
12.2
0.1
(4.2)
(33.8)
15.8
9.0
2022
£m
29.1
2.0
3.9
(1.8)
–
2.0
–
0.3
35.5
117.3
7.0
2.8
(26.5)
1.5
102.1
14.3
0.5
(21.5)
9.9
105.3
(68.2)
(12.7)
25.8
(4.4)
(1.1)
(60.6)
(11.7)
20.7
0.8
(6.6)
(57.4)
47.9
41.5
2021
£m
20.0
7.0
–
(1.7)
0.6
2.6
0.4
0.2
29.1
There was no comprehensive income from joint ventures and associates. All amounts in 2022 and 2021 relate to
continuing operations.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
21. Other investments and investments in joint ventures and associates continued
The Group’s investments in joint ventures at 31 December 2022 were as follows:
Company
Independent Materials Handling Exhibitions Limited
Guzhen Lighting Expo Co., Ltd
GML Exhibition (Thailand) Co., Ltd
Guangdong International Exhibitions Ltd
Cosmoprof India Private Limited
Lloyd's Maritime Information Services Ltd
Country of
incorporation
and
operation
Class of
shares
held
Shareholding or
share of
operation
UK
China
China
China
India
UK
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
50.0%
35.7%
49.0%
27.5%
50.0%
50.0%
Division
Informa Markets
Informa Markets
Informa Markets
Informa Markets
Informa Markets
Informa Connect
No joint venture is considered individually material to the Group.
The Group’s investments in associates at 31 December 2022 were as follows:
Company
Maritime Insights & Intelligence Limited1
Independent Television News Limited
PA Media Group Ltd
Bridge Events Technologies Limited
Founders Forum LLP
Division
Informa Markets
Informa Markets
Informa Markets
Informa Connect
Informa Tech
Country of
incorporation
and
operation
Class of
shares held
Shareholding or
share of
operation
Accounting
year end
UK
UK
UK
UK
Ordinary
Ordinary
Ordinary
Ordinary
UK Membership
Interest
20.0% 31 December
20.0% 31 December
18.2% 31 December
14.9% 31 December
22.3% 31 December
1. The group also holds 23.5% of the preference shares in Maritime Insights & Intelligence Limited. See below for further detail.
No associate is considered individually material to the Group.
Other investments
The Group’s other investments at 31 December 2022 are as follows:
At 1 January
Additions of unlisted equity securities in year (see Note 22)
Addition of Preference shares (see Note 22)
Addition of convertible bond
Transfer to associates1
Fair value loss
Foreign exchange gain/(loss)
At 31 December
2022
£m
6.1
166.5
72.9
22.2
(3.9)
(8.4)
7.3
262.7
2021
£m
7.3
–
–
–
(1.0)
(0.2)
6.1
Other investments consist of investments in unlisted equity securities, preference shares and convertible bonds. On 1 June
2022 Informa completed the sale of Pharma Intelligence and retained an equity interest of 15%. The 15% equity interest is
treated as an other investment and had a fair value of £166.5m at 31 December 2022. See Note 3 for details of the key source
of estimation uncertainty involved in calculation of this fair value. Subsequent to the sale of Pharma Intelligence a distribution
of £20.6m was received from the investment.
The preference shares relate to the disposal of Maritime Intelligence (see note 22) which accrue a 12% cumulative dividend
and have an issued value of £74.2m that is repayable on a future event. The initial fair value of the preference shares was
calculated using a probability-weighted scenario approach given judgement in the time-period for which these preference
shares may be held (level 3 instrument). The valuation of the preference shares involves unobservable assumptions
with the most significant of these being the discount rate. The £72.9m fair value is based on a discount rate of 12.6%.
Sensitivities have been run on the discount rate, with a 0.5% change being considered a reasonable possible change
for the purposes of sensitivity analysis. A 12.1% discount rate would result in a fair value of £74.0m while a discount rate
of 13.1% would result in a fair value of £71.8m.
200
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued The convertible bond relates to the acquisition of a BolognaFiere (BF) bond in December 2022. The convertible bond has a
six-year maturity and pays semi-annual interest at 395bps above Euribor. The Group has the right to convert, in whole or in
part, into BF ordinary equity shares after the second anniversary of issuance onwards. On initial recognition the bond was
recognised at a par fair value of €25m (£22.2m). The fair value of the bond at 31 December 2022 was considered to be €25m
(£22.2m). The calculation of the convertible bond’s fair value was not considered to be a key source of estimation uncertainty.
The key unobservable input for the convertible bond calculation is the discount rate. A movement in the unobservable input
would not result in a significantly higher or lower fair value.
22. Disposal of subsidiaries and operations
During the year, the Group generated the following profit on disposal of subsidiaries and operations, with the disposal
of Pharma Intelligence, EPFR and Maritime Intelligence shown in discontinued operations:
Continuing operations
Barbour EHS
Barbour ABI
Asset Intelligence
Informa Markets Trust
Life Sciences media brands portfolio
Agribusiness Intelligence portfolio
PR Newswire
Media assets portfolio
Other operations profit/(loss) on disposal
Profit for the year from disposal of subsidiaries and operations before tax
Tax charge on disposal of subsidiaries and operations
Profit for the year from disposal of subsidiaries and operations after tax
Discontinued operations
Profit/(loss) for the year from disposal of Pharma Intelligence
Profit for the year from disposal of EPFR
Profit for the year from disposal of Maritime Intelligence
Profit/(loss) for the year from disposal of subsidiaries and operations before tax
Tax charge on disposal of subsidiaries and operations
Profit/(loss) for the year from disposal of subsidiaries and operations after tax
2022
£m
–
2.0
–
–
–
–
2.0
7.6
–
11.6
–
11.6
2022
£m
1,352.2
111.1
277.0
1,740.3
(275.7)
1,464.6
2021
£m
16.3
28.3
71.0
(3.5)
0.2
(0.2)
–
–
(0.3)
111.8
(40.6)
71.2
2021
£m
(0.7)
–
–
(0.7)
–
(0.7)
Note
14
14
14
Details of the sale of Pharma Intelligence
The sale of Pharma Intelligence completed on 1 June 2022. The carrying amounts of assets and liabilities of Pharma Intelligence
as at the date of sale 1 June 2022 were:
Goodwill1
Acquisition intangible assets
Other intangible assets
Property, plant and equipment
Right-of-use assets
Trade and other receivables
Cash and cash equivalents
Trade and other payables
Deferred income
Current tax liability
Lease liabilities
Deferred tax liabilities
Net assets
As at 1 June
2022
£m
424.5
49.6
17.9
0.2
0.5
38.0
0.1
(23.2)
(59.5)
(1.4)
(0.5)
(20.3)
425.9
1. Goodwill has been allocated from the Intelligence division’s group of CGUs to the separate Intelligence businesses based on their relative fair values
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 22. Disposal of subsidiaries and operations continued
Consideration and profit on disposal
Cash
Fair value of equity shares (see Note 21)
Total disposal consideration
Carrying amount of net assets sold
Costs of disposal
Exchange movements recycled to the Income Statement
Profit on disposal before tax
Tax expense
Profit on disposal included in discontinued operations
£m
1,664.9
166.5
1,831.4
(425.9)
(54.7)
1.4
1,352.2
(237.8)
1,114.4
The costs of disposal include a loss of £21.0m related to the transitional services agreement and the costs of separation
of the business.
In the 2022 Group half-year results a profit on disposal of £1,132.5m was reported. The changes since half year have mainly been
driven by completion account adjustments impacting consideration and an update to tax balances disposed of in net assets.
Net cash inflow arising on disposal
Cash consideration
Less: cash and cash equivalents balances disposed
As at 1 June
2022
£m
1,664.9
(0.1)
1,664.8
Details of the sale of EPFR
The sale of EPFR completed on 3 October 2022. The carrying amounts of assets and liabilities of EPFR as at the date of sale
3 October 2022 were:
Goodwill1
Other intangible assets
Trade and other receivables
Trade and other payables
Deferred income
Net assets
As at
3 October
2022
£m
42.1
3.2
4.1
(0.3)
(9.5)
39.6
1. Goodwill has been allocated from the Intelligence division’s group of CGUs to the separate Intelligence businesses based on their relative fair values
Consideration and profit on disposal
Cash
Total disposal consideration
Carrying amount of net assets sold
Costs of disposal
Profit on disposal before tax
Tax expense
Profit on disposal included in discontinued operations
The costs of disposal include a loss of £2.5m related to the transitional services agreement.
Net cash inflow arising on disposal
Cash consideration
£m
165.2
165.2
(39.6)
(14.5)
111.1
(37.9)
73.2
As at
3 October
2022
£m
165.2
202
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Details of the sale of Maritime Intelligence
The sale of Maritime Intelligence completed on 1 December 2022. The carrying amounts of assets and liabilities of Maritime
Intelligence as at the date of sale 1 December 2022 were:
Goodwill1
Other intangible assets
Property, plant and equipment
Trade and other receivables
Trade and other payables
Deferred income
Current tax liabilities
Net assets
As at
1 December
2022
£m
89.8
5.4
0.1
9.2
(2.6)
(17.0)
(0.5)
84.4
1. Goodwill has been allocated from the Intelligence division’s group of CGUs to the separate intelligence businesses based on their relative fair values
Consideration and profit on disposal
Cash
Fair value of retained equity (see Note 21)
Fair value of preference shares (see Note 21)
Total disposal consideration
Carrying amount of net assets sold
Costs of disposal
Profit on disposal before tax
Profit on disposal included in discontinued operations
The costs of disposal include a loss of £3.0m related to the transitional services agreement.
Net cash inflow arising on disposal
Cash consideration
£m
302.5
2.0
72.9
377.4
(84.4)
(16.0)
277.0
277.0
As at
1 December
2022
£m
302.5
302.5
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 23. Deferred tax
Key assumptions and headroom
Accelerated capital allowances
Intangibles
Pensions
Losses
Other
The movement in deferred tax balance during the year is:
Net deferred tax liability at 1 January
Charge/(credit) to other comprehensive income for the year
Acquisitions and additions
Disposals
Charge/(credit) to profit or loss for the year
Foreign exchange movements
Net deferred tax liability at 31 December
Consolidated
Balance Sheet at
31 December
Consolidated Income
Statement year ended
31 December
2022
3.3
633.4
(1.7)
(71.7)
(32.2)
531.1
2021
1.7
613.7
(3.6)
(157.0)
(33.0)
421.8
2022
0.7
(39.9)
0.7
100.3
5.0
66.8
2022
£m
421.8
(2.6)
35.7
(20.3)
66.8
29.7
531.1
2021
1.4
(29.7)
0.8
25.3
8.9
6.7
2021
£m
394.8
10.3
25.2
(15.5)
6.7
0.3
421.8
2021
£m
422.5
(0.7)
421.8
Certain deferred tax assets and liabilities have been offset. The analysis of deferred tax balances for the Consolidated
Balance Sheet is set out below:
Deferred tax liability
Deferred tax asset
2022
£m
532.9
(1.8)
531.1
Deferred tax assets have been recognised because, based on the Group’s current forecasts, it is expected that there will be
taxable profits against which these assets can be utilised.
The Group has the following unused tax losses in respect of which no deferred tax assets have been recognised:
• £264.8m (2021: £264.8m) of UK tax losses
• £95.7m (2021: £89.7m) of US Federal tax losses which expire between 2024 and 2037. In addition, there are unrecognised
deferred tax assets in respect of US State tax losses of £9.6m (2021: £8.6m)
• £268.2m (2021: £251.6m) of UK capital losses which are only available for offset against future capital gains
• £5.7bn (2021: £5.5bn) of Luxembourg tax losses
• £31.2m (2021: £24.7m) of Brazilian tax losses
• £72.0m (2021: £64.0m) of tax losses in other countries
Other than as noted above, none of the losses are due to expire. No deferred tax has been recognised in respect of these
tax losses as it is not considered probable that these losses will be utilised. This assessment has been made on the basis of
the latest financial forecasts for the Group which set out management’s expectations of the profit before tax in each of the
relevant jurisdictions.
In addition, the Group has unrecognised deferred tax assets in relation to other deductible temporary differences of £0.4m
(2021: £0.4m). No deferred tax assets have been recognised in respect of these amounts as it is not considered probable
that they will be utilised.
No liability has been recognised in relation to withholding tax on undistributed earnings of subsidiaries 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. The amount of withholding tax for which deferred tax liabilities have not been
recognised was £3.8m (2021: £3.6m). The gross temporary differences associated with investments in subsidiaries amount
in aggregate to £3.8bn.
204
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
24. Trade and other receivables
Current
Trade receivables
Less: provision
Trade receivables net
Other receivables
Accrued income
Prepayments
Total current
Non-current
Other receivables
Less: provision
Other receivables net
2022
£m
334.4
(45.0)
289.4
42.0
43.9
85.1
460.4
50.3
(0.6)
49.7
510.1
2021
£m
275.0
(49.1)
225.9
20.5
37.7
74.7
358.8
30.5
(6.8)
23.7
382.5
As a result of the Pharma Intelligence disposal an agreement with the Trustees of the UK schemes to accelerate agreed
deficit repair contributions for the UK schemes was agreed. This resulted in a contribution of £28.2m into an escrow fund,
with payment from this fund to the pension schemes being dependent on the future financial strength of the UK pension
schemes. This escrow fund is included within non-current other receivables for 2022 and operating cash flows in the
cash flow statement.
The average credit period taken on sales of goods is 54 days (2021: 58 days). Under the normal course of business, the Group
does not charge interest on its overdue receivables.
The Group’s exposures to credit risk and impairment losses related to trade and other receivables are disclosed in Note 34.
The Directors consider that the carrying amount of trade and other receivables approximates to their fair value.
25. Derivative financial instruments
Financial assets – non-current
Cross currency swaps
Currency forwards
Financial liabilities – current
Currency forwards
Financial liabilities – non-current
Cross currency swaps designated in a hedging relationship
2022
£m
–
2.2
2.2
(1.1)
(1.1)
(168.1)
(168.1)
2021
£m
3.4
–
3.4
(0.4)
(0.4)
(40.7)
(40.7)
Cross currency swaps that are associated with debt instruments are included within net debt (see Note 28). £nil (2021: £3.4m)
derivative financial assets and £168.1m (2021: £40.7m) derivative financial liabilities are in hedging relationships; please refer
to Note 34 for details. Currency forwards are also included in net debt.
26. Inventory
Work in progress
Finished goods and goods for resale
2022
£m
6.6
22.2
28.8
2021
£m
7.9
19.5
27.4
The write-down of inventory during the year amounted to a £0.6m credit (2021: £2.1m debit). The cost of inventories recognised
as a cost of sales expense during the year was £31.8m (2021: £27.3m).
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
27. Reconciliation of movement in net debt for the year ended 31 December 2022
Increase in cash and cash equivalents in the year (including cash acquired)
Cash flows from net drawdown of borrowings, derivatives and lease liabilities associated with debt
Change in net debt resulting from cash flows
Non-cash movements including foreign exchange
Movement in net debt in the period
Net debt at beginning of the year
Net lease additions in year
Net debt at end of the year
2022
£m
1,158.4
244.8
1,403.2
(201.4)
1,201.8
(1,434.6)
(11.8)
(244.6)
2021
£m
585.9
34.3
620.2
(6.4)
613.8
(2,029.6)
(18.8)
(1,434.6)
28. Movements in net debt
Net debt consists of cash and cash equivalents and includes bank overdrafts when applicable, borrowings, derivatives
associated with debt instruments, finance leases, lease liabilities, deferred borrowing fees and other loan note receivables
(excluding fair value through profit or loss items and amounts held in escrow) where these are interest bearing and do not
relate to deferred contingent arrangements.
Cash and cash equivalents
Other financing assets
Derivative assets associated with borrowings
Finance lease receivables
Total other financing assets
Other financing liabilities
Bond borrowings due in more than one year
Bank loans due in more than one year
Bond borrowing fees
Bank loan fees due in more than one year
Derivative liabilities associated with borrowings
Lease liabilities
Acquired debt (Note 19)
Bond borrowings due in less than one year
Total other financing liabilities
Total net financing liabilities
At
1 January
2022
£m
884.8
Non-cash
Movements
£m
Cash flow
£m
Exchange
movements
£m
At
31 December
2022
£m
–
1,158.4
82.6
2,125.8
3.4
6.4
9.8
(1.2)
1.9
0.7
(2,001.3)
398.4
(36.8)
12.1
3.4
(40.7)
(265.9)
–
–
(2,329.2)
(2,319.4)
–
(3.3)
(1.1)
(127.4)
(13.7)
(36.6)
(398.4)
(182.1)
(181.4)
–
(1.5)
(1.5)
177.2
0.4
–
–
–
32.1
36.6
–
246.3
244.8
–
(0.1)
(0.1)
(86.6)
(4.9)
–
0.1
–
(22.9)
–
–
(114.3)
(114.4)
2.2
6.7
8.9
(1,512.3)
(41.3)
8.8
2.4
(168.1)
(270.4)
–
(398.4)
(2,379.3)
(2,370.4)
Net debt
(1,434.6)
(181.4)
1,403.2
(31.8)
(244.6)
206
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
Cash and cash equivalents
Other financing assets
Derivative assets associated with borrowings
Finance lease receivables
Total other financing assets
Other financing liabilities
Bond borrowings due in more than one year
Bank loans due in more than one year
Bond borrowing fees
Bank loan fees due in more than one year
Derivative liabilities associated with borrowings
Lease liabilities
Total other financing liabilities
Total net financing liabilities
At
1 January
2021
£m
299.4
Non-cash
Movements
£m
–
Exchange
movements
£m
At
31 December
2021
£m
(0.5)
884.8
Cash flow
£m
585.9
44.6
7.9
52.5
(2,111.1)
–
15.3
2.6
(7.5)
(280.8)
(2,381.5)
(2,329.0)
(41.2)
0.3
(40.9)
–
(35.2)
(3.6)
0.6
(33.2)
(19.1)
(90.5)
(131.4)
–
(1.9)
(1.9)
–
0.1
0.4
0.1
–
35.6
36.2
34.3
–
0.1
0.1
109.8
(1.7)
–
0.1
–
(1.6)
106.6
106.7
3.4
6.4
9.8
(2,001.3)
(36.8)
12.1
3.4
(40.7)
(265.9)
(2,329.2)
(2,319.4)
Net debt
(2,029.6)
(131.4)
620.2
106.2
(1,434.6)
Included within the net cash flow of £1,403.2m (2021: inflow of £620.2m) is £0.4m (2021 £0.1m) of loan repayments.
Bank loans include the Curinos debt acquired as part of the Novantas transaction in 2021, representing £36.8m ($50.0m)
of a drawn loan facility less finance fees of £1.6m ($2.2m). There are total loan facilities available relating to Curinos of up to
$110.0m of which $60.0m has a six-year maturity from May 2022 and $50.0m has a maturity date no later than 28 May 2027.
EMTN buyback
On 9 September 2022 the Group repaid €200m of the Euro Medium Term Notes (EMTN) due for repayment in July 2023 at
a 0.15% premium.
29. Cash and cash equivalents
Cash and cash equivalents
2022
£m
2,125.8
2021
£m
884.8
The Group’s exposure to interest rate risks and a sensitivity analysis for financial assets and liabilities are disclosed in Note 34.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
30. Borrowings
Total borrowings, excluding derivative assets and liabilities associated with borrowings, are as follows:
Current
Euro Medium Term Note (€450.0m) – due July 2023
Bank borrowings – revolving credit facility
Total current borrowings
Non-current
Bank borrowings – revolving credit facility
Bank borrowings – other
Bank debt issue costs
Bank borrowings – non-current
Euro Medium Term Note (€450.0m) – due July 20231
Euro Medium Term Note (€700m) – due October 2025
Euro Medium Term Note (£450.0m) – due July 2026
Euro Medium Term Note (€500.0m) – due April 2028
EMTN borrowings issue costs
EMTN borrowings – non-current
Total non-current borrowings
Total borrowings
Note
28
28
28
2022
£m
398.4
–
398.4
–
41.3
(2.4)
38.9
–
619.7
450.0
442.6
(8.8)
2021
£m
–
–
–
–
36.8
(3.4)
33.4
545.0
587.0
450.0
419.3
(12.1)
1,503.5
1,542.4
1,940.8
1,989.2
2,022.6
2,022.6
1. €200m of this note was repaid in 2022; prior to that the note was for €650m
There are no financial covenants on any Group level borrowings. The Group does not have any of its property and equipment
and other intangible assets pledged as security over loans.
The average debt maturity on our drawn borrowings is currently 3.1 years (2021: 3.9 years). The Group maintains the
following lines of credit:
• £1,020.0m (2021: £1,050.0m) non-current revolving credit facility, of which £nil (2021: £nil) was drawn down at 31 December 2022.
£30m (2021: £nil) current revolving credit facility of which £nil (2021: £nil) was drawn down at 31 December 2022.
Interest is payable at SONIA or SOFR plus a margin.
• £91.2m (2021: £81.4m) of Curinos bank borrowings, of which £40.9m (2021: £36.8m) was drawn at 31 December 2022.
Interest is payable at other offering rates plus a margin.
• £54.9m (2021: £52.6m) comprising a number of bilateral bank uncommitted facilities that can be drawn down to meet
short-term financing needs, of which £nil (2021: £nil) was drawn at 31 December 2022. These facilities consist of £10.0m
(2021: £10.0m), USD 22.3m (2021: USD 22.3m), AUD 1.0m (2021: AUD 1.0m), CAD 2.0m (2021: CAD 2.0m), SGD 2.3m
(2021: SGD 2.3m) and INR 360m (2021: nil). Interest is payable at the local base rate plus a margin.
• Four bank guarantee facilities comprising in aggregate up to USD 10.0m (2021: USD 10.0m), €0.9m (2021: €0.9m),
£14.1m (2021: £14.1m) and AUD nil (2021: AUD 1.5m).
The effective interest rate on total borrowing for the year ended 31 December 2022 was 3.0% (2021: 2.9%).
The Group’s exposure to liquidity risk is disclosed in note 34(g).
EMTN buyback
On 9 September 2022, the Group repaid €200m of the Euro Medium Term Notes due for repayment in July 2023 at
a 0.15% premium.
208
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
31. Provisions
At 1 January 2021
Increase in year
Acquisitions of subsidiaries
Utilisation
Release
At 1 January 2022
Increase in year
Acquisitions of subsidiaries
Utilisation
Release
At 31 December 2022
2022
Current liabilities
Non-current liabilities
2021
Current liabilities
Non-current liabilities
Acquisition
and
integration
£m
Property
leases
£m
Restructuring
provision
£m
Onerous
contract
provision
£m
Other
provision
£m
0.8
11.9
–
(12.3)
(0.1)
0.3
25.8
–
(22.9)
(3.2)
–
–
–
0.3
–
32.1
12.3
(0.1)
(8.9)
(4.9)
30.5
4.1
–
(5.5)
(11.1)
18.0
4.7
13.3
6.1
24.4
21.0
4.5
(0.2)
(22.5)
(2.0)
0.8
0.8
–
(0.4)
(0.9)
0.3
0.3
–
0.8
–
3.1
9.4
–
(10.9)
–
1.6
18.7
–
(3.5)
(0.8)
16.0
16.0
–
1.6
–
25.8
0.3
1.5
(2.0)
(7.1)
18.5
9.8
9.7
(5.7)
(4.0)
28.3
9.1
19.2
7.3
11.2
Total
£m
82.8
38.4
1.2
(56.6)
(14.1)
51.7
59.2
9.7
(38.0)
(20.0)
62.6
30.1
32.5
16.1
35.6
Acquisition and integration provisions relate to the costs and fees incurred in acquiring businesses and subsequently integrating
these into the Group. Of the £25.8m increase in the year £13.4m relates to the acquisition of Industry Dive and the remaining
£12.4m is associated with the integration of Curinos, Netline, Clinerion and in-year acquisitions.
The £4.1m property lease increase in the year relates to provisions for the future costs excluding rental costs of a number
of office properties that have been permanently vacated. These provisions will be utilised over the course of the remaining
leases. The majority of the provisions are expected to be utilised as follows: £4.7m within one year, £12.5m in two to five years
and £0.8m after five years. The remaining balance is attributable to a number of smaller provisions, with the last utilisation
expected by 31 December 2030.
Onerous contract provisions primarily relate to £15.1m future costs that are to be incurred in carrying out the transitional
services agreements that were signed upon disposal of the Intelligence businesses and the remaining £0.9m balance relates
to onerous contract for events which have been cancelled or postponed as a result of COVID-19 and for which the costs
cannot be recovered.
Other provisions primarily consist of legal and various other claims. Of the £19.2m non-current provision, £15.3m is expected
to be utilised within three years with the remaining £3.9m within five years. The £9.7m for acquisition of subsidiaries within
other provisions includes £8.1m relating to US sales tax.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
32. Contingent consideration
At 1 January 2021
Increase in year
Acquisitions of subsidiaries
Utilisation
At 1 January 2022
Increase in year
Acquisitions of subsidiaries
Currency translation
Utilisation
At 31 December 2022
2022
Current liabilities
Non-current liabilities
2021
Current liabilities
Non-current liabilities
Contingent
consideration
£m
6.7
4.2
5.4
(1.6)
14.7
5.7
126.1
(3.9)
(9.3)
133.3
4.1
129.2
7.1
7.6
The contingent consideration is based on future business valuations, revenue growth and profit multiples (Level 3 fair
value measurements) and has been estimated on an acquisition-by-acquisition basis using available forecasts (a significant
unobservable input). The higher the forecast, the higher the fair value of any contingent consideration (subject to any
maximum payout clauses).
The £126.1m addition in the year relates to the Industry Dive acquisition as detailed in Note 19. At year end the fair value
of the 2023 arrangement was £55.0m and the 2023-2025 arrangement was £70.3m, totalling £125.3m. The decrease was the
result of a movement in the discount rate and USD to GBP exchange movement since acquisition with no change in estimated
revenue since acquisition. The Directors have identified the estimate of Industry Dive’s future revenues as having a significant
risk of a material adjustment to the £125.3m fair value of contingent consideration within the next financial year, including
the period outside of the measurement period. The Group has performed sensitivity analysis of reasonably possible changes
in the revenue achieved each year. A 5% decrease in the estimated revenue in 2023 would cause a £17.3m decrease in the
fair value while a 5% increase would cause an £8.8m increase in the fair value for the 2023 arrangement. For the 2023-2025
arrangement a 5% decrease in the estimated revenue growth over the period 2023-2025 would cause a £6.0m decrease
while a 5% increase would cause a £4.3m increase in the fair value assuming no change from the estimated 2023 revenue.
33. Trade and other payables and deferred income
Trade and other payables
Current
Deferred consideration
Trade payables1
Accruals
Share buyback liability2
Other payables
Total current
Non-current
Deferred consideration
Other payables
Total non-current
2022
£m
0.6
139.2
372.7
75.0
74.4
661.9
0.5
15.8
16.3
678.2
2021
£m
4.1
123.0
320.7
–
49.5
497.3
0.4
17.1
17.5
514.8
1. Included within trade payables is a £6.8m (2021: £3.7m) refund liability relating to amounts which may need to be repaid for cancelled or postponed events
2. The share buyback liability reflects the maximum liability for the purchase of the Company’s own shares through to the conclusion of the Group’s
closed period on 8 March 2023 following an irrevocable instruction issued to the Group’s broker in connection with the previously announced share
buyback programme
210
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs. The average
credit period taken for trade purchases is 45 days (2021: 50 days). There are no suppliers who represent more than 10%
of the total balance of trade payables in either 2022 or 2021. The Group has financial risk management policies in place to
ensure that all payables are paid within the credit timeframe. 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 is approximate
to their fair value.
Deferred income
Total current
Total non-current
Total
2022
£m
834.5
2.3
836.8
2021
£m
725.5
5.4
730.9
Deferred income relates to payments received or to be received in advance of the satisfaction of a performance obligation.
Non-current amounts relate to payments in advance received or to be received for biennial and triennial events and exhibitions.
34. Financial instruments
(a) Financial risk management
The Group has exposure to the following risks from its use of financial instruments:
• 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 risk management policies. The Treasury Committee meets regularly and reports 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. These risks include
market risk (including currency risk, interest risk and price risk), credit risk and liquidity risk.
The Treasury Committee has put in place policies to identify and analyse the financial risks faced by the Group and has
set appropriate limits and controls. These policies provide written principles on funding investments, 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 the Internal Audit function, which undertakes both regular and ad hoc
reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.
Capital risk management
The Group manages its capital to ensure that the Group is able to continue as a going concern while maximising the return
to stakeholders and supporting the future development of the business. In order to maintain or adjust the capital structure,
the Group may suspend or 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 30), cash and cash equivalents
(note 29), and equity attributable to equity holders of the parent, comprising issued capital (Note 37), 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.
Informa leverage ratio
There are no financial covenants on our Group level debt facilities in issue at 31 December 2022. There are financial
covenants over £41.3m ($49.3m) of drawn borrowings in the Curinos business and at 31 December 2022 all financial
covenants were met.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 34. Financial instruments continued
(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 2.
Financial assets
Trade receivables
Other receivables
Finance lease receivables
Cash and cash equivalents
Derivative assets
Other investments
Total financial assets
Financial liabilities
Bank borrowings
Bond borrowings
Lease liabilities
Derivative liabilities
Trade payables
Accruals
Other payables
Share buyback liability
Deferred consideration
Contingent consideration
Total financial liabilities
Notes
24
24
40
29
25
21
30
30
40
25
33
33
33
33
33
32
2022
£m
289.4
42.0
6.7
2,125.8
2.2
262.7
2021
£m
225.9
44.2
6.4
884.8
3.4
6.1
2,728.8
1,170.8
38.9
1,901.9
33.4
1,989.2
270.4
169.2
139.2
215.7
90.2
75.0
1.1
133.3
3,034.9
265.9
41.1
123.0
244.0
66.6
–
4.5
14.7
2,782.4
(c) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange and interest rates, will affect the Group’s income
or the value of its holdings of financial instruments.
The Group manages these risks by maintaining a mix of fixed and floating rate debt and currency borrowings using derivatives
where necessary. 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
adverse effects on the Group’s financial performance. Risk management is carried out by a central Treasury function under
policies approved by the Board of Directors. There has been no change to the Group’s exposure to market risks or the manner
in which these risks are managed and measured.
(d) Interest rate risk
The Group has no significant interest-bearing assets at floating rates, except cash and the convertible bond, but 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 or converted to fixed rates expose the Group to
fair value interest rate risk.
The interest rate risk is managed by maintaining an appropriate mix of fixed and floating rate borrowings and by the use of
interest rate swap contracts. The Group’s exposures to interest rates on financial assets and financial liabilities are detailed
in the liquidity risk section of this note.
212
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
The following table details financial liabilities by interest category:
2022
2021
Fixed rate
£m
Floating rate
£m
Non-interest
bearing
£m
Bank borrowings
Bond borrowings
Lease liabilities
Derivatives liabilities
Trade payables
Accruals
Other payables
Share buyback liability
Deferred consideration
Contingent consideration
–
1,901.9
270.4
169.2
–
–
–
–
–
38.9
–
–
–
–
–
–
–
–
2,341.3
38.9
–
–
–
–
139.2
215.7
90.2
75.0
1.1
133.3
654.5
Total
£m
38.9
270.4
169.2
139.2
215.7
90.2
75.0
1.1
133.3
3,034.9
Fixed rate
£m
Floating rate
£m
Non-interest
bearing
–
33.4
1,901.9
1,989.2
–
–
–
–
123.0
244.0
66.6
–
4.5
14.7
Total
33.4
1,989.2
265.9
41.1
123.0
244.0
66.6
–
4.5
14.7
–
–
–
–
–
–
–
–
–
265.9
41.1
–
–
–
–
–
–
2,296.2
33.4
452.8
2,782.4
Interest rate sensitivity analysis
98% (2021: 99%) of total borrowings are at fixed interest rates; hence the Group’s interest rate sensitivity would only be affected
by the exposure to variable rate debt.
If interest rates had been 100 bps higher or lower and all other variables were held constant, the Group’s profit for the year
would have decreased or increased by £0.4m (2021: £0.3m).
Financial assets are both fixed and floating interest rate bearing but are an insignificant balance in total and therefore any
interest received on these amounts is immaterial to the group.
Should interest rates fluctuate by a different rate to those disclosed, the impact can be linearly interpolated.
(e) Foreign currency risk
The Group is a business with significant net USD or currencies pegged to USD transactions; hence exposures to exchange rate
fluctuations arise.
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 USD.
This policy has the effect of partially protecting the Group’s Consolidated Balance Sheet from movements in those currencies
to the extent that the associated net assets are hedged by derivatives.
The carrying amounts of the Group’s foreign currency denominated assets and liabilities at the reporting date are as follows:
USD
EUR
CNY
Other
Assets
Liabilities
2022
£m
1,421.1
37.4
104.4
1,144.8
2,707.7
2021
£m
963.0
41.3
105.1
180.3
2022
£m
(1,074.1)
(1,989.8)
(89.3)
(520.5)
2021
£m
(650.1)
(1,682.4)
(119.8)
(927.4)
1,290.3
(3,673.7)
(3,379.7)
Cross currency interest rate swaps are used to hedge the Group’s net investments in foreign subsidiaries which resulted in
a gain of £121.3m (2021: gain of £48.2m) being recognised through other comprehensive income.
USD
Euro
Average rate
Closing rate
2022
1.24
1.17
2021
1.38
1.16
2022
1.21
1.13
2021
1.35
1.19
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
34. Financial instruments continued
Foreign currency sensitivity analysis
In 2022, on continuing and discontinued operations, approximately 65% (2021: 58%) of Group revenue was received in
USD or currencies pegged to USD. Similarly, on continuing and discontinued operations we incurred approximately 54%
(2021: 48%) of our costs in USD or currencies pegged to USD. For continuing and discontinued operations, each one cent
($0.01) movement in the USD to GBP exchange rate has a circa £13m (2021: circa £8m) impact on annual revenue, and a
circa £5m (2021: circa £3m) impact on annual adjusted operating profit. Should exchange rates fluctuate by a different
rate to those disclosed, the impact can be linearly interpolated.
Derivatives designated in hedge relationships
Cross currency swaps – derivative financial assets
Cross currency swaps – derivative financial liabilities
2022
£m
–
(168.1)
2021
£m
3.4
(40.7)
There are cross currency swaps over the EMTN borrowings where the Company receives the following:
• A fixed rate of interest for £450.0m of EMTN borrowings with a maturity of July 2026 and pays a fixed rate of interest
for $588.9m
• A fixed rate of interest on €150.0m of EMTN borrowings with a maturity of July 2023 and pays a fixed rate of interest
for $174.1m
• A fixed rate of interest on €500m of EMTN borrowings with a maturity of April 2028 and pays a fixed rate of interest
for $551.6m
• A fixed rate of interest on €700.0m of EMTN borrowings with a maturity of October 2025 and pays a fixed rate of interest
for $821.6m
At 31 December 2022, the fair value of these swaps was a net financial liability of £168.1m (2021: liability £37.3m); of these
amounts a £167.5m liability (2021: £19.5m asset) was designated in a net investment hedge relationship and a £0.6m
(2021: £56.8m) liability was designated in a cash flow hedge relationship. In September 2022, we made an early repayment
of €200.0m of the EMTN borrowings with a maturity of July 2026 which had no impact on hedge effectiveness.
The cross currency swaps in place are used to hedge against foreign exchange movements in relation to translation of foreign
net investments and for future cash flow repayments of EUR debt. As such, the cross currency swaps have been separated into
synthetic cross currency swaps, whereby the EUR to GBP legs are hedging the cash flow risk on the EUR debt and GBP to USD
legs are hedging foreign currency risk relating to net investments. There are also €300m of foreign currency borrowings used
in the net investment hedge.
The result of the synthetic cross currency swaps has been to swap €1,350.0m to £1,200.2m to hedge the cash flow risk at an
average foreign exchange rate of €1.12:£1 and additionally £1,200.2m to $1,547.3m to hedge the foreign currency risk at an
average foreign exchange rate of $1.29:£1.
The net investment hedge reserve at 31 December 2022 was £230.3m (2021: £130.6m), of which £92.1m (2021: £57.0m) related
to discontinued hedges. Fair value gains during the year were £173.3m (2021: £59.6m) in respect of the hedged instruments,
and a loss of £188.1m (2021: £17.2m) in respect of the hedged items.
The cash flow hedge reserve at 31 December 2022 was £26.1m (2021: £55.9m). Fair value gains during the year were £33.3m
(2021: £37.0 loss) in respect of the hedged instruments, and a loss of £63.1m (2021: £91.5m gain) in respect of the hedged items.
The main source of ineffectiveness in the above hedging relationships is the effect of the Group’s own and counterparty credit
risk on the fair value of the cross currency swaps, which is not reflected in the fair value of the hedged item that is exposed to
change in foreign exchange rates, the change in value of the hedged item used as the basis for recognising hedge ineffectiveness
for the period. No other significant sources of ineffectiveness have emerged from these hedging relationships.
These hedges were assessed to be highly effective at 31 December 2022 with no amounts recognised in the Income Statement.
214
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued (f) Credit risk
The Group’s principal financial assets are trade and other receivables (Note 24) and cash and cash equivalents (Note 29),
which represent the Group’s maximum exposure to credit risk in relation to financial assets.
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 assessing creditworthiness of counterparties as a means of mitigating the risk of financial
loss from defaults.
The Group’s exposure and the creditworthiness of its counterparties are continuously monitored, and the aggregate value
of transactions concluded is spread among approved financial institutions. Credit exposure is controlled by counterparty
limits that are reviewed and approved as part of the Group’s treasury policies.
Predominantly all of the Group’s cash and cash equivalents are held in investment grade counterparties; where this is not
the case approval is required by the Group Treasury Committee.
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.
Trade receivables
The Group’s credit risk is primarily attributable to its trade receivables and the amounts presented in the Consolidated
Balance Sheet are net of the expected credit loss (ECL). 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 Group does not have significant credit risk exposure to any single counterparty or
any group of counterparties having similar characteristics. Concentration of credit risk did not exceed 5% of gross trade
receivables at any time during the year.
All customers have credit limits set by credit managers and are subject to the standard terms of payment of each Division.
Informa Markets, Informa Connect, Informa Intelligence, Omdia and the journals subscriptions part of the Taylor & Francis
Division operate predominantly on a prepaid basis 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 Group recognises lifetime ECL for trade receivables using a provisioning matrix. The ECL is estimated based on the
Group’s historical credit loss experience where for non-event receivables a 50% provision is made over 180 days based on
due date and 100% provision is made over 270 days, and a 100% provision is made for event receivables three months post
event date. This is then adjusted for factors that are specific to the debtors, general economic conditions and an assessment
of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where
appropriate. The carrying amount is reduced by the ECL through the use of a provision account. The Group writes off a
trade receivable against the provision account when the receivable is considered uncollectible. This occurs when the debtor
is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under
liquidation or has entered into bankruptcy proceedings. None of the trade receivables that have been written off are
subject to enforcement activities. Subsequent recoveries of amounts previously written off are credited against the
provision account. Changes in the carrying amount of the provision are recognised in the Consolidated Income Statement.
The Directors consider that the carrying amount of trade and other receivables approximates to their fair value.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 34. Financial instruments continued
Ageing of trade receivables:
Not past due
Past due 0–30 days
Past due over 31 days
Books provision (see below)
Total
Gross
2022
£m
152.6
85.0
98.2
335.8
–
335.8
Provision
2022
£m
–
–
(29.0)
(29.0)
(16.0)
(45.0)
Gross
2021
£m
123.1
59.8
92.1
275.0
–
275.0
Provision
2021
£m
–
–
(30.3)
(30.3)
(18.8)
(49.1)
Trade receivables that are less than three months past the date due for payment are generally not considered impaired.
Of the gross trade receivables balance of £335.8m (2021: £275.0m), £17.2m (2021: £24.9m) was more than three months past
the due date for payment. The Group believes 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 which are yet to be paid for of £16.0m (2021: £18.8m) has been disclosed separately
in the table above. This is based on the Group’s best estimate of returns for future periods, taking account of returns trends,
and the amount is included as part of the overall provision balance of £45.0m (2021: £49.1m).
Movement in the provision:
1 January
Provision recognised
Receivables written off as uncollectible
Amounts recovered during the year
31 December
2022
£m
49.1
18.3
(9.6)
(12.8)
45.0
2021
£m
47.7
18.5
(7.1)
(10.0)
49.1
There are no customers who represent more than 5% of the total gross balance of trade receivables in either 2022 or 2021.
Non-current other receivables
Non-current other receivables mainly arise from disposals made in the current and prior years. The movement in the provision
representing the ECL on non-current other receivables is as follows:
1 January
Provision released
31 December
2022
£m
6.8
(6.2)
0.6
2021
£m
6.8
–
6.8
We have considered the credit risk of non-current other receivables and do not consider there to be any additional risk.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
(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 with
oversight by the Treasury Committee. Group Treasury has built an appropriate liquidity risk management framework for
the management of the Group’s short, medium and long-term funding. The Group manages liquidity risk by maintaining
adequate reserves and debt facilities, together with continuously monitoring forecast and actual cash flows and matching
the maturity profiles of financial assets and liabilities. Included in Note 30 is a summary of additional undrawn facilities that
the Group has at its disposal.
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
USD and EUR, thereby providing a natural hedge against projected future surplus USD cash inflows.
(h) Liquidity and interest risk tables
The following tables detail the Group’s remaining contractual maturities for its financial assets and liabilities.
The table below presents 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.
Carrying
amount
£m
Contractual
cash flows1
£m
Less than
1 year
£m
1–2 years
£m
2–5 years
£m
Greater than
5 years
£m
31 December 2022
Non-derivative financial assets
Lease receivable
Non-interest bearing
Maritime preference shares
Convertible bond
Derivative financial assets
Cross currency swaps – receipts
Cross currency swaps – payments
Total financial assets
31 December 2021
Non-derivative financial assets
Lease receivable
Non-interest bearing
Derivative financial assets
Cross currency swaps – receipts
Cross currency swaps – payments
6.7
7.4
1.9
2,624.8
2,624.8
2,575.0
72.9
22.2
109.8
29.7
–
1.3
2,726.6
2,771.7
2,578.2
2.2
–
2.2
166.4
(183.2)
(16.8)
4.7
(6.1)
(1.4)
2,728.8
2,754.9
2,576.8
6.4
1,161.0
1,167.4
7.1
1,154.9
1,162.0
2.2
1,131.2
1,133.4
3.4
–
3.4
171.2
(168.8)
2.4
4.7
(5.4)
(0.7)
Total financial assets
1,170.8
1,164.4
1,132.7
1.2
49.8
–
1.3
52.3
4.7
(6.1)
(1.4)
50.9
1.2
23.7
24.9
4.7
(5.4)
(0.7)
24.2
3.6
–
109.8
3.9
117.3
157.0
(171.0)
(14.0)
103.3
2.2
–
2.2
161.8
(158.0)
3.8
6.0
0.8
–
–
23.2
24.0
–
–
–
24.0
1.5
–
1.5
–
–
–
1.5
1. Under IFRS 7 contractual cash flows are undiscounted and therefore may not agree with the carrying amounts in the Consolidated Balance Sheet
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
34. Financial instruments continued
The following tables present the earliest date on which the Group can settle its financial liabilities. The table includes both
interest and principal cash flows.
31 December 2022
Non-derivative financial liabilities
Bank borrowings
Bond borrowings
Lease liabilities
Trade and other payables
Deferred consideration
Contingent consideration
Derivative financial liabilities
Currency forwards
Cross currency swaps – receipts
Cross currency swaps – payments
Total financial liabilities
31 December 2021
Non-derivative financial liabilities
Bank borrowings
Bond borrowings
Lease liabilities
Trade and other payables
Deferred consideration
Contingent consideration
Derivative financial liabilities
Currency forwards
Cross currency swaps – receipts
Cross currency swaps – payments
Total financial liabilities
Carrying
amount
£m
Contractual
cash flows1
£m
Less than
1 year
£m
1–2 years
£m
2–5 years
£m
Greater than
5 years
£m
(41.3)
(95.9)
(1,901.9)
(2,029.2)
(270.4)
(520.1)
(1.1)
(133.3)
(381.3)
(520.1)
(1.1)
(133.3)
(3.9)
(434.2)
(40.4)
(502.4)
(0.6)
(4.1)
(2,868.1)
(3,160.9)
(985.6)
(1.1)
(168.1)
(169.2)
(1.1)
1,595.2
(1,815.0)
(220.9)
(1.1)
161.9
(201.9)
(41.1)
(4.4)
(32.8)
(33.2)
(17.7)
–
(3.8)
(91.9)
–
28.1
(54.2)
(26.1)
(47.7)
(1,117.9)
(81.6)
–
(0.5)
(125.4)
(1,373.1)
–
960.7
(1,096.9)
(136.2)
(3,037.3)
(3,381.8)
(1,026.7)
(118.0)
(1,509.3)
(33.4)
(53.1)
(1,989.2)
(2,157.3)
(265.9)
(433.6)
(4.5)
(14.7)
(380.5)
(433.6)
(4.5)
(14.7)
(3.7)
(40.0)
(39.7)
(416.5)
(4.1)
(7.1)
(3.6)
(580.9)
(35.7)
(17.1)
–
(4.2)
(8.2)
(1,110.3)
(79.5)
–
(0.4)
(3.4)
(39.9)
(444.3)
(226.1)
–
–
–
(710.3)
–
444.5
(462.0)
(17.5)
(727.8)
(37.6)
(426.1)
(225.6)
–
–
–
(2,741.3)
(3,043.7)
(511.1)
(641.5)
(1,201.8)
(689.3)
(0.4)
(40.7)
(41.1)
(2,782.4)
(0.4)
1,556.9
(1,674.5)
(118.0)
(3,161.7)
(0.4)
28.8
(54.3)
(25.9)
(537.0)
–
153.6
(180.3)
(26.7)
(668.2)
–
948.5
(1,013.4)
(64.9)
(1,266.7)
–
426.0
(426.5)
(0.5)
(689.8)
1. Under IFRS 7 contractual cash flows are undiscounted and therefore may not agree with the carrying amounts in the Consolidated Balance Sheet
(i) Fair values and fair value hierarchy
Valuation techniques use observable market data where it is available and rely as little as possible on entity-specific estimates.
The fair values of interest rate swaps and forward exchange contracts are measured using discounted cash flows. Future cash
flows are based on forward interest/exchange rates (from observable yield curves/forward exchange rates at the end of the
reporting period) and contract interest/forward rates, discounted at a rate that reflects the credit risk of the counterparties.
The fair values of contingent and deferred consideration on acquisitions are measured using discounted cash flow models
with inputs derived from the projected financial performance in relation to the specific contingent consideration criteria
for each acquisition, as no observable market data is available. The fair values are most sensitive to the projected financial
performance of each acquisition; management makes a best estimate of these projections at each financial reporting date
and regularly assesses a range of reasonably possible alternatives for those inputs and determines their impact on the total
fair value. The fair value of the contingent and deferred consideration on acquisitions is considered to be a key source of
estimation uncertainty in 2022. Sensitivity analysis is disclosed in Note 32.
Financial instruments that are measured subsequently to initial recognition at fair value are grouped into Levels 1 to 3,
based on the degree to which the fair value is observable, as follows:
Level 1 fair value measurements are those derived from unadjusted quoted prices 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 (as prices) or indirectly (derived from prices).
218
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
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), such as internal models or other valuation methods.
Level 3 balances for contingent consideration, other investments and convertible bonds use future cash flow forecasts
to determine the fair value, with the fair value of deferred consideration balances taken as the receivable amount less
any provision.
Financial assets and liabilities measured at fair value in the Consolidated Balance Sheet and their categorisation in the fair
value hierarchy 31 December 2022 and 31 December 2021:
Financial assets
Derivative financial instruments in designated hedge accounting relationships1
Other investments (Note 21)
Financial liabilities at fair value through profit or loss
Derivative financial instruments in designated hedge accounting relationships1
Unhedged derivative financial instruments
Deferred consideration on acquisitions
Contingent consideration on acquisitions (Note 32)
1. Amounts relate to interest rate swaps associated with Euro Medium Term Notes (see Note 30)
Financial assets
Derivative financial instruments in designated hedge accounting relationships1
Other investments (note 21)
Financial liabilities at fair value through profit or loss
Derivative financial instruments in designated hedge accounting relationships1
Unhedged derivative financial instruments
Deferred consideration on acquisitions
Contingent consideration on acquisitions (note 32)
Level 1
2022
£m
Level 2
2022
£m
Level 3
2022
£m
–
–
–
–
–
–
–
–
2.2
–
2.2
168.1
1.1
–
–
169.2
–
262.7
262.7
–
–
1.1
133.3
134.4
Level 1
2021
£m
Level 2
2021
£m
Level 3
2021
£m
–
–
–
–
–
–
–
–
3.4
–
3.4
40.7
0.4
–
–
41.1
–
6.1
6.1
–
–
4.5
14.7
19.2
Total
2022
£m
2.2
262.7
264.9
168.1
1.1
1.1
133.3
303.6
Total
2021
£m
3.4
6.1
9.5
40.7
0.4
4.5
14.7
60.3
1. Amounts relates to cross currency swaps associated with Euro Medium Term Notes. Refer to note 30.
Fair value of other financial instruments (unrecognised)
The Group also has a number of financial instruments which are not measured at fair value in the balance sheet. For the
majority of these instruments, the fair values are not materially different to their carrying amounts, since the interest
receivable/payable is either close to current market rates or the instruments are short-term in nature. Significant differences
were identified for the following instruments at 31 December 2022 and 31 December 2021:
Financial liabilities
Bond borrowings
Total
Carrying
amount
31 December
2022
£m
Estimated
fair value
31 December
2022
£m
Carrying
amount
31 December
2021
£m
Estimated
fair value
31 December
2021
£m
1,901.9
1,901.9
1,759.1
1,759.1
1,989.2
1,989.2
2,058.2
2,058.2
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
35. Notes to the Cash Flow Statement
Continuing operations
Profit before tax
Adjustments for:
Depreciation of property and equipment
Depreciation of right of use assets
Amortisation of other intangible assets
Impairment – acquisition-related and other intangible assets
Impairment – property and equipment
Impairment – IFRS 16 right-of-use assets
Share-based payments
Subsequent remeasurement of contingent consideration
Lease modifications
(Profit)/loss on disposal of businesses
Distributions received from investments
Loss on disposal of property, equipment and software
Fair value loss on investment
Finance income
Finance costs
Share of adjusted results of joint ventures and associates
Operating cash inflow before movements in working capital
(Increase)/decrease in inventories
(Increase)/decrease in receivables
(Decrease)/increase in payables
Movements in working capital
Pension deficit recovery contributions
Additional pension payments
Pension payment into escrow
Cash generated by continuing operations
Cash generated by discontinued operations
Cash generated by operations
1. Re-presented for discontinued operations (see Note 4)
Reconciliation of total net financing liabilities
Total net financing liabilities (see Note 28)
Share buyback liability (see Note 33)
Total financing cash flows
Total net financing liabilities (see Note 28)
Share buyback liability (see Note 33)
Total financing cash flows
Notes
20
39
18
18
39
10
8
22
11
12
21
36
36
24
14
2022
£m
168.8
11.7
24.8
310.5
6.9
(0.7)
(0.1)
17.5
5.7
(3.0)
(11.6)
(20.6)
0.3
0.9
(27.5)
74.1
(2.1)
555.6
0.1
(141.7)
197.2
55.6
(6.9)
(16.1)
(28.2)
560.0
54.7
614.7
2021
£m
78.4
12.7
24.2
293.4
7.9
3.1
9.2
15.0
3.8
(4.7)
(111.8)
–
0.1
–
(5.7)
73.5
(3.0)
396.1
4.1
31.8
81.8
117.7
(6.3)
–
–
507.5
85.7
593.2
Non-cash
Movements
£m
Cash flow
£m
Exchange
movements
£m
At
31 December
2022
£m
(181.4)
(75.0)
(256.4)
244.8
–
244.8
(114.4)
(2,370.4)
–
(75.0)
(114.4)
(2,445.4)
At
1 January
2022
£m
(2,319.4)
–
(2,319.4)
At
1 January
2021
£m
(2,329.0)
–
Non-cash
Movements
£m
(131.4)
–
Cash flow
£m
Exchange
movements
£m
34.3
–
34.3
106.7
–
106.7
At
31 December
2021
£m
(2,319.4)
–
(2,319.4)
(2,329.0)
(131.4)
220
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 36. Retirement benefit schemes
(a) Charge to operating profit
The charge to operating profit for the year in respect of pensions, including both defined benefit and defined contribution
schemes, was £24.0m (2021: £20.1m).
(b) Defined benefit schemes – strategy
The Group operates four defined benefit pension schemes in the UK (the UK Schemes): the Informa Final Salary Scheme (FSS),
the Taylor & Francis Group Pension and Life Assurance Scheme, the UBM Pension Scheme (UBMPS) and the United Newspapers
Executive Pension Scheme (UNEPS). These are for qualifying UK colleagues and provide benefits based on final pensionable
pay. The Group has two defined benefit schemes in the US; the Penton, Inc. Retirement Plan and the Penton Media, Inc.
Supplemental Executive Retirement Plan (together, the US Schemes). All schemes (the Group Schemes) are closed to future
accruals. Contributions to the UK Schemes are determined following triennial valuations undertaken by a qualified actuary
using the Projected Unit Credit Method. Contributions to the US Schemes are assessed annually following valuations
undertaken by a qualified actuary.
For the UK Schemes, the defined benefit schemes are administered by separate funds that are legally separated from
the Company. The Trustees are responsible for running the UK Schemes in accordance with the Group Schemes’ Trust Deed
and Rules, which sets out their powers. The Trustees of the UK 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 UK Schemes. The Trustees of the pension funds are responsible for the investment policy with regard to the assets
of the fund. None of the Schemes have any reimbursement rights.
The Group’s pension funding policy is to provide sufficient funding, as agreed with the Trustees, to ensure any pension deficit
will be addressed to ensure pension payments made to current and future pensioners will be met.
For the Penton Schemes, the defined benefit scheme is administered by Informa Media, Inc. and is subject to the provisions
of the Employee Retirement Income Security Act 1974 (ERISA). The Company is responsible for the investment policy with
regard to the assets of the fund. The defined benefit scheme has no reimbursement rights.
The investment strategies adopted by the Trustees of the UK Schemes include some exposure to index-linked gilts and
corporate bonds. The investment objectives of the US Schemes are to maximise plan assets within designated risk and
return profiles.
The current asset allocation of all Schemes consists primarily of equities, bonds, property, diversified growth funds, credit
funds, other offering rate funds, bespoke funds and annuity contracts. All assets are managed by a third-party investment
manager according to guidelines established by the Company.
(c) Defined benefit schemes – risk
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 invest 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 caps for the UK Schemes). The majority of the
UK 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
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 36. Retirement benefit schemes continued
There are three categories of pension scheme members:
• Employed deferred members: Currently employed by the Company
• Deferred members: Former colleagues 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 UK employed deferred members, revaluation to retirement for deferred members and annual pension increases
for UK members) and then discounting to the balance sheet date. UK members receive increases to their benefits linked to
inflation (subject to caps for the UK Schemes). There are no caps on benefits in the US Schemes as benefits are not linked
to inflation in these Schemes. The valuation method used for all Schemes is known as the Projected Unit Credit Method.
The approximate overall duration of the Group Schemes’ defined benefit obligation as at 31 December 2022 was as follows:
Overall duration (years)
16
11
11
19
14
2022
2021
Informa FSS
and T&F
Schemes
UBMPS and
UNEPS
Schemes
Penton
Schemes
Informa FSS
and T&F
Schemes
UBMPS and
UNEPS
Schemes
Penton
Schemes
14
The assumptions which have the most significant effect on the results of the IAS 19 valuation for the Schemes are those
relating to the discount rate, the rates of increase in price inflation, salaries, and pensions and life expectancy. The main
assumptions adopted are:
Discount rate
Rate of price inflation
Rate of increase for deferred pensions
Rate of increase for pensions in payment
Life expectancy:
For an individual aged 65 – male (years)
For an individual aged 65 – female (years)
2022
2021
Informa FSS
and T&F
Schemes
UBMPS and
UNEPS
Schemes
Penton
Schemes
Informa FSS
and T&F
Schemes
UBMPS and
UNEPS
Schemes
4.95%
4.95%
4.95%
1.90%
1.90%
Penton
Schemes
2.50%
2.45% (CPI)
2.45% (CPI)
3.15% (RPI)
3.15% (RPI)
1.90%
1.90%
1.90-2.90%
1.90-2.90%
86
89
87
89
n/a
n/a
n/a
n/a
85
87
2.65% (CPI)
2.65% (CPI)
3.35% (RPI)
3.35% (RPI)
2.30%
2.30%
2.30-3.25%
2.30-3.25%
87
89
87
89
n/a
n/a
n/a
n/a
85
87
For the UK Schemes, mortality assumptions used in the IAS 19 valuations are taken from tables published by Continuous
Mortality Investigation (CMI). The UBMPS UK Scheme uses 101%/105% (male/female) of the ‘SAPS’ S3 Normal tables
(2021: no change since previous year end) based on the year of birth, the Informa FSS Scheme uses ‘SAPS’ S3 Pensioner tables
with a scaling factor of 100% (2021: no change since previous year end), the T&F UK Scheme use ‘SAPS’ S3 Middle tables with
a scaling factor of 100% (2021: no change since previous year end) and the UNEPS Scheme uses the ‘SAPS’ S3 Normal tables
with a scaling factor of 100% (2021: no change since previous year end). All UK Schemes use life expectancy improvements
taken from CMI 2021 (2021: CMI 2020) with an initial addition parameter of 0.25% (2021: 0.25%), a weighting of 10% to
2021 mortality data and a weighting of 10% to 2020 mortality data (2021: a 10% weighting was applied to the 2020 mortality
data; the 2021 parameter did not apply at the previous year end) and the long-term rate of improvement of 1.25%
(2021: 1.25%).
(d) Defined benefit schemes – individual defined benefit scheme details
Latest valuation date
Funding (shortfall)/surplus at valuation date and agreed recovery plan amounts for
UK Schemes
Informa FSS1
T&F GPS2
UBMPS3
UNEPS4
31.3.2020
30.9.2020
31.3.2020
5.4.2020
£(24.6m)
£(3.7m)
£(56.0m)
£3.8m
£2m per year
to 30 June
2026
£0.25m per
year to 30
September
2026
£2.5m per
year to 30
September
2025
n/a
1. Informa Final Salary Scheme
2. Taylor & Francis Group Pension and Life Assurance Scheme
3. UBM Pension Scheme
4. United Newspapers Executive Pension Scheme
222
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
The sensitivities regarding the principal assumptions used to measure the IAS 19 pension scheme liabilities are set out below:
Sensitivity analysis at 31 December 2022
Discount rate – Decrease by 1.00%
Rate of price inflation pre-retirement – Increase by 1.00%
Life expectancy – Increase by 1 year
Impact on Scheme liabilities: Increase amounts
Informa
FSS
£m
11.6
7.0
1.5
T&F
GPS
£m
2.6
1.5
0.5
UBMPS
£m
41.0
12.9
11.5
UNEPS
£m
Penton
£m
0.8
0.9
1.4
2.4
n/a
0.5
Sensitivities have been prepared using the same approach as 2021. The above sensitivity analyses are based on a change
in an assumption while holding all other assumptions constant, although in practice this is unlikely to occur and changes
in some assumptions may be correlated. Should discount and inflation rates fluctuate by a different rate to those disclosed,
the impact can be linearly interpolated.
Amounts recognised in respect of these defined benefit schemes are as follows:
Recognised in profit before tax
Past service credit and administrative expenses
Interest cost on net pension deficit (Note 12)
Recognised in the Consolidated Statement of Comprehensive Income
Actuarial (loss)/gain on scheme assets
Experience loss
Change in demographic actuarial assumptions
Change in financial actuarial assumptions
Actuarial gain
Movement in net deficit during the year
Net surplus/(deficit) in schemes at end of the year (before irrecoverable element of pension surplus)
Past service credit and administrative expenses
Net finance cost
Actuarial gain
Cash payments from Scheme for Scheme costs
Contributions from the employer to fund Scheme costs
Deficit recovery contributions from the employer to the Schemes
Effect of movement in foreign currencies
Net surplus/(deficit) in Schemes at end of the year (before irrecoverable element of pension surplus)
Irrecoverable element of pension surplus
Net surplus in schemes at end of the year after irrecoverable element of pension surplus
2022
£m
0.1
0.7
2022
£m
(188.7)
(22.8)
15.6
244.8
48.9
2022
£m
11.4
(0.1)
(0.7)
48.9
–
–
22.3
(1.2)
80.6
(31.5)
49.1
2021
£m
0.4
1.5
2021
£m
48.7
(0.6)
(7.1)
36.0
77.0
2021
£m
(69.8)
(0.4)
(1.5)
77.0
–
–
6.3
(0.2)
11.4
(9.8)
1.6
The Pharma Intelligence disposal completed on 1 June 2022 resulted in an agreement with the Trustees of the UK schemes
to accelerate agreed deficit repair contributions for the UK Schemes. This resulted in a one-off payment of £16.1m and a
contribution of £28.2m into an escrow fund, with payment from this fund to the pension schemes being dependent on
the future financial strength of the UK pension Schemes. Payment of both these amounts were made in 2022. As part of
the Schedule of Contributions agreed at the time of the last valuation of the UBM Pension Scheme there is also an agreement
to pay £0.7m of additional contributions to that Scheme at each dividend payment date, with the first payment expected
in 2022. These additional contributions will continue after the acceleration of the deficit repair contributions.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
36. Retirement benefit schemes continued
The amounts recognised in the Consolidated Balance Sheet in respect of the Group Schemes are as follows:
Present value of defined benefit obligations
Fair value of Scheme assets
Irrecoverable element of pension surplus
Net surplus
Reported as:
Retirement benefit surplus recognised in the Consolidated Balance Sheet
Deficit in scheme and liability recognised in the Consolidated Balance Sheet
Net surplus
Changes in the present value of defined benefit obligations are as follows:
Opening present value of defined benefit obligation at 1 January
Past service credit
Interest cost
Benefits paid
Actuarial gain
Effect of movement in foreign currencies
Closing present value of defined benefit obligation at 31 December
Changes in the fair value of Scheme assets are as follows:
Opening fair value of Scheme assets at 1 January
Return on Scheme assets
Actuarial gain
Benefits paid
Other payments from Schemes
Contributions from the employer to the Schemes
Effect of movement in foreign currencies
Closing fair value of scheme assets at 31 December
2022
£m
(477.3)
557.9
(31.5)
49.1
55.8
(6.7)
49.1
2022
£m
(735.2)
–
(13.9)
39.2
237.6
(5.0)
(477.3)
2022
£m
746.6
13.2
(188.7)
(39.2)
(0.1)
22.3
3.8
557.9
2021
£m
(735.2)
746.6
(9.8)
1.6
15.5
(13.9)
1.6
2021
£m
(786.8)
–
(10.3)
34.2
28.3
(0.6)
(735.2)
2021
£m
717.0
8.8
48.7
(34.2)
(0.4)
6.3
0.4
746.6
The assets of the Informa Final Salary Scheme and Taylor & Francis Group Pension and Life Assurance Scheme include assets
held in managed funds and cash funds operated by Legal & General Assurance (Pensions Management) Limited (L&G),
Partners Group (UK) Limited and Zurich Assurance Limited.
The assets of the UBM Pension Scheme are held in equity funds, absolute return bonds and bespoke liability driven
investment (LDI) funds with Legal & General Investment Management Limited (LGIM), diversified growth funds with Schroder
Investment Management Limited, real return funds with Newton Investment Management Limited, property funds with
Aviva Investors Jersey Unit Trusts and M&G Investment Management Limited (M&G), an illiquid credit fund with M&G
annuities to cover a small number of pension members and cash.
The assets of the United Newspapers Executive Pension Scheme assets are held in an insurance buy-in policy with Aviva Life
& Pensions UK Limited and a Sterling Liquidity Fund with LGIM.
The assets of the Informa Media, Inc. Retirement Plan are primarily invested in private commingled group trust funds
operated by Aon with various investment managers serving as sub-managers within each fund. The Penton Media, Inc.
Supplemental Executive Retirement Plan is funded on a pay-as-you-go method (i.e. is unfunded).
224
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
The fair values of the assets held are as follows:
31 December 2022
Equities
Bonds and gilts
Property
Diversified growth fund
Illiquid credit funds
Bespoke funds (LDI and hedge funds)
Annuity contracts
Cash
Total
31 December 2021
Equities
Bonds and gilts
Property
Diversified growth fund
Illiquid credit funds
Absolute return bond fund
Bespoke funds (LDI and hedge funds)
Annuity contracts
Cash
Total
Informa
FSS
£m
15.1
7.2
8.9
15.6
1.3
27.7
–
13.0
88.8
Informa
FSS
£m
54.5
–
11.7
29.1
1.2
–
12.8
–
7.2
116.5
T&F
GPS
£m
3.8
1.6
2.1
3.9
0.4
6.9
–
2.5
21.2
T&F
GPS
£m
13.3
–
4.6
8.1
0.4
–
4.3
–
2.1
32.8
UBMPS
£m
UNEPS
£m
Penton
£m
43.6
72.4
66.1
59.2
47.7
112.0
4.3
1.9
407.2
UBMPS
£m
167.0
–
80.1
140.4
49.5
–
105.2
5.5
2.4
550.1
–
–
–
–
–
–
12.6
1.4
14.0
UNEPS
£m
–
–
–
–
–
–
–
13.7
1.4
15.1
8.4
11.0
5.0
–
–
2.0
–
0.3
26.7
Penton
£m
13.2
11.6
4.5
–
–
–
2.2
–
0.6
32.1
Total
£m
70.9
92.2
82.1
78.7
49.4
148.6
16.9
19.1
557.9
Total
£m
248.0
11.6
100.9
177.6
51.1
–
124.5
19.2
13.7
746.6
All the assets listed above have a quoted market price in an active market, with the exception of annuities, property and cash.
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.
37. Share capital and share premium
Share capital
Share capital as at 31 December 2022 amounted to £1.4m (2021: £1.5m). For details of options issued over the Company’s
shares see Note 10.
Issued, authorised and fully paid
1,418,525,746 (2021: 1,503,112,804) ordinary shares of 0.1p each
At 1 January
Issue of new shares to Employee Share Trust
Share buyback
At 31 December
2022
£m
1.4
2021
£m
1.5
2022
Number of
shares
2021
Number of
shares
1,503,112,804 1,502,137,804
5,000,000
975,000
(89,587,058)
–
1,418,525,746 1,503,112,804
During 2022, the Company bought back 89,587,058 ordinary shares at the nominal value of 0.1p for a total consideration of
£517.0m and cancelled 88,987,197 of these shares. 599,861 shares (£3.7m) were settled subsequent to year end and therefore
not cancelled as at year end.
Share premium
Issued, authorised and fully paid
At 1 January
Issue in the year
At 31 December
14_FinancialStatements_Notes_1_41_p158_229_v69.indd 225
14_FinancialStatements_Notes_1_41_p158_229_v69.indd 225
2022
£m
1,878.6
–
1,878.6
2021
£m
1,878.8
(0.2)
1,878.6
225
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
38. Other 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
22.7
15.0
(2.5)
(10.4)
–
24.8
17.5
(3.3)
(11.1)
–
–
Merger
reserve
£m
4,125.4
Other
reserve
£m
(2,157.6)
–
–
–
–
–
–
–
–
Employee
Share Trust
and
ShareMatch
shares
£m
(20.9)
–
–
–
–
4,125.4
(2,157.6)
(20.9)
–
–
–
–
–
–
–
–
–
(74.9)
–
–
–
–
–
27.9
4,125.4
(2,232.5)
(20.9)
Cash flow
hedging
reserve
£m
Cost of
hedging
reserve
£m
Total
£m
1.4
–
–
–
54.5
55.9
–
–
–
(29.8)
–
26.1
2.8
1,973.8
–
–
–
(2.4)
0.4
–
–
–
1.8
–
2.2
15.0
(2.5)
(10.4)
52.1
2,028.0
17.5
(3.3)
(11.1)
(28.9)
(74.9)
1,928.2
At 1 January 2021
Share award expense (equity-settled)
Own shares purchased
Transfer of vested LTIPs
Fair value movements on derivatives in
hedging relationships
At 1 January 2022
Share award expense (equity-settled)
Shares for Trust purchase
Transfer of vested LTIPs
Fair value movements on derivatives in
hedging relationships
Share buyback (see Note 33)
At 31 December 2022
Reserve for shares to be issued
This reserve relates to LTIP and Curinos share awards granted to colleagues and reduced by the transferred and vested awards.
Further information is set out in Note 10.
Merger reserve
In 2004 the merger of Informa PLC and Taylor & Francis Group plc resulted in a merger reserve amount of £496.4m being
recorded. On 2 November 2016, the Group acquired Penton Information Services and the £82.2m share premium on the
shares issued to the vendors was recorded as an increase in the merger reserve in accordance with the merger relief rules
of the Companies Act 2006. There were 427,536,794 shares issued on 18 June 2018 in connection with the acquisition
of UBM plc, which at the acquisition-date closing share price of 829p resulted in an increase in the merger reserve of
£3,544.6m. From 19 July 2018 to 13 December 2018 there were 256,689 shares issued in connection with the satisfaction
of Save As You Earn (SAYE) awards in the UBM business, which resulted in an increase in the merger reserve of £2.2m.
Other reserve
The other reserve includes the inversion accounting reserve of £2,189.9m which was created from an issue of shares under
a Scheme of Arrangement in May 2014.
Employee Share Trust and ShareMatch shares
As at 31 December 2022, the Informa Employee Share Trust (EST) held 2,661,689 (2021: 1,116,505) ordinary shares in the
Company at a market value of £16.5m (2021: £5.8m). As at 31 December 2022, the ShareMatch scheme held 1,354,338
(2021: 1,078,742) matching ordinary shares in the Company at a market value of £8.4m (2021: £5.6m). At 31 December 2022,
the Group held 0.3% (2021: 0.1%) of its own called up share capital.
Cost of Hedging reserves
The cash flow hedging reserves and cost of hedging reserve arises from the Group’s hedging arrangements, as described
in Note 34.
226
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 39. Non-controlling interests
The Group has subsidiary undertakings where there are non-controlling interests. At 31 December 2022, these non-controlling
interests were composed entirely of equity interests and represented the following holding of minority shares by
non-controlling interests:
• APLF Ltd (40%, 2021: 40%)
• China International Exhibitions Company Limited (30%,
• Informa Tianyi Exhibitions (Chengdu) Co., Ltd
(40%, 2021: 40%)
2021: 30%)
• Cosmoprof Asia Limited (50%, 2021: 50%)
• Cosmoprof India Private Limited (50%, 2021: 0%)
• Curinos Australia Pty Limited (43.76%, 2021: 43.76%)
• Curinos Inc. (Canada) (43.76%, 2021: 43.76%)
• Curinos, Inc. (US) (43.76%, 2021: 43.76%)
• Curinos International Limited (43.76%, 2021: 43.76%)
• Curinos Limited (43.76%, 2021: 43.76%)
• Curinos LLC (43.76%, 2021: 43.76%)
• FBX Novantas Holdings, Inc. (43.76%, 2021: 43.76%)
• Fort Lauderdale Convention Services, Inc. (10%, 2021: 10%)
• Guangzhou Citiexpo Jianke Exhibition Co., Ltd (40%,
• Informa Wiener Exhibitions (Chengdu) Co., Ltd
(40%, 2021: 40%)
• ITF2 Limited (45%, 2021: 45%)
• Monaco Yacht Show SAM (10%, 2021: 10%)
• Piattaforma LLC (40%)
• PT UBM Pameran Niaga Indonesia (33%, 2021: 33%)
• Sea Asia Singapore Pte Limited (10%, 2021: 10%)
• Shanghai Baiwen Exhibitions Co., Ltd (15%, 2021: 15%)
• Shanghai IMsinoexpo Digital Services Co., Ltd. (30%)
• Shanghai Informa Markets ShowStar Exhibition Co.,
Limited (30%, 2021: 30%)
• Shanghai Meisheng Culture Broadcasting Co., Ltd
2021: 40%)
(15%, 2021: 15%)
• Guangzhou Sinobake International Exhibition Co., Limited
• Shanghai Sinoexpo Informa Markets International
(50%, 2021: 50%)
• Hong Kong Sinoexpo Informa Markets Limited
(30%, 2021: 30%)
• Ibis JV, LP (43.76%, 2021: 43.76%)
• Informa Ibis Holdings Inc. (43.76%, 2021: 43.76%)
• Informa Ibis Inc. (43.76%, 2021: 43.76%)
• Informa Marine Holdings, Inc. (10%, 2021: 10%)
• Informa Markets Art, LLC (10%, 2021: 10%)
• Informa Markets BN Co., Ltd (40%, 2021: 40%)
• Informa Tharawat Limited (51%, 2021: 51%)
Exhibitions Co., Ltd (30%, 2021: 30%)
• Shanghai Yingye Exhibitions Co., Ltd (40%, 2021: 40%)
• Shenzhen Informa Markets Creativity Exhibition Co.,
Limited (35%, 2021: 35%)
• Shenzhen UBM Herong Exhibition Co., Ltd.
(30%, 2021: 30%)
• Southern Convention Services, Inc. (10%, 2021: 10%)
• UBM Asia (Thailand) Co., Ltd (51%, 2021: 51%)
• USA Beauty LLC (55%)
• Yachting Promotions, Inc. (10%, 2021: 10%)
None of the non-controlling interests are considered individually material to the Group. During the year there were additions
of £25.9m non-controlling interest relating to USA Beauty LLC and Piattaforma LLC.
14_FinancialStatements_Notes_1_41_p158_229_v69.indd 227
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information 40. Leases and finance lease receivables
(a) IFRS 16 leases at 31 December
The Group’s right-of-use assets and lease liabilities at 31 December are as follows:
Right-of-use assets
1 January 2021
Depreciation
Additions
Impairment (Notes 8 and 14)
Disposals
Foreign exchange movement
1 January 2022
Depreciation
Additions
Impairment (Note 8)
Disposals
Foreign exchange movement
At 31 December 2022
Lease liabilities
1 January 2021
Repayment of lease liabilities
Interest on lease liabilities
Additions
Disposals
Foreign exchange movement
1 January 2022
Repayment of lease liabilities
Interest on lease liabilities
Additions
Disposals
Foreign exchange movement
At 31 December 2022
2021
Current lease liabilities
Non-current lease liabilities
At 31 December 2021
2022
Current lease liabilities
Non-current lease liabilities
At 31 December 2022
Property
leases
£m
91.4
(20.3)
27.7
(11.8)
(3.6)
–
83.4
(20.4)
17.0
0.6
(2.8)
4.8
82.6
Property
leases
£m
(159.6)
40.9
(5.9)
(23.6)
4.5
0.1
(143.6)
37.3
(5.9)
(17.0)
3.3
(8.1)
(134.0)
(29.5)
(114.1)
(143.6)
(29.5)
(104.5)
(134.0)
Other
leases1
£m
118.5
(3.9)
–
–
–
1.3
115.9
(4.4)
–
–
–
13.9
125.4
Other
leases1
£m
(121.2)
5.1
(4.5)
–
–
(1.7)
(122.3)
5.8
(5.1)
–
–
(14.8)
(136.4)
(0.5)
(121.8)
(122.3)
(0.7)
(135.7)
(136.4)
Total
£m
209.9
(24.2)
27.7
(11.8)
(3.6)
1.3
199.3
(24.8)
17.0
0.6
(2.8)
18.7
208.0
Total
£m
(280.8)
46.0
(10.4)
(23.6)
4.5
(1.6)
(265.9)
43.1
(11.0)
(17.0)
3.3
(22.9)
(270.4)
(30.0)
(235.9)
(265.9)
(30.2)
(240.2)
(270.4)
1. Other leases relate to event venue-related leases
The Group’s average lease term under IFRS 16 is 5.3 years (2021: 4.7 years). The average incremental borrowing rate used for
the year ended 31 December 2022 to discount lease liabilities was 4.3% (2021: 4.1%).
228
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued
(b) IFRS 16 finance lease receivable at 31 December
The Group’s finance lease receivable at 31 December is £6.7m (2021: £6.4m).
The Group entered into finance leasing arrangements as a lessor for sub-leases on property leases. The average term of
IFRS 16 finance sub-leases entered is 4.4 years (2021: 3.6 years).
(c) Low-value and short-term lease income and expense for the year ended 31 December
2021
Low-value rent expense
Short-term rent expense1
2022
Low-value rent expense
Short-term rent expense1
1. Includes event venue-related leases
2021
Low-value and short-term sub-lease rent income
2022
Low-value and short-term sub-lease rent income
Total
£m
–
(59.2)
–
(85.4)
Total
£m
1.8
2.0
41. 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 and associates 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 131 to 141 and Note 9.
Other related party disclosures
At 31 December 2022, Informa Group companies have guaranteed the UK pension scheme liabilities of the Taylor & Francis
Group Pension and Life Assurance Scheme, the Informa Final Salary Scheme and the UBM Pension Scheme.
Transactions with related parties are made at arm’s length. Outstanding balances at year end are unsecured and settlement
occurs in cash. There are no bad debt provisions for related party balances as at 31 December 2022, and no debts due from
related parties have been written off during the year. During the period, Informa entered into related party transactions
to the value of £3.3m (2021: £0.6m) with a balance of £0.2m (2021: £0.3m) outstanding at 31 December 2022.
14_FinancialStatements_Notes_1_41_p158_229_v69.indd 229
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
42. Subsidiaries
The listing below shows the subsidiary undertakings as at 31 December 2022:
Company name
Centre for Asia Pacific
Aviation Pty. Limited
Centre for Aviation
Pty. Limited
Curinos Australia
Pty. Limited
Country
Australia
Ownership
100.00%
Australia
100.00%
Australia
56.24%
Datamonitor Pty. Limited
Australia
Australia
100.00%
100.00%
Australia
100.00%
Australia
Bahrain
100.00%
100.00%
Bermuda
100.00%
BM1
Registered
office
AU1
AU1
AU3
AU2
AU2
AU1
AU2
BA1
100.00%
56.24%
100.00%
100.00%
100.00%
70.00%
60.00%
50.00%
BR1
CA3
CA1
CA2
CA2
CH1
CH2
CH3
China
100.00%
CH4
China
China
China
China
100.00%
100.00%
100.00%
100.00%
CH5
CH6
CH7
CH8
China
100.00%
CH9
100.00%
CH10
100.00%
CH11
100.00%
CH12
100.00%
CH13
100.00%
CH14
60.00%
CH15
60.00%
CH16
85.00%
CH17
70.00%
CH18
Informa Australia
Pty. Limited
Informa Holdings
(Australia) Pty. Limited
Ovum Pty. Limited
Arabian Exhibition
Management W.L.L.
Informa Middle
East Limited
Informa Markets Ltda
Curinos Inc.
Brazil
Canada
iNet Interactive Canada Inc. Canada
Informa Canada Inc.
Canada
Informa Tech Canada Inc.
Canada
China International
Exhibitions Co., Ltd.
Guangzhou CitiExpo Jianke
Exhibition Co., Ltd.
Guangzhou Sinobake
International Exhibition
Co., Ltd.
IBC Conferences and Event
Management Services
(Shanghai) Co., Ltd.
Informa Data Service
(Shanghai) Co., Ltd.
Informa Enterprise
Management (Shanghai)
Co., Ltd.
Informa Exhibitions
(Beijing) Co., Ltd.
Informa Information
Technology (Shanghai)
Co., Ltd.
Informa Market China
e-Commerce (Shanghai)
Co., Ltd.
Informa Markets China
(Chengdu) Co., Ltd.
Informa Markets China
(Guangzhou) Co., Ltd.
Informa Markets China
(Hangzhou) Co., Ltd.
Informa Markets China
(Shanghai) Co., Ltd.
Informa Markets China
(Shenzhen) Co., Ltd.
Informa Tianyi Exhibitions
(Chengdu) Co., Ltd.
China
China
China
China
China
China
China
China
China
Informa Weiner Exhibitions
(Chengdu) Co., Ltd.
China
Shanghai Baiwen
Exhibitions Co., Ltd.
Shanghai IMsinoexpo
Digital Services Co., Ltd.
China
China
230
Company name
Shanghai Informa Markets
ShowStar Exhibition
Co., Ltd.
Country
China
Shanghai Meisheng Culture
Broadcasting Co., Ltd.
China
Ownership
Registered
office
70.00%
CH19
85.00%
CH20
China
70.00%
CH21
Shanghai SinoExpo
Informa Markets
International Exhibitions
Co., Ltd.
Shanghai Yingye
Exhibitions Co., Ltd.
Shenzhen Informa Markets
Creativity Exhibition
Co., Ltd.
Shenzhen UBM Herong
Exhibition Co., Ltd.
Stormcliff Limited
Informa Egypt LLC
Euromedicom SAS
Eurovir SAS
New AG International
S.à.r.l.
EBD Group GmbH
Informa Holding
Germany GmbH
Informa Tech
Germany GmbH
Taylor & Francis Verlag
GmbH
UBM Canon
Deutschland GmbH
Great Tactic Limited
Hong Kong Sinoexpo
Informa Markets Limited
Informa Global Markets
(Hong Kong) Limited
Informa Limited
Informa Markets Asia
Group Limited
Informa Markets Asia
Holdings (HK) Limited
Informa Markets
Asia Limited
Informa Markets Asia
Partnership
Informa Markets South
China Limited
China
China
China
Cyprus
Eygpt
France
France
France
Germany
Germany
60.00%
CH22
65.00%
CH23
70.00%
CH24
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
Germany
100.00%
Germany
100.00%
Germany
100.00%
60.00%
50.00%
100.00%
70.00%
Hong Kong
Hong Kong
Hong Kong
100.00%
Hong Kong
Hong Kong
100.00%
100.00%
Hong Kong
100.00%
Hong Kong
100.00%
Hong Kong
100.00%
Hong Kong
100.00%
APLF Limited
Hong Kong
Cosmoprof Asia Limited
Hong Kong
MAI Brokers (Asia & Pacific)
Limited
Mills & Allen Holdings
(Far East) Limited
Hong Kong
100.00%
Hong Kong
100.00%
Penton Media Asia Limited Hong Kong
Cosmoprof India Private
Limited
Informa Markets India
Private Limited
Taylor & Francis Books
India Private Limited
Taylor & Francis
Technology Services LLP
India
India
India
India
100.00%
50.00%
100.00%
100.00%
100.00%
CY1
EG1
FR1
FR1
FR1
DE1
DE1
DE1
DE2
DE3
HK1
HK1
HK1
HK1
HK1
HK1
HK1
HK1
HK1
HK1
HK1
HK1
HK1
HK1
IN1
IN1
IN2
IN3
15_Note_42_p230_235_v27.indd 230
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 42. Subsidiaries continued
Company name
Country
Ownership
Registered
office
Isle of Man
100.00%
Isle of Man
100.00%
Ireland
100.00%
Maypond Holdings Limited Ireland
UBM Exhibitions India LLP
India
PT Pamerindo Indonesia
Indonesia
PT UBM Pameran Niaga
Indonesia
Indonesia
Ireland
Ireland
Ireland
Ireland
Colwiz Limited
Donytel Unlimited
Company
F1000 Open Science
Platforms Limited
Maypond Limited
Tanahol Unlimited
Company
UNM International
Holdings Limited
UNM Overseas
Holdings Limited
Informa Global Markets
(Japan) Limited
Informa Intelligence G.K.
Informa Markets Japan
Co. Ltd
Japan
Japan
Japan
Taylor & Francis Japan G.K.
Japan
Informa Jersey Limited
UBM (Jersey) Limited
UBM Limited
CMP Holdings S.à.r.l.
CMP Intermediate
Holdings S.à.r.l.
Jersey
Jersey
Jersey
Luxembourg
Luxembourg
UBM Finance S.à r.l.
Luxembourg
UBM IP Luxembourg S.à r.l.
Luxembourg
United Brazil Holdings Sàrl
Luxembourg
Luxembourg
United Commonwealth
Holdings S.à.r.l.
United Consumer Media
Holdings S.à.r.l.
100.00%
100.00%
67.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
Luxembourg
100.00%
United CP Holdings S.à.r.l.
Luxembourg
Luxembourg
100.00%
100.00%
United News Distribution
S.à.r.l.
United Professional Media
S.à.r.l.
UNM Holdings S.à.r.l.
Vavasseur International
Holdings S.à.r.l.
Informa Markets Malaysia
Sdn Bhd
Malaysian Exhibition
Services Sdn Bhd
UBM Tech Research
Malaysia Sdn Bhd
Luxembourg
100.00%
Luxembourg
Luxembourg
100.00%
100.00%
Malaysia
100.00%
Malaysia
100.00%
Malaysia
100.00%
UBMMG Holdings Sdn Bhd Malaysia
UBM Mexico Exposiciones,
S.A.P.I.
Mexico
Informa Monaco S.A.M
Monaco
Monaco Yacht Show S.A.M Monaco
Myanmar Trade Fair
Management Company
Limited
IIR South Africa B.V.
Informa Europe B.V.
Informa Finance B.V.
Myanmar
Netherlands
Netherlands
Netherlands
100.00%
100.00%
100.00%
90.00%
100.00%
100.00%
100.00%
100.00%
15_Note_42_p230_235_v27.indd 231
15_Note_42_p230_235_v27.indd 231
IN1
ID1
ID2
IR2
IR1
IR1
IR1
IR1
IR1
IM1
IM1
JP1
JP1
JP2
JP3
JE1
JE2
JE2
LX1
LX1
LX1
LX1
LX1
LX1
LX1
LX1
LX1
LX1
LX1
LX1
MA1
MA1
MA1
MA1
ME1
MC1
MC1
MY1
NL1
NL1
NL1
Company name
Country
Ownership
Informa Markets B.V.
UBM Asia B.V.
Dove Medical Press (NZ)
Limited
Netherlands
Netherlands
New Zealand
Informa Healthcare A.S.
Norway
Colwiz Pakistan Private
Limited
Pakistan
100.00%
100.00%
100.00%
100.00%
99.98%
UBM Exhibitions
Philippines Inc
Philippines
100.00%
Informa Tharawat Limited Qatar
Informa Markets BN
Co., Ltd
Informa Markets Korea
Corporation
Republic of
Korea
Republic of
Korea
49.00%
60.00%
100.00%
Informa Tech Korea Co., Ltd Republic of
100.00%
Informa Saudi Arabia
Limited
Informa Saudi Arabia LLC
– in liquidation
IBC Asia (S) Pte Ltd
Informa Exhibitions Pte
Limited
Informa Global Markets
(Singapore) Pte Limited
Sea Asia Singapore
Pte Limited
Singapore Exhibition
Services (Pte) Limited
Korea
Saudi Arabia
100.00%
Saudi Arabia
100.00%
Singapore
Singapore
100.00%
100.00%
Singapore
100.00%
Singapore
90.00%
Singapore
100.00%
Taylor & Francis (S) Pte Lte
Singapore
Marketworks Datamonitor
(Pty) Limited
South Africa
100.00%
100.00%
Institute for International
Research Espana S.L.
Co-Action Publishing AB
Taylor & Francis AB
Informa IP GmbH
Informa Tech Taiwan
Limited
Bangkok Exhibition
Services Ltd
Spain
100.00%
Sweden
Sweden
Switzerland
Taiwan
100.00%
100.00%
100.00%
100.00%
Thailand
100.00%
UBM Asia (Thailand) Co. Ltd Thailand
UBM Istanbul Fuarcılık ve
Gösteri Hizmetleri A.Ş.
ABI Building Data Limited
Afterhurst Limited
Blessmyth Limited
Canrak Books Limited
Colonygrove Limited
Colwiz UK Limited
Crosswall Nominees
Limited
Curinos International
Limited
Curinos Limited
Datamonitor Limited
Design Junction Limited
DIVX Express Limited
Turkey
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
Dove Medical Press Limited UK
E-Health Media Limited
F1000 Research Limited
UK
UK
49.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
56.24%
56.24%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
Registered
office
NL2
NL1
NZ1
NO1
PK1
PH1
QA1
RK1
RK1
RK2
SU1
SU2
SG1
SG1
SG1
SG2
SG1
SG1
SA1
SP1
SE1
SE1
SW1
TA1
TH1
TH1
TU1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
231
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany InformationStrategic ReportGovernance ReportFinancial StatementsCompany Information 42. Subsidiaries continued
Company name
Country
Ownership
Registered
office
Company name
Country
Ownership
Registered
office
Futurum Media Limited
GNC Media Investments
Limited
Green Thinking (Services)
Limited
Hirecorp Limited
IBC (Ten) Limited
IBC (Twelve) Limited
IBC Fourteen Limited
IIR (U.K. Holdings) Limited
IIR Management Limited
Industry Dive, Ltd
Informa Connect Limited
Informa Cosec Limited
Informa Exhibitions
Limited
Informa Final Salary
Pension Trustee Company
Limited
Informa Finance Australia
Limited
Informa Finance Brazil
Limited
Informa Finance Egypt
Limited
Informa Finance Mexico
Limited
Informa Finance UK
Limited
Informa Finance USA
Limited
Informa Global Markets
(Europe) Limited
Informa Group Holdings
Limited
Informa Group Limited
Informa Holdings Limited
Informa Investment Plan
Trustees Limited
Informa Investments
Limited
Informa Manufacturing
Europe Holdings Limited
Informa Manufacturing
Europe Limited
Informa Markets (Europe)
Limited
Informa Markets (Maritime)
Limited
Informa Markets (UK)
Limited
Informa Markets Limited
Informa Overseas
Investments Limited
Informa Property
(Colchester) Limited
Informa Six Limited
Informa Tech Founders
Limited
Informa Tech Research
Limited
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
232
100.00%
100.00%
UK1
UK1
Informa Telecoms & Media
Limited
Informa Three Limited
100.00%
UK1
Informa UK Limited
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
100.00%
UK1
Informa United Finance
Limited
Informa US Holdings
Limited
ITF2 Limited
James Dudley International
Limited
Light Reading UK Limited
London on-Water Ltd
MAI Luxembourg UK
Societas
Miller Freeman Worldwide
Limited
MRO Exhibitions Limited
MRO Network Limited
MRO Publications Limited
OES Exhibitions Limited
100.00%
UK1
OTC Publications Limited
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
55.00%
100.00%
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
Penton Communications
Europe Limited
Roamingtarget Limited
Routledge Books Limited
Taylor & Francis Books
Limited
Taylor & Francis Group
Limited
Taylor & Francis Limited
Taylor & Francis Publishing
Services Limited
TU-Automotive Holdings
Limited
TU-Automotive Limited
Turtle Diary Limited
UBM (GP) No1 Limited
UBM Aviation Worldwide
Limited
UBM International
Holdings UK Societas
UBM Property Limited
UBM Property Services
Limited
UBM Shared Services
Limited
UBM Trustees Limited
UBMG Holdings
UBMG Services Limited
United Consumer Media
UK Societas
United Executive Trustees
Limited
United Newspapers
Publications Limited
United Trustees Limited
UNM Investments Limited
Vavasseur Overseas
Holdings Limited
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
100.00%
100.00%
100.00%
100.00%
100.00%
55.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
UK1
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 42. Subsidiaries continued
Company name
Country
Ownership
Advanstar
Communications, Inc.
USA
100.00%
CMP Child Care Center, Inc USA
Curinos LLC
Curinos, Inc.
Duke Investments, Inc.
Farm Progress Limited
USA
USA
USA
USA
FBX Novantas Holdings Inc. USA
Fort Lauderdale
Convention Services, Inc.
Ibis JV, LP
Industry Dive, Inc.
Informa Business
Intelligence, Inc.
Informa Business Media
Holdings, Inc.
Informa Business
Media, Inc.
USA
USA
USA
USA
USA
USA
Informa Data Sources, Inc. USA
Informa Exhibitions
Holding Corp.
Informa Exhibitions
U.S. Construction & Real
Estate, Inc.
Informa Exhibitions, LLC
Informa Global Sales, Inc.
Informa Global Shared
Services LLC
Informa Ibis GP, LLC
Informa Ibis Holdings Inc.
Informa Ibis Inc.
Informa Intrepid
Holdings Inc.
Informa Life Sciences
Exhibitions, Inc.
Informa Marine
Holdings, Inc.
Informa Markets Art, LLC
Informa Markets Fashion
(East) LLC
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
100.00%
56.24%
56.24%
100.00%
100.00%
56.24%
90.00%
56.24%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
56.24%
56.24%
100.00%
100.00%
90.00%
90.00%
100.00%
Registered
office
US6
US6
US1
US1
US3
US1
US1
US4
US1
US1
US2
US1
US1
US1
US1
US1
US1
US1
US1
US1
US1
US1
US1
US1
US1
US1
US1
Country
Ownership
Registered
office
Company name
Informa Markets
France, Inc.
Informa Markets
Holdings, Inc.
Informa Markets
Investments, Inc.
Informa Markets
Manufacturing LLC
Informa Markets
Medica LLC
Informa Media, Inc.
Informa Operating
Holdings, Inc.
Informa Princeton LLC
Informa Support
Services, Inc.
USA
USA
USA
USA
USA
USA
USA
USA
USA
Informa Tech Holdings LLC USA
Informa Tech LLC
Informa US Beauty
Holdings LLC
Informa USA, Inc.
Internet World Media, Inc.
KNect365 US, Inc.
Ludgate USA LLC
NetLine Corporation
Ovum, Inc.
Piattaforma LLC
Roast LLC
Scuba Holdings, Inc.
Southern Convention
Services, Inc.
Spectrum ABM Corp.
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
USA
Taylor & Francis Group, LLC USA
UBM Community
Connection Foundation
UBM Delaware LLC
UBM Finance, Inc.
UBM UK LLC
USA Beauty LLC
Yachting Promotions, Inc.
USA
USA
USA
USA
USA
USA
Informa Middle East
Media FZ LLC
United Arab
Emirates
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
50.00%
100.00%
100.00%
90.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
90.00%
100.00%
US1
US1
US1
US1
US1
US1
US1
US6
US1
US1
US1
US1
US2
US1
US6
US1
US7
US2
US1
US1
US1
US4
US1
US1
US5
US1
US1
US1
US1
US4
UAE1
SES Vietnam Exhibition
Services Company Limited
Vietnam
100.00%
VE1
15_Note_42_p230_235_v27.indd 233
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany InformationStrategic ReportGovernance ReportFinancial StatementsCompany Information 42. Subsidiaries continued
Company registered office addresses
Registered
office
Registered office address
c/o LBW & Partners, Level 3, 845 Pacific Highway,
Chatswood, NSW 2067, Australia
Level 4, 24 York Street, Sydney, NSW 2000, Australia
c/o Kelly Partners (Northern Beaches) Pty Ltd, Unit 15,
117 Old Pittwater Road, Brookvale NSW 2100, Australia
Building 1, Road 22, Block 414, Al-Daih, PO Box 20210,
Jidhafs, Bahrain
Victoria Place, 5th Floor, 31 Victoria Street, Hamilton,
HM10, Bermuda
Avenida Doutora Ruth Cardoso , 7221 22 Andar
Conjunto 2301, B.A., Pinheiros, São Paulo-SP, CEP
05425-902 , Brazil
c/o McMillan LLP, 1500 Royal Centre, 1055 W. Georgia
Street, Vancouver, BC V6E 4N7, Canada
12th Floor, 20 Eglinton Avenue West, Yonge Eglinton
Centre, Toronto, ON M4R 1K8, Canada
181 University Avenue, Suite 1100, Toronto, ON M5H
3M7, Canada
Floor 7/8, Urban Development International Tower,
No. 355 Hong Qiao Road, Xu Hui District, Shanghai,
200030, China
Room 902, No. 996 East Xingang Road, Haizhu District,
Guangzhou, China
Room 2807, No. 1022 East Xingang Road, Haizhu
District, Guangzhou, China
Room 2072, 2nd Floor, 124 Building, No. 960 Zhong Xing
Road, Jing'an District, Shanghai, China
Room 6396, No. 650 DingXi Road, Changning District,
Shanghai, China
Room 2201 Hong Kong New Tower, No. 300 Huai Hai
Middle Road, Huang Pu District, Shanghai, China
Unit 802 Comfort Plaza, No. 4 of Worker's Stadium
North Road, Chaoyang District, Beijing 100027, China
West-South Area Fl. 3, No. 2123 Pudong Avenue,
Free Trade Zone, Shanghai, China
Unit 8-A25, No.657, DingXi Road, Changning District,
Shanghai, China
China (Sichuan) Pilot Free Trade Zone, East Section of
Ningbo Road, Zhengxing Street, Tianfu New District,
Chengdu, China
Room 1159-1164, China Hotel Office Tower, Liu Hua
Road, Guangzhou, China
Room 123, Floor 1, Building 1, No.108 Kangqiao Road,
Gongshu District, Hangzhou, China
Room 207, No. 453 Fahuazhen Road, Shanghai, China
V3 East, Level 17 Daqing Building, Tian'an Shatou Street,
Futian District, Shenzhen, China
No 502, 5th Floor, Building 4, 99 Guangfu Road, Wuhou
District, Chengdu, China
Room 1009, Western Tower No. 19, Way 4, South People
Road, Chengdu, China
Room 1010, 10F, No. 993 West Nanjing Road, Jingan
District, Shanghai, China
8/F UDIT, 355 Hong Qiao Road, Shanghai 200030, China
Unit 2901, K11 Atelier, 300 Huai Hai Road Central,
Huangpu District, Shanghai 200021, China
Room 101-75, No.15 Jia, No. 152 Alley, Yanchang Road,
Jing’an District, Shanghai, China
Room 608, Block A, No. 1 Building, No. 3000 Longdong
Avenue, Pilot Free Trade Zone, Shanghai, China
Room 234, 2nd Floor, M-Zone, 1st Building, No 3398 Hu
Qing Ping Road, Zhao Xiang Town, Qing Pu District,
Shanghai, China
AU1
AU2
AU3
BA1
BM1
BR1
CA1
CA2
CA3
CH1
CH2
CH3
CH4
CH5
CH6
CH7
CH8
CH9
CH10
CH11
CH12
CH13
CH14
CH15
CH16
CH17
CH18
CH19
CH20
CH21
CH22
234
Registered
office
CH23
CH24
CY1
EG1
FR1
DE1
DE2
DE3
HK1
IN1
IN2
IN3
ID1
ID2
IR1
IR2
IM1
JP1
JP2
JP3
JE1
JE2
LX1
MA1
ME1
MC1
MY1
NL1
NL2
NZ1
NO1
PK1
PH1
QA1
RK1
Registered office address
Building No. 3, Zuoyue Financial Centre, No. 5033 of
Menghai Avenue, Shenzhen, China
Room 607, East Block, Coastal Building, Haide 3rd Road,
Nanshan District, Shenzhen, Guangdong 518054, China
2nd Floor, Sotiri Tofini 4, Agios Athanasios, Limassol,
4102, Cyprus
7H Building , Street 263, New Maadj, Cairo, Egypt
37 avenue de Friedland, 75008, Paris, France
Westenriederstraße 19, 80331 Munich, Germany
Knesebeckstraße 62/63, 10719 Berlin, Germany
Friedensplatz 13, 53721, Siegburg, Germany
Room 812, Silvercord, Tower 1, 30 Canton Road,
Tsimshatsui, Kowloon, Hong Kong
Solitaire-XIV Building, B-Wing, 1st Floor, Unit No. 3 & 4,
Guru Hargovindji Marg, Chakala, Andheri (East),
Mumbai 400093, India
2nd & 3rd floor, The National Council of YMCAs of India,
1, Jai Singh Road, New Delhi, 110001, India
No. 143, 144 Hosur Main Road, Industrial Layout,
Koramangala, Bangalore 560 095, Karnataka, India
Menara Utara Gedung Menara Jamsotek, Lt. 12 unit TA
12-04, Jl. Jend., Gabot Subroto No. 38, Jakarta, Indonesia
Jalan Sultan Iskandar Muda , No 7 Arteri Pondok Indah,
Kebayoran Lama, Jakarta Selantan, 12240, Indonesia
68 Merrion Square, Dublin 2, D02 W983, Ireland
70 Sir John Rogerson's Quay, Dublin 2, Ireland
First Names House, Victoria Road, Douglas, IM2 4DF,
Isle of Man
21F, Otemachi Financial City North Tower, 1-9-5
Otemachi, Chiyoda-ku, Tokyo, 100-0004, Japan
Kanda 91 Building, 1-8-3 Kajicho, Chiyoda-ku, Tokyo,
101-0044, Japan
9th Floor, JHV Building, 1-54-4, Kanda Jimbocho,
Chiyoda-ku, Tokyo, 101-0051, Japan
22 Grenville Street, St Helier, JE4 8PX, Jersey
44 The Esplanade, St Helier, JE4 9WG, Jersey
21-25 Allee Scheffer, L-2520, Luxembourg
Unit 30-01, Level 30, Tower A, Vertical Business Suite,
Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200
Kuala Lumpur, Malaysia
Av. Benjamin Franklin 235-4, Mexico, DF06100, Mexico
Le Suffren, 7 rue Suffren-Reymond, Monaco, 98000,
Monaco
No. 3/A, # 14-00 Junction City Tower, Bogyoke Aung San
Road, Pabedan Township, Yangon Region, Myanmar
Coengebouw, Suite 8.04, Kabelweg 37, 1014 BA
Amsterdam, Netherlands
de Entree 73, 1101 BH, Toren A, Amsterdam,
Netherlands
HPCA Limited, 1 ihumata Road, Milford, Auckland, 0620,
New Zealand
c/o Advokat Merete Bardsen, Wahl-Larson
Advokatfirma AS, Fridtjof Nansens plass 5, Oslo, 0160,
Norway
6th Floor, Citi View, Block 3, Bahadur Yar Jung
Cooperative Housing Society, Shaheed-e-Millat Road,
Karachi Sindh, Pakistan
Unit I-121, Ground Floor, One E-com Center Ocean
Drive, Mall of Asia Complex, Pasay City, Philippines
P.O. Box 545, Doha, Qatar
8F, Woodo Building, 214 Mangu-ro, Jungnang-gu, Seoul,
02121, Republic of Korea
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued 42. Subsidiaries continued
Registered
office
Registered office address
RK2
SU1
SU2
SG1
SG2
SA1
SP1
SE1
SW1
TA1
TH1
TU1
UK1
US1
US2
US3
US4
US5
US6
US7
UAE1
VE1
#801, 8/F Korea Design Center, 322 Yanghyeon-Ro,
Bundang-Gu, Seongnam-si, Gyeonggi-do, 13496,
Republic of Korea
Office 109, 1st Floor, Aban Center, King Abdulaziz Road,
AlGhadir District, Riyadh, 13311, Saudi Arabia
Marei bin Mahfouz Group Regional Office Building, Al
aziziya intersection of Tahlia & Siteen Str nearby Ikea,
PO Box 4100, Jeddah 21491, Saudi Arabia
#04-01, Visioncrest, 103 Penang Road, 238467,
Singapore
10 Kallang Avenue, #09-16 Aperia Tower 2, 339510,
Singapore
Broadacres Business Centre, Corner Cedar, 3rd Avenue
Broadacres, Sandton Gauteng, Johannesburg, 2022,
South Africa
Calle Azcona, 36, Bajo de Madrid, Madrid 28028, Spain
Box 3255, 103 65, Stockholm, Sweden
Suurstoffi 37, 6343 Rotkreuz, Switzerland
Floor 10, No. 66, Second 1, Neihu Rd, Neiting District,
Taipei, Taiwan
428 Ari Hills Building, 18th Floor, Phahonyothin Road,
Samsen Nai, Phaya Thai, Bankok 10400, Thailand
Rüzgarlıbaçe Mah. Kavak Sok, Smart Plaza B Blok,
No: 31/1 Kat: 8 , 34805 Kavacik-Beykoz, Istanbul, Turkey
5 Howick Place, London, SW1P 1WG, United Kingdom
c/o Corporation Service Company, 251 Little Falls Drive,
Wilmington, DE 19808, USA
c/o Corporation Service Company, 84 State Street,
Boston, MA 02109, USA
c/o Corporation Service Company, 1900 W. Littleton
Boulevart, Littleton, CO 80120, USA
c/o Corporation Service Company, 1201 Hays Street,
Tallahassee, FL 32301, USA
c/o The Prentice-Hall Corporation System Inc, 251 Little
Falls Drive, Wilmington, DE 19808, USA
c/o Corporation Service Company, 80 State Street,
Albany, NY 12207-2543, USA
c/o Corporation Service Company, 2710 Gateway Oaks
Drive, Suite 150N, Sacramento, CA 95833, USA
17th & 18th Floor, Creative Tower, P. O. Box 422,
Fujairah, United Arab Emirates
10th Floor, Ha Phan Building, 17-17A-19, Ton That Tung
Street, District 1, HCMC, Vietnam
15_Note_42_p230_235_v27.indd 235
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany InformationStrategic ReportGovernance ReportFinancial StatementsCompany Information 43. Contingent liabilities and assets
At 31 December 2022 there were no contingent liabilities or contingent assets.
44. Post balance sheet events
At the time of approval of the financial statements we are in advanced negotiations in respect of a significant business
combination and expect to agree the transaction imminently.
236
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Notes to the Consolidated Financial Statements for the year ended 31 December 2022continued Parent Company Balance Sheet as at 31 December 2022
Fixed assets
Investment in subsidiary undertakings
Current assets
Debtors falling due within one year
Debtors falling due after one year
Cash and cash equivalents
Creditors: amounts falling due within one year
Total assets less net current liabilities
Creditors: amounts falling due after more than one year
Net assets
Capital and reserves
Share capital
Share premium account
Reserve for shares to be issued
Merger reserve
Capital redemption reserve
Profit and loss account
Equity shareholders' funds
Notes
3
5
4
6
7
8
9
9
9
2022
£m
7,897.0
7,897.0
3,014.2
2,142.1
1,136.6
6,292.9
(1,246.8)
5,046.1
(1,976.0)
10,967.1
1.4
1,878.6
24.0
4,501.9
(92.3)
4,653.5
10,967.1
2021
£m
7,886.7
7,886.7
4,550.4
1,859.3
0.2
6,409.9
(130.0)
6,279.9
(2,894.9)
11,271.7
1.5
1,878.6
22.2
4,501.9
(17.4)
4,884.9
11,271.7
Profit for the year ended 31 December
317.7
3,791.7
The financial statements of this Company, registration number 08860726, were approved by the Board of Directors and
authorised for issue on 8 March 2023 and were signed on its behalf by
Stephen A. Carter
Group Chief Executive
Gareth Wright
Group Finance Director
17_ParentCompany_5YearSummary_p237_247_v39.indd 237
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Parent Company Statement of Changes in Equity
for the year ended 31 December 2022
At 1 January 2021
Profit for the year
Total comprehensive
income for the year
Cost related to 2020 share issue
Share award expense
Transfer of vested LTIPs
At 1 January 2022
Profit for the year
Total comprehensive
income for the year
Share buyback
Share award expense
Equity dividends
Transfer of vested LTIPs
At 31 December 2022
Share
capital
£m
Share
premium
account
£m
Reserve
for shares
to be issued
£m
1.5
1,878.8
20.1
Merger
reserve
£m
4,501.9
Capital
redemption
reserve
£m
(17.4)
Other
reserve
£m
–
–
–
–
–
–
–
–
Profit
and loss
account
£m
1,082.6
3,791.7
Total
£m
7,467.5
3,791.7
3,791.7
3,791.7
–
–
10.6
(0.2)
12.7
–
4,884.9
11,271.7
317.7
317.7
317.7
(517.0)
–
(43.3)
11.1
317.7
(591.9)
12.9
(43.3)
–
–
–
–
–
–
–
–
–
–
–
4,501.9
(17.4)
–
–
–
–
–
–
–
–
0.1
(74.9)
–
–
–
–
–
–
4,501.9
(17.3)
(74.9)
4,653.4
10,967.1
–
–
–
–
–
–
–
(0.2)
–
–
1.5
1,878.6
–
–
(0.1)
–
–
–
–
–
–
–
–
1.4
1,878.6
–
–
–
12.7
(10.6)
22.2
–
–
–
12.9
–
(11.1)
24.0
238
17_ParentCompany_5YearSummary_p237_247_v39.indd 238
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
Notes to the Parent Company Financial Statements
for the year ended 31 December 2022
1. Corporate information
Informa PLC (the company) is a company incorporated in the United Kingdom under the Companies Act 2006 and is listed
on the London Stock Exchange. The company is a public company limited by shares and is registered in England and Wales
with registration number 08860726. The address of the registered office is 5 Howick Place, London SW1P 1WG.
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.
2. Accounting policies
Basis of accounting
The company meets the definition of a qualifying entity under Financial Reporting Standard FRS 102 issued by the
Financial Reporting Council. The financial statements have therefore been prepared in accordance with FRS 102
The Financial Reporting Standard applicable in the UK and Republic of Ireland as issued by the Financial Reporting Council.
As permitted by FRS 102, the company has taken advantage of the disclosure exemptions available under that standard in
relation to share-based payments, financial instruments, presentation of a cash flow statement, standards not yet effective
and related party transactions. The Directors’ Report, Corporate Governance Statement and Directors’ Remuneration Report
disclosures are on pages 142 to 145, 92 to 108 and 122 to 141 of this report respectively. The financial statements have been
prepared on the historical cost basis except for the remeasurement of the certain financial instruments which are measured
at fair value at the end of each reporting period. Having assessed the principal risks and the other matters discussed in
connection with the Group Viability Statement, the Directors have considered it appropriate to adopt the going concern
basis of accounting in preparing the financial statements.
The principal accounting policies adopted are the same as those set out in Note 2 to the Consolidated Financial Statements,
with the exception of the merger reserve accounting treatment arising from the Scheme of Arrangement in 2014 and the
key source of estimation uncertainty (Note 3). There are deemed to be no critical accounting judgements. The Company’s
financial statements are presented in pounds sterling, being the Company’s functional currency.
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 or Statement of Comprehensive Income for the year. The company’s revenue for the year is £nil (2021: £nil),
and profit after tax for the year is £317.7m (2021: £3,791.7m).
Share-based payment amounts that relate to employees of subsidiary Group companies are recorded as capital contributions
to the relevant Group company.
Investments in subsidiaries and impairment reviews
At each reporting period, the company assesses the carrying amounts of its investments to determine whether there is
any indication of impairment. Where such an indication exists, the company makes an estimate of the recoverable amount.
If the recoverable amount of the investment is less than its carrying amount, the investment is written down to its recoverable
amount. Any impairment loss is immediately recognised in the Income Statement.
17_ParentCompany_5YearSummary_p237_247_v39.indd 239
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239
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Notes to the Parent Company Financial Statements
for the year ended 31 December 2022
continued
3. Investments in subsidiary undertakings
Cost
At 1 January
Additions – other1
Reversal of impairment loss
At 31 December
2022
£m
2021
£m
7,886.7
7,316.8
10.3
–
9.8
560.1
7,897.0
7,886.7
1. Additions – other includes £10.3m (2021: £9.8m) related to the fair value of share incentives issued to employees of subsidiary undertakings during the year
The divestment of Intelligence businesses during the year was an indicator of impairment and therefore the company
undertook an impairment review of its investments in subsidiary undertakings as at 31 December 2022. This review
resulted in no impairment being required (2021: nil). Value in use calculations have been used to estimate the recoverable
amounts of the investments. For 2023 projected cash flows, management has used the Group’s annual budget. For 2024
and 2025 management has used the Group’s three-year plan forecast. A long-term growth rate has been applied to the
2025 operating cash flows and these cash flows have been discounted.
Sensitivity analysis has been performed based on management’s assessment of reasonably plausible changes to assumptions.
This involved a 10% reduction in projected cash flows in the period 2023-2025 including the perpetuity year, 100bps increase
in discount rate and 50bps decrease in LTGR. The sensitivity analysis indicated that a reasonably possible change to the
discount rate and the projected cash flows could result in a material impairment of the company’s £7,897.0m investments
in subsidiaries within the next financial year. The Directors have therefore identified these as key sources of estimation
uncertainty.
The listing below shows the direct subsidiary undertakings as at 31 December 2022 which affected the profit or net assets
of the company:
Company
Informa Jersey Limited1
Informa Global Sales, Inc.
UBM Limited
Country of registration
Jersey
USA
Jersey
Principal activity
Holding company
Domestic international sales corporation
Holding company
Ordinary
shares held
100%
100%
100%
1. Formerly Informa Switzerland Limited
Details of subsidiaries controlled by the company are disclosed in the Consolidated Financial Statements (Note 42).
4. Debtors falling due after one year
Amounts owed from Group undertakings
Derivative financial instruments
2022
£m
2,142.1
–
2,142.1
2021
£m
1,855.9
3.4
1,859.3
Amounts due from Group undertakings falling due after one year are unsecured, non-interest bearing and repayable on
demand. The amounts owed by Group undertakings have been assessed for 12 month expected credit losses. Due to the
low credit risk, the expected credit loss is considered immaterial.
5. Debtors falling due within one year
Amounts owed from Group undertakings
Other debtors
2022
£m
2021
£m
3,010.7
4,550.4
3.5
–
3,014.2
4,550.4
Amounts owed from Group undertakings falling due within one year are unsecured, non-interest bearing and repayable
on demand. The amounts owed by Group undertakings have been assessed for 12 month expected credit losses. Due to
the low credit risk, the expected credit loss is considered immaterial.
240
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
6. Creditors: Amounts falling due within one year
Amounts owed to Group undertakings
Euro Medium Term Notes1
Other payables2
2022
£m
736.8
398.1
111.9
1,246.8
2021
£m
95.2
–
34.8
130.0
1. Stated net of arrangement fees of £0.3m (2021: £nil)
2. Includes £75.0m share buyback liability which reflects the maximum liability for the purchase of the company’s own shares through to the
conclusion of the Group’s closed period on 8 March 2023 following an irrevocable instruction issued to the Group’s broker in connection with
the previously announced share buyback programme
Amounts owed to Group undertakings falling due within one year are unsecured, non-interest bearing and repayable on demand.
7. Creditors: Amounts falling due after one year
Revolving credit facility (RCF)1
Euro Medium Term Notes2
Derivative financial instruments
Amounts owed to Group undertakings
1. Stated net of arrangement fees of £1.3m (2021: £2.0m)
2. Stated net of arrangement fees of £8.4m (2021: £12.1m)
2022
£m
(1.3)
2021
£m
(2.0)
1,503.9
1,989.2
168.1
305.3
40.7
867.0
1,976.0
2,894.9
Amounts owed to Group undertakings falling due after one year are unsecured, non-interest bearing and repayable on demand.
The RCF was not drawn at 31 December 2022 and had a balance of £nil (2021: £nil) and is stated net of £1.3m (2021: £2.0m)
arrangement fees. Interest is payable at the rate of SONIA or SOFR plus a margin.
There are cross currency swaps over the EMTN borrowings where the Company receives the following:
• A fixed rate of interest for £450.0m of EMTN borrowings with a maturity of July 2026 and pays a fixed rate of interest
for $588.9m
• A fixed rate of interest on €450.0m of EMTN borrowings with a maturity of July 2023 and pays a fixed rate of interest
for $174.1m
• A fixed rate of interest on €500m of EMTN borrowings with a maturity of April 2028 and pays a fixed rate of interest
for $551.6m
• A fixed rate of interest on €700.0m of EMTN borrowings with a maturity of October 2025 and pays a fixed rate of interest
for $821.6m
• At 31 December 2022, the fair value of these swaps was a financial liability of £165.9m (2021: liability £37.3m).
17_ParentCompany_5YearSummary_p237_247_v39.indd 241
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Notes to the Parent Company Financial Statements
for the year ended 31 December 2022
continued
8. Share capital
Issued, authorised and fully paid
1,418,525,746 (2021: 1,503,112,804) ordinary shares of 0.1p each
At 1 January
Issue of new shares to Employee Share Trust
Share buyback
At 31 December
2022
£m
1.4
2021
£m
1.5
2022
Number of
shares
2021
Number of
shares
1,503,112,804 1,502,137,804
5,000,000
975,000
(89,587,058)
–
1,418,525,746 1,503,112,804
Share capital
On 5 March 2021, the company issued 975,000 new ordinary shares at the nominal value of 0.1p to the Informa Employee
Share Trust.
On 31 March 2022, the company issued 5,000,000 new ordinary shares at the nominal value of 0.1p to the Informa Employee
Share Trust.
During 2022, the Company bought back 89,587,058 ordinary shares at the nominal value of 0.1p for a total consideration of
£517.0m and cancelled 88,987,197 of these shares. 599,861 shares (£3.7m) were settled subsequent to year end and therefore
not cancelled as at year end.
9. Capital and reserves
Share premium
In 2021 the £0.2m of share premium related to the costs of the 2020 share issuance.
Reserve for shares to be issued
This reserve relates to LTIP share awards granted to colleagues and reduced by the transferred and vested awards.
Merger reserve
On 30 May 2014, under a Scheme of Arrangement, the Company subscribed to shares in Informa Switzerland Limited,
formerly Old Informa, a subsidiary undertaking, which were valued at £3,500.0m. This resulted in new share capital of
£2,627.1m from the issue of 603,941,249 shares at a nominal value of 435p and the creation of a merger reserve of £872.9m.
On 2 November 2016, the Company acquired Penton Information Services and the Group issued 12,829,146 ordinary shares
to the vendors, with the £82.2m share premium on the shares issued recorded against the merger reserve in accordance with
the merger relief rules of the Companies Act 2006. The Company acquired UBM plc on 15 June 2018 and issued 427,536,794
shares, resulting in an increase in the merger reserve of £3,544.6m. The Company also issued 256,689 shares in 2018 to
satisfy UBM SAYE scheme awards maturing in the post acquisition period and there was an increase in the merger reserve
of £2.2m in relation to the issue of these shares.
Other reserve
Other reserve reflects a share buyback liability for the maximum liability for the purchase of the company’s own shares
through to the conclusion of the Group’s closed period on 8 March 2023 following an irrevocable instruction issued to the
Group’s broker in connection with the previously announced share buyback programme.
The distributable reserves of the company are not materially different to the profit and loss account balance, with distributable
reserves of £4,613.2m at 31 December 2022 (31 December 2021: £4,856.4m).
242
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022
10. Share-based payments
Details of the share-based payments are disclosed in the Consolidated Financial Statements (Note 10).
11. Dividends
During the year an interim dividend of £43.3m (2021: £nil) and a final dividend for the prior year of £nil (2021: £nil)
were recognised as distributions by the company. As at 31 December 2022, £0.2m (2021: £0.2m) of dividends were still
to be paid relating to prior periods. Details of dividends are disclosed in the Consolidated Financial Statements (Note 15).
12. Related party transactions
The Directors of Informa PLC had no material transactions with the company or its subsidiaries during the year other
than service contracts and Directors’ liability insurance. Details of Directors’ remuneration are disclosed in the Remuneration
Report. The company has taken advantage of the exemption that transactions with wholly owned subsidiaries do not need
to be disclosed.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Audit exemption
The following UK subsidiaries will take advantage of the audit exemption set out within section 479A of the Companies Act
2006 for the year ended 31 December 2022:
Audit exempt company
ABI Building Data Limited
Afterhurst Limited
Blessmyth Limited
Canrak Books Limited
Colonygrove Limited
Colwiz UK Limited
Curinos Limited
Curinos International Limited
Datamonitor Limited
Design Junction Limited
DIVX Express Limited
Dove Medical Press Limited
F1000 Research Limited
Futurum Media Limited
GNC Media Investments Limited
Green Thinking (Services) Limited
Hirecorp Limited
IBC (Ten) Limited
IBC (Twelve) Limited
IIR Management Limited
IIR (U.K. Holdings) Limited
Industry Dive, Limited
Informa Connect Limited
Informa Exhibitions Limited
Informa Finance Australia Limited
Informa Finance Brazil Limited
Informa Finance Egypt Limited
Informa Finance Mexico Limited
Informa Finance USA Limited
Informa Global Markets (Europe) Limited
Informa Group Limited
Informa Holdings Limited
Informa Investments Limited
Informa Manufacturing Europe Holdings Limited
Informa Manufacturing Europe Limited
Informa Markets Limited
Informa Markets (Europe) Limited
Informa Markets (Maritime) Limited
Informa Markets (UK) Limited
Registration
number
02385277
01609566
03805559
03194381
04109768
08164609
04159695
04757016
02306113
07634779
03212879
04967656
08322928
09813559
03085849
05803263
04790559
01844717
03007085
02922734
02748477
12786552
01835199
05202490
12008055
12007958
12008044
12008165
08940353
03094797
03099067
03849198
01693134
10025028
09893244
02972059
08851438
00495334
00370721
Audit exempt company
Informa Overseas Investments Limited
Informa Property (Colchester) Limited
Informa Tech Founders Limited
Informa Tech Research Limited
Informa Telecoms & Media Limited
Informa Three Limited
Informa UK Limited
Informa United Finance Limited
Informa US Holdings Limited
ITF2 Limited
Light Reading UK Limited
London on-Water Limited
MAI Luxembourg UK Societas
Miller Freeman Worldwide Limited
MRO Exhibitions Limited
MRO Network Limited
MRO Publications Limited
OES Exhibitions Limited
Penton Communications Europe Limited
Roamingtarget Limited
Routledge Books Limited
Taylor & Francis Books Limited
Taylor & Francis Publishing Services Limited
TU-Automotive Limited
UBM (GP) No 1 Limited
UBM International Holdings UK Societas
UBM Property Services Limited
UBMG Holdings
UBMG Services Limited
UBM Shared Services Limited
United Consumer Media UK Societas
United Newspapers Publications Limited
Registration
number
05845568
03610056
12302369
11971005
00991704
04595951
01072954
00948730
09319013
12294578
08823359
10621549
SE000010
01750865
02737787
09375001
02732007
09958003
02805376
05419444
03177762
03215483
03674840
09798474
03259390
SE000009
03212363
00152298
03666160
04957131
SE000008
00235544
244
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Glossary of terms: Alternative performance measures
The Group provides adjusted results and underlying measures in addition to statutory measures, in order to provide
additional useful information on business performance trends to shareholders. The Board considers these non-GAAP
measures as an appropriate way to measure the Group’s performance because it aids comparability to the prior year
and is also in line with the similarly adjusted measures used by peers and therefore facilitates comparison.
The terms ‘adjusted’ and ‘underlying’ are not defined terms under IFRS and may not therefore be comparable with similarly
titled measurements reported by other companies. These measures are not intended to be a substitute for, or superior to,
IFRS measurements. The Financial Review provides reconciliations of alternative performance measures (APMs) to statutory
measures and also provides the basis of calculation for certain APM metrics. These APMs are provided on a consistent basis
with the prior year.
Adjusted results and adjusting items
Adjusted results exclude items that are commonly excluded across the media sector: amortisation and impairment of
goodwill and intangible assets relating to businesses acquired and other intangible asset purchases of book lists, journal
titles, acquired databases and brands related to exhibitions and conferences, acquisition and integration costs, profit or
loss on disposal of businesses, restructuring costs and other items that in the opinion of the Directors would impact the
comparability of underlying results. Adjusting items are detailed in Note 8 to the Consolidated Financial Statements.
Adjusted results are prepared for the following measures which are provided in the Consolidated Income Statement on
page 159: Adjusted operating profit, Adjusted net finance costs, Adjusted profit before tax, Adjusted tax charge, Adjusted
profit after tax, Adjusted earnings and Adjusted diluted earnings per share. Adjusted operating margin, Effective tax rate
on adjusted profits and Adjusted EBITDA are used in the Financial Review on pages 79, 83 and 85 respectively.
Adjusted EBITDA
• Adjusted EBITDA is earnings before interest, tax, depreciation, amortisation and other non-cash items such as share-based
payments and before adjusting items. The full reconciliation and definition of Adjusted EBITDA is provided in Note 8
• Covenant-adjusted EBITDA for Informa interest cover purposes under the Group’s previous financial covenants on debt
facilities is earnings before interest, tax, depreciation and amortisation and adjusting items. It is adjusted to be on a
pre-IFRS 16 basis
• Covenant-adjusted EBITDA for Informa leverage purposes under the Group’s previous financial covenants on debt facilities
is earnings before interest, tax, depreciation and amortisation and adjusting items. It is adjusted to include a full year’s
trading for acquisitions and remove trading results for disposals, and adjusted to be on a pre-IFRS 16 basis
Adjusted operating margin
The Adjusted operating margin is shown as a percentage and is calculated by dividing adjusted operating profit by revenue.
The Financial Review on page 79 shows the calculation of the Adjusted operating margin, which is provided as an additional
useful metric on underlying performance to readers.
Covenant-adjusted net debt
Covenant-adjusted net debt is translated using average exchange rates for the 12-month period and is adjusted to include
deferred consideration payable, to exclude derivatives associated with borrowings and to be on a pre-IFRS 16 basis.
Dividend cover
Dividend cover is the ratio of adjusted diluted earnings per share to dividends per share for the year, and is provided to
enable year-on-year comparability on the level at which dividends are covered by earnings. Dividends consist of the interim
dividend that has been paid for the year and the proposed final dividend for the year. Diluted earnings per share are adjusted
to be stated before adjusting items impacting earnings per share. The Financial Review on page 84 provides the calculation
of dividend cover.
Dividend payout ratio
This is ratio of the total amount of dividends per share paid and proposed to Shareholders relating to a financial year relative
to the adjusted diluted earnings per share on continuing operations for the year.
Effective tax rate on adjusted profits for continuing operations
The Effective tax rate on adjusted profits is shown as a percentage and is calculated by dividing the adjusted tax charge
by the adjusted profit before tax. The Financial Review on page 83 shows the calculation of the Effective tax rate on adjusted
profits, which is provided as an additional useful metric for readers on the Group’s tax position.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Glossary of terms: Alternative performance measures
continued
Free cash flow
Free cash flow is a key financial measure of cash generation and represents the cash flow generated by the business
before cash flows relating to acquisitions and disposals and their related costs, dividends, and any new equity issuance or
repurchases of own shares and debt issues or repayments. Free cash flow is one of the Group’s key performance indicators,
and is an indicator of operational efficiency and financial discipline, illustrating the capacity to reinvest, fund future dividends
and repay down debt. The Financial Review on page 85 provides a reconciliation of free cash flow to statutory measures.
Informa interest cover
Debt covenants ceased to apply to all the Group’s borrowing facilities from November 2021 following the repayment of debt
subject to financial covenants. Informa interest cover is calculated according to the Group’s previous financial covenants
on debt facilities and is the ratio of covenant-adjusted EBITDA for interest cover purposes to adjusted net finance costs and
excluding finance fair value items. It is provided to enable the assessment of our debt position together with our compliance
with these previous specific debt covenants. The Financial Review on page 87 provides the basis of the calculation of Informa
interest cover.
Informa leverage ratio
The Informa leverage ratio is calculated according to the Group’s previous financial covenants on debt facilities and is the
ratio of net debt to covenant-adjusted EBITDA for Informa leverage information purposes, and is provided to enable the
assessment of our debt position together with compliance with these previous specific debt covenants. Informa leverage
ratio is calculated in the same way as the adjusted leverage ratio disclosed in 2021. The Financial Review on page 87
provides the basis of the calculation of the Informa leverage ratio.
Operating cash flow and operating cash flow conversion
Operating cash flow is a financial measure used to determine the efficiency of cash flow generation in the business and
is measured by and represents free cash flow before interest, tax, restructuring and reorganisation costs. The Financial
Review on page 85 reconciles operating cash flow to statutory measures.
Operating cash flow conversion is a measure of the strength of cash generation in the business and is measured as a
percentage by dividing operating cash flow by adjusted operating profit in the reporting period. The Financial Review
on page 85 provides the calculation of operating cash flow conversion.
Net (cash)/debt before leases and net (cash)/debt
Net (cash)/debt before leases consists of cash and cash equivalents and includes bank overdrafts (where applicable),
borrowings, derivatives associated with debt instruments, deferred borrowing fees and other loan receivables or
loan payables, excluding in either case fair value through profit and loss items and amounts in escrow, where these
are interest bearing and do not relate to deferred consideration arrangements for acquisitions or disposals.
Net (cash)/debt consists of net (cash)/debt before leases plus finance lease receivables and lease liabilities.
Underlying revenue and underlying adjusted operating profit
Underlying revenue and underlying adjusted operating profit refer to results adjusted for acquisitions and disposals, the
phasing of events, including biennials, the impact of changes from implementing new accounting standards and accounting
policy changes and the effects of changes in foreign currency by adjusting the current year and prior year amounts to use
consistent currency exchange rates.
Phasing and biennial adjustments relate to the alignment of comparative period amounts to the usual scheduling cycle of
events in the current year. Where an event originally scheduled for 2021 or 2022 was either cancelled or postponed there
was an adverse impact on 2021 or 2022 underlying growth as no adjustment was made for these in the calculation.
The results from acquisitions are included on a pro-forma basis from the first day of ownership in the comparative period.
Disposals are similarly adjusted for on a pro-forma basis to exclude results in the comparative period from the date of
disposal. Underlying measures are provided to aid comparability of revenue and adjusted operating profit results against
the prior year. The Financial Review on page 80 provides the reconciliation of underlying measures of growth to reported
measures of growth in percentage terms.
246
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Five-year summary
Results from continuing and discontinued operations
Revenue
Adjusted operating profit
Statutory operating profit/(loss)
Statutory profit/(loss) before tax
Profit/(loss) attributable to equity holders of the parent
Free cash flow
Net assets
Non-current assets
Current assets
Current liabilities
Non-current liabilities
Net assets
Key statistics (pence) from continuing and discontinued operations
Earnings per share
Diluted earnings per share
Adjusted diluted earnings per share
Dividends per share
2022
£m
2021
£m
2020
£m
2019
£m
2018
£m
2,389.3
1,798.7
535.0
221.9
1,946.9
1,631.5
466.4
9,521.7
2,624.0
(2,008.8)
(2,670.6)
7,466.3
112.0
111.4
26.4
9.8
388.4
93.8
137.1
77.9
438.7
8,924.4
1,273.2
(1,350.0)
(2,801.7)
6,045.9
5.2
5.2
16.7
–
1,660.8
266.6
(881.6)
(1,140.9)
(1,042.5)
(153.9)
9,022.6
695.2
(1,200.6)
(2,889.2)
5,628.0
(73.4)
(73.4)
9.8
–
2,890.3
2,369.5
933.1
538.1
318.7
225.5
722.1
732.1
363.2
282.1
207.9
503.2
9,988.1
721.9
(1,584.6)
(3,300.4)
5,825.0
10,328.7
715.1
(1,530.8)
(3,441.4)
6,071.6
17.9
17.8
51.0
7.5
19.6
19.5
48.8
21.8
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information
Shareholder information
Annual General Meeting
Informa PLC’s 2023 AGM will be held at our offices at
240 Blackfriars Road, London SE1 8BF on Thursday 15 June
2023 at 11.00am. The Notice of AGM setting out the
resolutions being proposed will be sent to shareholders and
made available on the Informa website at www.informa.com
at least 20 working days before the date of the AGM.
Registrar
All general enquiries about holdings of ordinary shares
in Informa PLC should be addressed to our registrar,
Computershare:
Computershare Investor Services PLC
The Pavilions, Bridgwater Road
Bristol BS99 6ZZ
Helpline: +44 (0)370 707 1679
investorcentre.co.uk
The helpline is available Monday to Friday, 8.30am
to 5.30pm.
Dividend and dividend reinvestment
Shareholders can have dividends paid directly into a
bank or building society account. To do this, complete
the dividend mandate instruction form available at
investorcentre.co.uk or contact our registrar.
To receive dividends in a different currency, you will
need to register for the global payments service provided
by our registrar. Further information is available at
investorcentre.co.uk
Informa offers a Dividend Reinvestment Plan where
cash dividends can be automatically reinvested in further
Informa shares. Further details and full terms and
conditions, including eligibility for shareholders based
outside the UK, are available at investorcentre.co.uk
Share dealing
Shareholders can buy or sell Informa PLC shares using
a share dealing facility operated by our registrar.
Dealing can be carried out online or by telephone.
To access your shareholding details online, please
go to Computershare’s website at investorcentre.co.uk.
To register to use the website, you will need your
shareholder reference number, shown on share certificates
or dividend vouchers.
Further information, including details of eligibility and
costs, can be found on investorcentre.co.uk or by calling
+44 (0)370 703 0084 between 8.00am and 4.30pm
Monday to Friday. Have your shareholder reference
number to hand when logging on or calling.
The website enables you to:
• View and manage all your shareholdings
• Register for electronic communications
• Buy and sell shares online with the dealing service
• Deal with other matters such as a change of address,
transferring shares or replacing a lost certificate
Electronic shareholder communications
As part of Informa’s commitment to the responsible use of
natural resources and reducing our environmental impact,
we offer all shareholders the opportunity to elect to register
for electronic communications. To do so, please visit
investorcentre.co.uk
UK regulations require the registrar to check that you have
read and accepted the terms and conditions before being
able to trade, which could delay your first telephone trade.
You may therefore wish to please register online at
computershare.trade before trading.
ShareGift
ShareGift (registered charity no. 1052686) is an independent
charity which takes unwanted holdings of shares,
aggregates those shares and sells them for the benefit
of thousands of charities. If you have a small shareholding
in Informa PLC and would like to support this initiative,
please visit the ShareGift website at Sharegift.org. You can
also contact ShareGift by email at help@sharegift.org or
by telephone on +44 (0)20 7930 3737.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 If you think you may have been targeted, report the matter
to the FCA as soon as possible. Further information can
be found on the FCA’s website at fca.org.uk or by calling its
helpline on 0800 111 6768 (freephone), 0300 500 8082 from
UK or +44 (0)20 7066 1000 from outside the UK. You should
also notify the registrar by calling 0370 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 documentation containing personal share
information in a safe place and destroy any
correspondence you do not wish to keep by shredding it
• Know when the dividends are paid and consider having
your dividend paid directly into your bank rather than
by cheque
• If you change address or bank account, inform the
registrar immediately. If you receive a letter from the
registrar regarding a change of address or bank details
that you did not instigate, contact them immediately
on +44 (0)370 707 1679
• If you are buying or selling shares, only deal with brokers
registered in the UK or in your country of residence
ADR programme for US investors
Since 2013 Informa has maintained a Level I American
Depositary Receipt (ADR) programme with BNY Mellon.
Each Informa ADR represents two ordinary shares and
they trade on the over-the-counter market in the US under
the symbol IFJPY, ISIN: US45672B2060. Information on
Informa’s ADRs can be found at bnymellon.com/dr
Informa’s ordinary shares continue to trade on the
premium segment of the London Stock Exchange under
the symbol INF, ISIN: GB00BMJ6DW54.
Protecting your investment from share fraud
UK law means that companies are required to make their
shareholder registers public and it is not possible to control
who inspects the register or how that information is used.
There are reports that shareholders in other companies
have received unsolicited phone calls or correspondence
about investment matters, and shareholders are highly
recommended to be very wary of any approaches that
involve unsolicited investment advice or offers to buy
or sell any shares.
If you receive any unsolicited phone calls or correspondence
regarding your investments:
• Do not give out or confirm any personal information
• Make a note of the name of the person who contacted
you and their organisation
• Do not hand over any money without checking that the
organisation is properly authorised by the Financial
Conduct Authority (FCA) and making your own enquiries.
You can check whether firms are authorised via the FCA
website at fca.org.uk
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022Strategic ReportGovernance ReportFinancial StatementsCompany Information Auditor
Deloitte LLP
1 New Street Square
London EC4A 3HQ
UK
www.deloitte.com
Joint Stockbroker
BAML
2 King Edward Street
London EC1A 1HQ
UK
www.bofaml.com
Joint Stockbroker
Morgan Stanley
25 Cabot Square
London E14 5AB
UK
www.morganstanley.com
Depository Bank
BNY Mellon
Depositary Receipts
101 Barclay Street, 22nd Floor
New York NY 10286
United States
www.adrbnymellon.com
Advisers
Principal Solicitors
Clifford Chance LLP
10 Upper Bank Street
London E14 5JJ
UK
www.cliffordchance.com
Strategic Financial Advisers
Goldman Sachs International
Plumtree Court
25 Shoe Lane
London EC4A 4AU
UK
www.goldmansachs.com
Communications Advisers
Teneo
6 More London Place
London SE1 2DA
UK
www.teneo.com
Registrar
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol BS99 6ZZ
UK
www.computershare.com
Legal notices
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’, ‘estimate’, ‘forecast’, ‘target’, ‘believe’, ‘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 and Uncertainties’ on pages 62 to 69 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 and the Group therefore cautions readers
not to place undue reliance on any forward-looking statements.
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.
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INFORMA PLC ANNUAL REPORT AND ACCOUNTS 2022 Informa is grateful to all the colleagues, teams and
partners that have contributed their time and support
in the production of this Annual Report.
Photography on pages 15, 17, 54, 99, 100 and 102
by Pennie Withers at Pennie Withers Photography.
www.penniewithersphotography.co.uk
Consultancy, design, and production by Luminous.
www.luminous.co.uk
Photographs on pages 21 and 43 supplied by Alamy.
www.alamy.com
Cover and illustrations created by Dan Matutina.
www.twistedfork.me
All other photography contributed by our colleagues and
teams across the Group.
All Informa Board member photography and on
pages 31, 33, 39 and 98 by Chris Warren at CWA Studios.
All information in this report is © Informa PLC 2023 and
may not be used in whole or part without prior permission.
Photography on pages 11, 30, 35, 36, 37
by Martin Pfeiffer at
The Cool Box Studio, Dubai, UAE.
www.photostudio-dubai.com
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This document was printed using its Pureprint® environmental printing technology. 100% vegetable-based inks and
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WHERE WE WORK: INFORMA OFFICE HUBS
Europe
London (Registered Office)
5 Howick Place, SW1P 1WG
+44 (0)20 8052 0400
info@informa.com
www.informa.com
London Blackfriars
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SE1 8BF
Colchester
Colchester
The Octagon
Essex
CO1 1TG
Oxford
4 Milton Park Square
Milton Park
OX14 4RN
Amsterdam
De Entreé 73,
1101 B, Amsterdam
Monaco
7, rue Suffren-Reymond
Le Suffren,
MC 98000
Istanbul
Smart Plaza B Blok,
Rüzgarlıbahçe Mah.
Kavak Sok, Kavacık Beykoz
Americas
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Building 1, Road 22,
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7H Building, Street 263,
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Level 20,
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PO Box 9292, Dubai
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Times Square,
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Mumbai 400 059
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17/F China Resources Building,
26 Harbour Road, Wanchai
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King Abdulaziz Road
Riyadh 13311
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Hong Kong New World Tower,
No. 300 Huai Hai Middle Road,
Shanghai 200021
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Visioncrest Building,
103 Penang,
Singapore 238467
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Sunway Visio Tower,
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Kanda 91 Building,
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24 York Street,
NSW 2000
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