J D W E T H E R S P O O N P L C We t h e r s p o o n H o u s e C e n t r a l P a r k R e e d s C re s c e n t Wa t f o rd H e r t f o rd s h i re W D 2 4 4 Q L Te l e p h o n e 0 1 9 2 3 4 7 7 7 7 7 w w w. j d w e t h e r s p o o n . c o . u k We t h e r s p o o n o w n s a n d o p e r a t e s p u b s t h ro u g h o u t t h e U K . T h e c o m p a n y a i m s t o p ro v i d e c u s t o m e r s w i t h g o o d - q u a l i t y f o o d a n d d r i n k , s e r v e d b y w e l l - t r a i n e d a n d f r i e n d l y s t a ff , a t re a s o n a b l e p r i c e s . T h e p u b s a re i n d i v i d u a l l y d e s i g n e d a n d e x c e l l e n t l y m a i n t a i n e d . C O N T E N T S F I N A N C I A L C A L E N D A R Financial highlights 1 Annual General Meeting 7 November 2002 Public houses nationwide 2 Final dividend for 2002 29 November 2002 Chairman’s statement and operating review 3 Interim report for 2003 March 2003 Finance review 8 Interim dividend for 2003 May 2003 Directors, officers and advisers 16 Year end 27 July 2003 Preliminary announcement for 2003 September 2003 Report and accounts for 2003 October 2003 Directors’ report 17 Remuneration report 20 Corporate governance 22 Independent auditors’ report 23 Profit and loss account 24 Note of historical cost profits 24 Cash flow statement 25 Balance sheet 26 Notes to the accounts 27 Financial record 39 Information for shareholders 40 Notice of Annual General Meeting 41 Public houses directory 43 F I N A N C I A L H I G H L I G H T S Sales (£m) 601.3 Number of pubs 608 Turnover up 24% to £601.3m 484.0 369.6 269.7 188.5 87 pubs opened, making a total of 608 522 428 327 252 1998 1999 2000 2001 2002 1998 1999 2000 2001 2002 Profit before tax and exceptional items 53.6 44.3 36.1 26.2 20.2 Profits before tax up 21% to £53.6m EPS (pence) 16.6 14.2 11.8 9.4 6.8 1998 1999 2000 2001 2002 1998 1999 2000 2001 2002 Free cash flow per share up Free cash flow per share (pence) 33.5 29.1 24.2 20.3 15% to 33.5p 13.4 – double EPS Dividend per share increased by 10% to 3.22p Earnings per share up 17% to 16.6p (after adoption of FRS19 deferred taxation) Dividend per share (pence) 3.2 2.9 2.7 2.4 2.2 1998 1999 2000 2001 2002 1998 1999 2000 2001 2002 A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 1 P U B L I C H O U S E S N AT I O N W I D E At the end of July 2002, the number of pubs nationwide was 608. Grampian Region Tayside Region Fife Region Lothian Region Strathclyde Region Borders County Antrim Dumfriesshire Northumberland Tyne & Wear Durham Cumbria Cleveland North Yorkshire Lancashire West Yorks Humberside Merseyside Greater Manchester South Yorkshire Clwyd Cheshire Derbyshire Lincolnshire Notts Staffordshire Leicestershire Norfolk Shropshire West Midlands Cambridgeshire Northamptonshire Hereford & Worcester Warwickshire Gloucestershire Beds Herts Suffolk Gwynedd Dyfed Glamorgan Gwent Avon Bucks Oxfordshire Berkshire Wiltshire Somerset Hampshire Surrey Essex Kent Devon Dorset West Sussex East Sussex Pubs in Greater London/M25 area Key J D Wetherspoon pubs J D Wetherspoon Lodges Lloyds No.1 pubs A list of all of our pubs can be found on pages 43 to 52. 2 J D W E T H E R S P O O N P L C C H A I R M A N ’ S S TAT E M E N T A N D O P E R AT I N G R E V I E W I am pleased to report a year of excellent progress for Wetherspoon. Sales increased by £117.3 million to £601.3 million, a rise of 24%. Operating profit increased by 20% to £70.1 million and profit before tax rose by 21% to £53.6 million. Earnings per share increased by 17% to 16.6p. Capital investment was £155.9 million and tax charge rising from 5% to 16% of profits. compound annual growth in sales has been net gearing at the year end was 98% (2001: It is anticipated that the cash tax charge will 39%, profits before tax 33% and earnings 88%). Gearing excluding the impact of rise to approximately 30% of profits per share, excluding deferred taxation, deferred taxation was 82%, which by 2010. 25%. compares with 75% at the end of the previous year. Net interest was covered 4.2 . . c a s h f l o w p e r s h a r e D I V I D E N D S times (2001: 4.2 times) by operating profit. Operating margins were 11.7% compared with 12.1% last year, mainly as a result of o f 3 3 . 5 p , m o r e t h a n d o u b l e e a r n i n g s p e r higher labour costs. Cash profits per pub s h a r e . . . increased marginally to £207,400. The board proposes, subject to shareholders’ consent, to pay a final dividend of 2.12p per share on 29 November 2002 to those shareholders on the register at 27 September 2002, Economic profit, calculated by adding bringing the total dividend for the year to Free cash flow after payments of tax, depreciation to profit before tax and 3.22p per share, a 10% increase on the interest and capital investment of £18.7 subtracting capital expenditure on existing previous year. At this level, dividends will be million in existing pubs increased by 17% to pubs, increased by 22% to £71.2 million, covered 5.2 times by earnings, compared £71.4 million, resulting in a cash flow per with capital investment in existing pubs at with 4.8 times in 2001. A scrip alternative share of 33.5p, more than double earnings 3.1% of turnover, compared with 3.3% of will again be offered to shareholders. per share, before investment in new pubs, turnover in the previous period. loan repayments, proceeds from the sale of F I N A N C E fixed assets and dividends paid. Free cash We are now approaching the 10th The company had £36 million of unutilised flow growth was slightly lower than turnover anniversary of our flotation on the stock banking facilities and £14 million of cash at growth, principally as a result of the cash market. During this period, our the balance sheet date. Since the year end, A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 3 C H A I R M A N ’ S S TAT E M E N T A N D O P E R AT I N G R E V I E W £55 million of new banking facilities have that we have experienced. example, our IT systems, food delivery been agreed. Total facilities, which are now systems, training, buying and design of new in excess of £400 million, coupled with our We acquired the first 10 Lloyds pubs 2 years pubs. strong organic free cash flow, underpin the ago and sales at those pubs have more than company’s expansion plans for the doubled. In addition, we have opened 24 In terms of external recognition, we are foreseeable future. new Lloyds pubs which have achieved very pleased to have won the Supreme The company continues to fund an Innkeeping for the second year in a row increasing percentage of capital investment . . 5 4 % o f o u r n e w p u b and to have won other awards, for extremely high levels of initial sales. Training Award from the British Institute of from organic free cash flow. In 1998, 26% of new pub development was financed in this way, and this percentage has steadily increased so that 54% of our new pub development, excluding capitalised interest, was financed organically in the year under review and we anticipate internally d e v e l o p m e n t , e x c l u d i n g c a p i ta l i s e d example, for the quality of the design of our pubs in Llandudno and Ross-on-Wye. i n t e r e s t , w a s f i n a n c e d o r g a n i c a l l y. . . Historically, pubs in Britain have not allowed access to children. In individual pubs over recent years, we have applied for children’s licences which allow accompanied children financing an increasing proportion of our Like-for-like sales increased by 5.0% to use certain areas of the pub during capital expenditure over the next few years. and like-for-like profits by 3.8% in the year, restricted hours. In April, we successfully F U RT H E R P R O G R E S S increases. pubs, resulting in a considerable We opened 87 pubs during the year, improvement in food and soft drink sales. resulting in our 22nd year of like-for-like extended this experiment to nearly all our compared with 94 in the previous year. The As we have indicated in the past, our total number of pubs now operated by us is approach is to try and make small, Following the successful introduction of 610, including 2 opened since the year end. incremental improvements to the business cappuccinos some time ago, we now intend The new pubs are in a variety of locations regularly, rather than instigating major to open all our pubs at 10am, throughout Britain and Northern Ireland, are reorganisation. To this end during the year, approximately 1 hour earlier than slightly larger in size than recent years, and we have endeavoured to upgrade every currently, for the provision of coffee and opened at the highest level of initial sales area of the business, including, for breakfasts, and believe that this will 4 J D W E T H E R S P O O N P L C C H A I R M A N ’ S S TAT E M E N T A N D O P E R AT I N G R E V I E W T h e P o s t e r n G a t e , Yo r k A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 5 C H A I R M A N ’ S S TAT E M E N T A N D O P E R AT I N G R E V I E W create further momentum in the food side of rising from the current £10 per annum to an work in creating another year of great the business. average of approximately £400 per annum, progress for the company. leaving aside other costs. Any other R E G U L AT I O N proposed savings can be just as well P R O S P E C T S A number of organisations including the CBI achieved using the magistrates’ system. Like-for-like sales increased by 5.9% in (Confederation of British Industry) have criticised the increasing amounts of regulation from the government and from Europe. August, helped by good summer weather, and total company sales increased L i k e - f o r - l i k e s a l e s by 25%. i n c r e a s e d b y 5 . 9 % i n As stated previously, increased regulation A u g u s t , h e l p e d b y increases pub costs, but the government is g o o d s u m m e r also proposing to interfere with the regulation of pub licences by transferring jurisdiction to w e a t h e r, a n d t o ta l local authorities from magistrates. This c o m pa n y s a l e s transfer will be a laborious and expensive process and is hard to justify since areas of licensing now controlled by local authorities i n c r e a s e d b y 2 5 % . We have 25 sites in the course of construction, 60 with the necessary permissions for development, a further 60 on which terms have been agreed and 166 currently in negotiation. As a result of another strong trading performance, a good pipeline of new sites and our excellent team, I remain confident are slower and more expensive than those The pub industry is a major employer and of our future prospects. controlled by magistrates. The proposals are contributor to the Exchequer, with around also absurd as ultimate authority will still rest 40% of pub revenues paid in tax. In these with magistrates who will deal with appeals circumstances, the government should Tim Martin against local authorities. The disruption and listen to those affected by the proposed Chairman expense of these proposals cannot be legislation and leave responsibility for 6 September 2002 justified and are strongly opposed by the licensing with magistrates. huge majority of individual licensees. The government indicates that its proposals will P E O P L E save money, but the basic licensing fee is I would like to thank again our employees, partners and suppliers for their dedicated 6 J D W E T H E R S P O O N P L C C H A I R M A N ’ S S TAT E M E N T A N D O P E R AT I N G R E V I E W I c e W h a r f , L l o y d s N o . 1 , C a m d e n A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 7 F I N A N C E R E V I E W for the year ended 28 July 2002 S A L E S A N D O P E R AT I N G P R O F I T times, in line with the previous year. Fixed- This produces an overall tax charge for the In the year under review, total sales charge cover (interest and rent) increased year of 34% although, on a cash-payment increased by 24% to £601.3 million. Bar marginally from 2.0 times to 2.1 times. basis, the corporation tax charge is 16%. sales increased by 22% with a 34% Excluding depreciation, fixed charge cover The cash tax payment has increased from increase in food sales with these now on a cash basis increased from 2.7 times to 5% in the previous year to 16% in the representing approximately 21% of total 2.8 times. current year, owing to several factors, revenue. Operating profit increased by 20% to £70.1 million and profit before tax of £53.6 million represents a 21% increase on the previous year. Net operating margins, excluding interest, were 11.7% compared with 12.1% in the previous year. This was primarily due to increases in staff costs including bonuses paid to pub staff. Further information on the performance of the business is given in the chairman’s statement and operating review on pages 3 to 6. including the lower level of benefit from accelerated capital allowances and the level of utilisation of prior periods’ surplus 4.5 4.2 4.2 advance corporation tax. Interest cover 3.5 3.6 . . t o ta l s a l e s i n c r e a s e d b y 2 4 % t o £ 6 0 1 . 3 m i l l i o n . S H A R E H O L D E R R E T U R N Earnings per share increased by 17% to 16.6p. The underlying free cash flow per 1998 1999 2000 2001 2002 I N T E R E S T TA X AT I O N share increased by 15% to 33.5p, double The net interest charge during the year The new accounting standard on the earnings per share. There is a trend towards increased from £14.1 million to provision for deferred taxation (FRS19) was growing complexity with regard to £16.5 million, reflecting the continued adopted in the accounts last year. accounting policies, particularly with investment in new pub developments. reference to non-cash items; it is especially Interest capitalised shows a reduction from As previously reported, the standard encouraging that the company continues to the previous year from £3.0 million to requires the provision for future tax produce free cash flow per share which £2.3 million. The interest charge to the liabilities excluding any potential future equates to almost double the accounting profit and loss account was covered 4.2 benefit from ongoing capital investment. earnings per share. 8 J D W E T H E R S P O O N P L C F I N A N C E R E V I E W A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 9 T h e P a l l a d i u m , L l a n d u d n o F I N A N C E R E V I E W The proposed final dividend of 2.12p per price during the year was 440.5p and the share, together with the interim dividend of lowest was 262.5p. The company’s 1.10p per share already paid, maintains the market capitalisation at 28 July 2002 was recent trend of a 10% increase. The total £608 million. dividend per share is covered 5.2 times by earnings per share, compared with 4.8 times in the previous year. The company has maintained its previous policy of reasonably . . t h e c o m pa n y c o n t i n u e s t o g e n e r a t e significant increases in the underlying level s i g n i f i c a n t a m o u n ts of dividends while maintaining sufficient cash to help to fund the ongoing levels of capital o f c a s h w i t h a n e t Dividend cover 5.2 4.8 4.4 3.9 3.1 1998 1999 2000 2001 2002 expenditure. Shareholders’ funds at the year c a s h i n f l o w f r o m expenditure on new pubs excluding end were £310.1 million. o p e r a t i n g a c t i v i t i e s o f The middle market quotation of the £ 11 3 . 7 m i l l i o n . . . company’s ordinary shares at the end of the capitalised interest. This compares with 48% last year and has been increasing steadily over the last few years. In 1997/98, 26% of our new pub capital excluding capitalised financial year was 283.5p. The highest C A S H F L O W interest was funded from free cash flow. The As set out on page 25, the company company continues to enjoy a working Operating profit (£m) 70.1 cash with a net cash inflow from operating our revenue is collected in cash. This, continues to generate significant amounts of capital benefit owing to the fact that most of 58.4 activities of £113.7 million, an increase of combined with our investment in new pubs, 46.3 36.2 28.4 22% on the previous year. Free cash flow in results in short-term net current liabilities the year, which is defined as cash from which is in line with expectations. operations after deducting non-capitalised interest, taxation and the purchase of fixed C A P I TA L I N V E S T M E N T assets for existing pubs, increased from Eighty-seven new pubs were opened during £61.2 million to £71.4 million. This level of the year, which compares with 1998 1999 2000 2001 2002 free cash flow funds 54% of our total capital ninety-four in the previous year. The cash 1 0 J D W E T H E R S P O O N P L C F I N A N C E R E V I E W We t h e r s p o o n s , L i v i n g s t o n A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 11 F I N A N C E R E V I E W outflow, with respect to these new pubs, adoption of FRS19 deferred taxation, the determined and monitored by the board. totalled £132.1 million excluding capitalised underlying level of balance sheet gearing is interest. Investment in existing pubs was 82%, which compares with that of the The company has no foreign currency risk, £18.7 million which represents 3.1% of previous year of 75%. with the exception of the US senior loan sales, compared with 3.3% of sales in the previous financial year. The level of investment in existing pubs remains reasonably consistent year on year and E i g h t y - s e v e n n e w p u b s w e r e o p e n e d notes which are hedged into sterling. The impact of this is that there is no exposure to movements in the exchange rate between sterling and the dollar. As the company has also includes ongoing investment in head d u r i n g t h e y e a r. . . no trading requirements in any foreign office, including IT. currency, the overall treasury policy in this At the balance sheet date, the company had area is to ensure that there are no currency F I N A N C I A L P O S I T I O N £49.2 million of unutilised banking facilities risks attached to any part of its business. Net debt at the year end amounted to and cash balances. Subsequent to the year The interest payments under the US senior £302.8 million, representing a balance end, the company has agreed an increase loan notes are also covered by an interest- sheet gearing ratio of 98%. Excluding the in the September 2001 revolving loan rate swap which results in a floating sterling cumulative impact of the reduction in facility. This has increased the facility from interest payment throughout the term of the shareholders’ funds last year, due to the £40 million to £95 million on the same terms notes. as the original arrangement. This increase Capex (£m) 122.0 109.8 155.8 150.6 155.9 £407 million excluding interest-rate risk is to monitor and review has resulted in total borrowing facilities of The company’s policy with regard to short-term bank overdraft arrangements. anticipated levels of expansion and expectations on future interest rates, in F I N A N C I A L R I S K S A N D T R E A S U RY order to hedge the appropriate level of P O L I C I E S borrowings by entering into fixed- and The company’s main treasury risks relate to floating-rate agreements as appropriate. the availability of funds to meet its future requirements and fluctuations in interest At the balance sheet date, the company 1998 1999 2000 2001 2002 rates. The treasury policy of the company is had entered into forward fixed-rate swap 1 2 J D W E T H E R S P O O N P L C F I N A N C E R E V I E W T h e C l a u d e D u Va l l , C a m b e r l e y A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 1 3 F I N A N C E R E V I E W agreements over a total of £150 million of through short-, medium- and long-term borrowings, covering a seven-year period at cash-forecasting. Surplus cash is pooled an average rate of interest (excluding bank into an interest-bearing account or placed margin) of 6.46%. At the balance sheet on short-term deposit for periods of date, the company had £85 million active between one and three months. fixed-rate swaps including £25 million drawn under the forward The company monitors its overall level of fixed-rate swap which, together with the financial gearing on a weekly basis and our remaining £125 million of the forward- short- and medium-term forecasts show Shareholders’ funds (£m) 310.1 273.8 246.8 180.5 140.0 starting agreement, ensures that at least underlying levels of gearing which remain 1998 1999 2000 2001 2002 50% of borrowings are covered by swaps within our targets. for the foreseeable future at an average policies when implemented in the previous rate of interest (excluding bank margin) of A C C O U N T I N G P O L I C I E S A N D financial year. The directors have 6.71%.The board continues to explore R E G U L AT I O N S reconfirmed the appropriateness of the current market opportunities in this area. Three new financial reporting standards company’s accounting policies. The company monitors its cash resources FRS19 deferred taxation was adopted became effective during the year. Free cash flow (£m) 71.4 61.2 49.3 40.1 26.2 FRS17 retirement benefits has no impact in last year’s accounts and continues to on the company as the current pension be applied. arrangements are based on defined contribution schemes with no future No other accounting pronouncements have company unfunded liability. had an impact on the company’s financial statements. FRS18 accounting policies sets out the principles to be followed in selecting accounting policies and their subsequent Jim Clarke disclosure. This standard did not require Finance Director 1998 1999 2000 2001 2002 any change in the company’s accounting 6 September 2002 1 4 J D W E T H E R S P O O N P L C F I N A N C E R E V I E W T h e Tu e s d a y B e l l , L i s b u r n A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 1 5 D I R E C TO R S , O F F I C E R S A N D A D V I S E R S Tim Martin Executive Chairman Aged 47 Tim founded the business in 1979, having previously studied law at Nottingham University and qualified as a barrister. He became chairman in 1983. John Hutson Managing Director Aged 37 John joined the company in 1991 and was appointed to the board in 1996. He is a graduate of Exeter University and previously worked for Allied Domeq. Jim Clarke Finance Director Aged 42 Jim joined the company and was appointed to the board in 1998, having previously worked with David Lloyd Leisure (a division of Whitbread plc) and HP Bulmer Holdings plc. He is a graduate from Stirling University and qualified as a chartered accountant in 1984. Suzanne Baker Commercial Director Aged 39 Suzanne joined the company in 1992 and was appointed to the board in 1997. She has previously worked for Grand Metropolitan plc. John Herring Non-Executive Aged 44 John was appointed to the board in 1997 and is chairman of the audit committee and a member of the remuneration committee. A chartered accountant, he is a partner of Smith and Williamson. He is a non-executive director of TeleWork Systems plc and is a former director of Kleinwort Benson Securities Ltd. Brian Jervis Non-Executive Aged 67 Brian was appointed to the board in 1991 and is chairman of the remuneration committee and a member of the audit committee. A chartered secretary, Brian is a former director of John Govett and Co. Ltd. Registered Auditors PricewaterhouseCoopers Valuers Christie & Co. Solicitors Macfarlanes Bankers The Royal Bank of Scotland plc Bank of Scotland Clydesdale Bank plc Scotiabank Europe plc Allied Irish Banks plc Financial Advisers Dresdner Kleinwort Wasserstein Limited Stockbrokers Dresdner Kleinwort Wasserstein Securities Limited Tony Lowrie Non-Executive Aged 60 Tony was appointed to the board in 1987 and is a member of both the audit committee and the remuneration committee. He is currently chairman of ABN Amro Asia Securities. Registered Office Wetherspoon House, Central Park Reeds Crescent, Watford, WD24 4QL Company Number 1709784 Registrars Computershare Investor Services plc PO Box 82, The Pavilions Bridgwater Road, Bristol, BS99 7NH 1 6 J D W E T H E R S P O O N P L C D I R E C T O R S ’ R E P O RT for the year ended 28 July 2002 The directors present their report and audited accounts for the Directors’ responsibilities year ended 28 July 2002. Principal activities and business review Company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the company and of the profit or loss for The principal activities of the company are the development and that period. management of public houses. Details of progress and future developments are given on pages 3 to 6. In preparing the financial statements, the directors are required to Results and dividends select suitable accounting policies and then apply them consistently, make judgements and estimates which are The profit on ordinary activities for the year after taxation reasonable and prudent, state whether applicable accounting amounted to £35,416,000. This represents an increase of standards have been followed and prepare the financial 19% on the 2001 result of £29,860,000. statements on the going-concern basis. The directors are On 29 November 2002, the company proposes to pay a final with reasonable accuracy, at any time, the financial position of the dividend of 2.12 pence per share, for the year ended 28 July company and which enable them to ensure that the financial 2002, to shareholders on the share register at the close of statements comply with the Companies Act 1985. They are also responsible for keeping proper accounting records which disclose business on 27 September 2002. Profit retained for the financial year amounted to £28,514,000 and will be transferred to reserves. responsible for safeguarding the assets of the company and, hence, for taking reasonable steps for the prevention and detection of fraud and other irregularities. The directors confirm that they have complied with the above As in previous years, a scrip alternative will be offered. Many requirements in preparing the financial statements. shareholders already participate in the scrip dividend scheme and wish to receive shares in lieu of cash, while others have previously The directors are responsible for the maintenance and integrity of received cash dividends and may wish to continue doing so. the company’s Web site: www.jdwetherspoon.co.uk. It is stated In either case, shareholders need take no further action. If any clearly on the Web site that information published on the Internet is shareholder wishes to alter the form in which he/she receives accessible in many countries and that legislation in the United his/her dividends, he/she should advise the company’s registrars, Kingdom governing the preparation and dissemination of financial Computershare Investor Services plc, PO Box 82, The Pavilions, information may differ from legislation in other jurisdictions. Bridgwater Road, Bristol, BS99 7NH, in writing no later than 5 November 2002. Directors Employment policies Only through the skill and commitment of the company’s employees will its objectives be met. All staff are encouraged to The directors listed on page 16 served throughout the financial make a real commitment to the company’s success and to year. Mr Martin, Mr Jervis and Mr Herring retire by rotation and progress to more senior roles as they themselves develop. offer themselves for re-election. Details of the terms under which the directors who were in office during the year serve and their A heavy emphasis is placed on training programmes for all levels remuneration together with their interests in the shares of the of staff; this highlights the importance placed by the company on company are given in the remuneration report on page 20. providing service to its customers. No director has any material interest in any contractual agreement In selecting, training and promoting staff, the company has to take subsisting during or at the end of the year which is or may be account of the physically demanding nature of much of its work. significant to the company. In this context, all decisions are based on merit and without reference to gender, marital status, race, age or disability. Insurance against the liabilities of directors and officers of the Employees who become disabled will be retained, where possible, company was in place throughout the year in respect of their and retrained, where necessary. duties as directors. Company’s shareholders Internal communications seek to ensure that staff are well informed about the company’s progress, through the use of regular Details of the company’s shareholders, including those beneficial newsletters, monthly videos and briefings at staff meetings at interests notified to the company as accounting for over 3% of the which employees’ views are discussed and taken into account. issued share capital, are given on page 40. A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 1 7 D I R E C T O R S ’ R E P O RT All staff participate in incentive bonus schemes related to Policy on payment of suppliers profitability and/or service standards and qualify to receive share The company agrees on terms and conditions with all suppliers options after twelve months’ service with the company. before business takes place and has a policy of paying agreed Environmental policies The company recognises the importance of environmental issues invoices in accordance with the terms of payment. Trade creditors at the year end represented 46 (2001: 47) days’ purchases. and, throughout its commercial activities and operations, is Political and charitable contributions committed to fostering the preservation and protection of the Contributions made by the company during the year for charitable environment. The company is also committed to improving its purposes were £10,999 (2001: £10,675). No political contributions environmental policy continuously in respect of the commercial were made. activity of owning and managing public houses across the United Kingdom. Auditors It is the policy of the company to: will be proposed at the Annual General Meeting. A resolution to reappoint the auditors, PricewaterhouseCoopers, n minimise the extent of the environmental impact of its operations Special business at the Annual General Meeting as far as is reasonably practicable. On page 41 is a notice convening the Annual General Meeting of n strive to minimise any emissions or effluents which may cause environmental damage. the company for 7 November 2002, at which shareholders will be asked, as items of special business, to give power to the directors n conserve energy through minimising consumption and to allot shares, to give power to the directors to disapply the pre- maximising efficiency. emption requirements of Section 89 of the Companies Act 1985, n minimise the use of materials which may be harmful to the to give the directors authority to put in place a scrip dividend environment. alternative to the 2002 final dividend and the 2003 interim dividend n promote efficient purchasing which will both minimise waste and to give power to the directors to make market purchases of and allow materials to be recycled, where appropriate. ordinary shares in the capital of the company, subject to certain n adopt efficient waste-management strategies which reduce conditions. the amount of waste going to landfill or to other disposal sites. n embrace the use of recycled materials and to ensure that Authority to allot materials or waste generated by the business are recycled, The general authority previously given to the directors to allot where appropriate. ‘relevant securities’ will expire at the end of the Annual General n raise awareness of environmental issues among all of its Meeting, convened for 7 November 2002. employees and suppliers/partners. n ensure appropriate training, in environmental issues, of all Accordingly, resolution 7, set out in the notice of meeting, will be employees. proposed as an ordinary resolution to authorise the directors (pursuant to section 80 of the Companies Act 1985) to allot The above aims are incorporated and developed within the ordinary shares in the capital of the company up to a maximum company’s Environmental Management System which is nominal amount of £1,400,000, being approximately 33% of the implemented throughout the business. nominal value of the ordinary shares currently in issue. The The Environmental Policy is reviewed at least annually by the on the earlier of 15 months from the date of the passing of the board of directors so as to ensure that it is reflective of the resolution or the conclusion of the Annual General Meeting held to business’s needs and addresses all current and relevant approve the report and accounts for the year ending 27 July 2003. authority (unless previously varied, revoked or renewed) will expire environmental issues. The company participated in the 2002 survey by EIRIS (Ethical satisfied that it is in the interests of the company to do so. They Investment Research Service) and was subsequently included in have no present intention, however, of exercising the authority, the FTSE4Good index, designed to identify those companies with except in connection with the issue of shares under the company’s good records in corporate social responsibility. share option schemes and scrip dividend scheme. The directors will exercise such authority to allot shares only when 1 8 J D W E T H E R S P O O N P L C D I R E C T O R S ’ R E P O RT Disapplication of pre-emption rights Further details of the scrip dividend scheme, including the reasons The provisions of section 89 of the Companies Act 1985 (which, to why the directors consider it to be attractive to shareholders and the extent not disapplied, confer on shareholders rights of pre- advantageous to the company and the basis of allotment of shares emption in respect of the allotment of ‘equity securities’ which are under it, are set out in the scrip dividend scheme rules which can or are to be paid up in cash, other than by way of allotment to be obtained from the company’s registrars, whose details are set employees under an employees’ share scheme) apply to the out on page 16. The existing mandate scheme (pursuant to which authorised, but unissued, ordinary shares of the company to the shareholders may put in place a standing mandate to receive new extent that they are not disapplied pursuant to section 95 of the ordinary shares as an alternative to cash, in respect of any Companies Act 1985. dividends for which a scrip dividend alternative is offered) will continue to be available, details of which are set out in the scrip The existing disapplication of these statutory pre-emption rights dividend scheme rules. will expire at the end of the Annual General Meeting convened by the notice of meeting. Accordingly, resolution 8, as set out in the Repurchase of ordinary shares notice of meeting will be proposed as a special resolution to In common with many other listed companies, the company permit directors to allot shares without the application of these proposes, once again, to seek an authority from shareholders to statutory pre-emption rights, first, in relation to rights issues and, permit the company to purchase its own shares. Accordingly, secondly, in relation to the issue of ordinary shares in the capital of resolution 10 will be proposed as a special resolution to authorise the company for cash up to a maximum aggregate nominal amount of £214,000 (representing approximately 5% of the the company to make market purchases of up to 10% of the company’s issued ordinary share capital at prices not less than the nominal value of the ordinary shares of the company currently in nominal value of an ordinary share and not exceeding 105% of the issue). average of the middle market quotations for the five business days before each purchase (exclusive of expenses). The authority will The authority (unless previously varied, revoked or renewed) will last until the earlier of 30 April 2004 and the conclusion of the next expire on the earlier of 15 months from the date of passing of the Annual General Meeting of the company. The directors envisage resolution or the conclusion of the Annual General Meeting held to that purchases would be made only after considering the effects approve the report and accounts for the year ending 27 July 2003. on earnings per share and the benefits for shareholders generally. Scrip dividend authority As at 6 September 2002, there were outstanding options over The directors would once again like to be able to offer 9,147,353 ordinary shares, representing 4.3% of the company’s shareholders (other than certain overseas shareholders) the right issued ordinary share capital. If the authority under resolution 10 is to elect to receive new ordinary shares as an alternative to cash in exercised in full, this percentage will increase to 4.7%. respect of all or any part of the dividend to be declared by the company at the Annual General Meeting convened by the notice By order of the board of meeting; also, in respect of any other dividends as may be lawfully paid or declared by the company or the directors on or at Nick Cooper any time after the date of that Annual General Meeting and prior to Company Secretary the date of the Annual General Meeting to be held to approve the 6 September 2002 report and accounts for the year ending 27 July 2003. Accordingly, resolution 9, as set out in the notice of meeting will be proposed as an ordinary resolution to permit the directors to offer a scrip dividend alternative for the dividend to be declared by the company at the forthcoming Annual General Meeting and also in respect of any other dividends as may be lawfully paid or declared by the company or the directors on or at any time after the date of that Annual General Meeting and prior to the date of the Annual General Meeting to be held to approve the report and accounts for the year ending 27 July 2003. A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 1 9 R E M U N E R AT I O N R E P O RT for the year ending 28 July 2002 This report outlines the company’s policy on executive remuneration and gives details of directors’ pay and pensions for 2002, the interest of directors in the company’s shares and the fees of the non-executive directors. This report has been drawn up in accordance with schedule B of the Combined Code, as set out in the Listing Rules of the Financial Services Authority (‘Combined Code’). The composition and role of the remuneration committee are set out in the report on corporate governance on page 22. Remuneration policy The aim of the company’s remuneration policy is to provide the packages required to attract, retain and motivate directors and senior executives of high quality. Salaries and other benefits are determined annually after a review of the individual’s performance, by reference to industry and other comparisons and consideration of reports from specialist consultants. Annual performance-related payments It is the policy of the company to operate bonus arrangements, at all levels of staff, which are performance-related, the primary performance measures being profitability and operating standards. The executive directors participate in a management bonus scheme, designed to incentivise senior management in the achievement of financial and personal targets. The maximum bonus attainable represents 40% of year-end salary. Pension provision The company makes contributions to personal pension schemes on behalf of all staff who opt to participate in the scheme, including executive directors and senior executives. It does not operate any defined benefit pensions scheme. Share schemes The company’s policy on the granting of share options under its employee share schemes is to distribute them widely across the company’s pub managers, shift managers and long-serving bar staff, as well as its head-office staff. In this way, the company seeks to encourage and motivate those key employees who have direct interface with the public. In accordance with institutional shareholder guidelines, the exercise of an option under the executive share option scheme will normally be conditional on the achievement of performance conditions (see note 23). Directors’ service contracts The executive directors are employed on rolling contracts requiring the company to give one year’s notice of termination, while the director may give six months’ notice, save for Tim Martin, who must give one year’s notice. The directors retiring by rotation are detailed on page 17. The non-executive directors hold their positions pursuant to letters of appointment with terms of 12 months. Non-executive directors The company’s non-executive directors are appointed annually and do not participate in the company’s bonus or share option schemes. Their fees are determined by the executive directors, following consultation with professional advisers, as appropriate. Directors’ remuneration The table below shows a breakdown of the various elements of directors’ remuneration for the year ended 28 July 2002. Executive directors T R Martin J Hutson J Clarke S Baker M Davies (effective date of termination 28/6/01) R Schofield (effective date of resignation 27/7/01) Non-executive directors J Herring B R Jervis A C Lowrie Total 2001 Salary/Fees Performance bonus Benefits Pension contributions Total 2002 £000 Total 2001 £000 329 203 144 110 – – 25 25 25 861 991 82 51 36 27 – – – – – 196 132 16 16 15 12 – – – – – 59 73 – 20 14 8 – – – – – 42 62 427 290 209 157 – – 25 25 25 365 241 180 138 129 130 25 25 25 1,158 1,258 – – During the year ended 29 July 2001, in addition to a basic salary of £106,000, Mr Davies also received a payment of £90,000 in respect of compensation for loss of office, making his total emoluments £219,000. 2 0 J D W E T H E R S P O O N P L C Directors’ interests in shares Where directors have interests in the shares of the company, they are as follows: Ordinary shares of 2p each, held beneficially T R Martin B R Jervis A C Lowrie: personal : in trust J Herring J Hutson J Clarke S Baker R E M U N E R AT I O N R E P O RT 2002 2001 32,896,665 32,942,812 33,921 6,061,894 3,347,862 4,000 152,714 7,126 24,491 34,180 6,062,160 3,347,862 6,000 56,994 13,298 23,974 Aggregate gains on options exercised under the company’s SAYE scheme by directors in the year were £23,741 (2001: £0). Directors’ share options under the executive share option scheme, as described in more detail in note 23, comprise: 29 July 2001 Granted in year Options exercised Market price at exercise 28 July 2002 Exercise price J Hutson J Clarke S Baker 50,000 15,000 50,000 49,750 10,000 40,000 49,000 14,000 10,613 2,500 400 25,420 12,465 6,750 107,362 23,000 6,092 2,500 400 11,230 6,371 3,450 25,000 50,000 37,250 10,000 24,500 91 23,000 4,874 2,500 400 11,230 6,371 3,450 50,000 15,000 50,000 49,750 10,000 40,000 49,000 14,000 10,613 2,500 400 25,420 12,465 6,750 8,500 107,362 23,000 – 2,500 400 11,230 6,371 3,450 8,500 3,166 25,000 50,000 37,250 10,000 24,500 91 23,000 – 2,500 400 11,230 6,371 3,450 8,500 3,166 78.4p 92.4p 127.2p 244.2p 237.0p 299.0p 326.0p 167.0p 159.0p 268.0p 333.8p 356.5p 361.0p 343.6p 339.0p 326.0p 167.0p 159.0p 268.0p 333.8p 356.5p 361.0p 343.6p 339.0p 300.0p 92.4p 127.2p 244.2p 237.0p 299.0p 326.0p 167.0p 159.0p 268.0p 333.8p 356.5p 361.0p 343.6p 339.0p 300.0p 6,092 375.5p 4,874 375.5p 8,500 8,500 3,166 8,500 3,166 Exercisable date 25/10/97 17/04/98 16/11/98 03/01/00 10/04/00 05/10/00 16/04/01 25/10/01 01/02/04 20/04/02 09/09/02 07/03/03 15/09/03 14/03/04 12/09/04 16/04/01 25/10/01 01/02/02 20/04/02 09/09/02 07/03/03 15/09/03 14/03/04 12/09/04 01/06/05 17/04/98 16/11/98 03/01/00 10/04/00 05/10/00 16/04/01 25/10/01 01/02/02 20/04/02 09/09/02 07/03/03 15/09/03 14/03/04 12/09/04 01/06/05 Expiry date 25/10/04 17/04/05 16/11/05 03/01/07 10/04/07 05/10/07 16/04/08 25/10/08 01/08/04 20/04/09 09/09/09 07/03/10 15/09/10 14/03/11 12/09/11 16/04/08 25/10/08 01/08/02 20/04/09 09/09/09 07/03/10 15/09/10 14/03/11 12/09/11 01/12/05 17/04/05 16/11/05 03/01/07 10/04/07 05/10/07 16/04/08 25/10/08 01/08/02 20/04/09 09/09/09 07/03/10 15/09/10 14/03/11 12/09/11 01/12/05 Details of the year end, the year high and the year low share price can be found on page 40. The interests of directors have not changed since the financial year end. On behalf of the board: Brian Jervis Chairman of the remuneration committee 6 September 2002 A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 2 1 C O R P O R AT E G O V E R N A N C E The company is committed to the highest standards of corporate governance as set out in section 1 of the Combined Code. This report sets out how the principles identified in the Combined Code have been applied to the company. Statements of compliance The company complied with the requirements of the Combined Code throughout the year, with the exception of provisions relating to the appointment of a senior independent director; this is dealt with below. The board of directors The board is made up of the executive chairman, the managing director, two other executive directors and three non-executive directors. The members of the board are described on page 16, and the board considers that all of the non-executive directors are independent of the executive team and of the company, which provides a good balance for the proper governance of the company. The board meets formally at least eight times each year, with other meetings as appropriate, and has a formal schedule of matters reserved to it for decision. Directors are given appropriate and timely information for each board meeting, including monthly reports on the current financial and trading position of the business. The roles of the executive chairman and the managing director are separately held and are so defined as to ensure a clear division of responsibilities. No senior independent director was nominated during the year, as the board did not consider it appropriate, owing to the considerable experience of all of the non-executive directors. Subsequent to the year end, as recommended by the Combined Code, John Herring was appointed as the senior non-executive director. All directors have access to independent professional advice, if required, at the company’s expense. The directors’ responsibilities in respect of the financial statements are detailed on page 17. The articles require that one-third of directors retire by rotation subject to the requirement that each director seeks re-election every three years. Nomination committee A formal nomination committee has not been established; nominations for appointment are considered by the chairman and non-executive directors. Audit committee The audit committee comprises all of the non-executive directors and is chaired by John Herring. The committee meets at least three times a year with the external auditors and one or more executive directors, as appropriate. The audit committee is responsible for reviewing the company’s internal controls, risk-management procedures and the audit process and seeks to ensure that the financial and non-financial information supplied to shareholders is complete and accurate and presents a balanced assessment of the company’s position. The committee reviews the objectivity and independence of the external auditors and also considers the scope of their work and their fees. Remuneration committee The remuneration committee is made up of all of the non-executive directors and is chaired by Brian Jervis. The remuneration committee is responsible for determining the policy for the remuneration of the executive directors and for determining individual remuneration packages. The remuneration report on pages 20 and 21 gives full details of the company’s policy and of directors’ remuneration packages. 2 2 J D W E T H E R S P O O N P L C Communications with shareholders Representatives of the company have regular meetings and dialogue with institutional shareholders. The Annual General Meeting is considered to be an important forum for communicating with private shareholders, allowing them to raise questions with the board. Going concern The directors have made enquiries into the adequacy of the company’s financial resources through a review of the company’s budget and medium-term financial plan, including capital expenditure plans and cash flow forecasts, and have satisfied themselves that the company will continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going-concern basis in preparing the company’s financial statements. Risk assessment To ensure that the company has an ongoing process for identifying, evaluating and managing the significant risks faced by the company, the board has established a risk-management group which contains senior representatives from all aspects of the business and is chaired by the finance director. This group is responsible for the administration of a risk register which looks at all areas of the business and formulates detailed action plans to mitigate any risks identified. On behalf of the board, the audit committee reviews the effectiveness of the risk-management group and, where appropriate, identifies any matters requiring specific consideration by the board. Similarly, the audit committee reviews the scope of the work undertaken by the internal audit department and receives regular updates on its work and findings and monitors the implementation of recommended actions. This process has been in place throughout the year under review and up to the date of approval of the annual report and accounts. It has been regularly reviewed by the board and accords with the Combined Code. Internal control The directors acknowledge their responsibility for the company’s system of internal control, which can be defined as the controls established in order to provide reasonable assurance that the assets have been protected against unauthorised use, that proper accounting records have been maintained and that the financial information which is produced is reliable. Such a system can, however, provide only reasonable and not absolute assurance against material misstatement or loss. The directors recognise that in attaining long-term shareholder value, they are responsible for providing a return which is consistent with a responsible assessment and mitigation of risks. The key procedures in place to enable this responsibility to be discharged are as follows: A comprehensive budgeting process is in place, with a detailed operating plan for 12 months and a mid-term financial plan, both approved by the board. Business results are reported weekly for key items and monthly in all and compared with budget. Forecasts are prepared regularly throughout the year, for review by the board. Clearly defined authority limits and controls are in place over cash- handling, purchasing commitments and capital expenditures. A retail audit function monitors the control of cash, stock and operating procedures in operating units. A separate internal audit function also looks at the overall business risks facing the company and reviews general business processes. Complex treasury instruments are not used. Decisions on treasury matters are reserved for the board. The directors confirm that they have reviewed the effectiveness of the system of internal control. I N D E P E N D E N T A U D I T O R S ’ R E P O RT to the members of J D Wetherspoon plc We have audited the financial statements which comprise the profit and loss account, the balance sheet, the cash flow statement and the related notes. Respective responsibilities of directors and auditors The directors’ responsibilities for preparing the annual report and the financial statements in accordance with applicable United Kingdom law and accounting standards are set out in the statement of directors’ responsibilities. Basis of audit opinion We conducted our audit in accordance with auditing standards issued by the Auditing Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements. It also includes an assessment of the significant estimates and judgements made by the directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the company’s circumstances, consistently applied and adequately disclosed. We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion, we also evaluated the overall adequacy of the presentation of information in the financial statements. Opinion In our opinion the financial statements give a true and fair view of the state of the company’s affairs at 28 July 2002 and of its profit and cash flows for the year then ended and have been properly prepared in accordance with the Companies Act 1985. PricewaterhouseCoopers Chartered Accountants and Registered Auditors London 6 September 2002 Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements, United Kingdom Auditing Standards issued by the Auditing Practices Board and the Listing Rules of the Financial Services Authority. We report to you our opinion as to whether the financial statements give a true and fair view and are properly prepared in accordance with the Companies Act 1985. We also report to you if, in our opinion, the directors’ report is not consistent with the financial statements, if the company has not kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information specified by law or the Listing Rules regarding directors’ remuneration and transactions is not disclosed. We read the other information contained in the annual report and consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the financial statements. The other information comprises only the chairman’s statement and operating review, the finance review, the directors’ report, the remuneration report and the corporate governance statement. We review whether the corporate governance statement reflects the company’s compliance with the seven provisions of the Combined Code specified for our review by the Listing Rules, and we report if it does not. We are not required to consider whether the board’s statements on internal control cover all risks and controls, or to form an opinion on the effectiveness of the company’s corporate governance procedures or its risk and control procedures. A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 2 3 P R O F I T A N D L O S S A C C O U N T for the year ended 28 July 2002 Turnover Operating profit Net interest payable Profit on ordinary activities before taxation Tax on profit on ordinary activities Profit on ordinary activities after taxation Dividends Retained profit for the year Earnings per ordinary share Fully diluted earnings per ordinary share All activities relate to continuing operations. Notes 2002 £000 2001 £000 601,295 483,968 2 4 5 6 7 19 8 8 70,085 (16,517) 53,568 (18,152) 35,416 (6,902) 58,380 (14,063) 44,317 (14,457) 29,860 (6,185) 28,514 23,675 16.6p 16.4p 14.2p 14.0p The company has no recognised gains and losses other than the profit above and therefore no separate statement of recognised gains and losses has been presented. N O T E O F H I S T O R I C A L C O S T P R O F I T S Reported profit on ordinary activities before taxation Difference between historical cost depreciation charge and actual depreciation charge for the year calculated on the revalued amount Realisation of property deficits of previous years Historical cost profit on ordinary activities before taxation Historical cost profit for the year retained after taxation and dividends 2002 £000 2001 £000 53,568 44,317 673 (235) 670 – 54,006 44,987 28,952 24,345 2 4 J D W E T H E R S P O O N P L C C A S H F L O W S TAT E M E N T for the year ended 28 July 2002 Net cash inflow from operating activities 9 113,700 113,700 93,005 93,005 Notes 2002 £000 2002 £000 2001 £000 2001 £000 Returns on investments and servicing of finance Interest received Interest paid – existing pubs Interest paid and capitalised into new pubs Net cash outflow from returns on investment and servicing of finance Taxation Corporation tax paid Capital expenditure and financial investment Purchase of tangible fixed assets for existing pubs Proceeds of sale of tangible fixed assets Purchase of own shares for ESOP trust Investment in new pubs and pub extensions Net cash outflow from capital expenditure and financial investment Equity dividends paid Net cash outflow before financing Financing Issue of ordinary shares Advances under bank loans Advances under US senior loan notes Net cash inflow from financing Increase/(Decrease) in cash Free cash flow Cash flow per ordinary share 53 (17,346) (2,254) 53 (17,346) 976 (15,436) (3,004) 976 (15,436) (19,547) (17,464) (6,311) (6,311) (1,556) (1,556) (18,726) 412 – (132,096) (150,410) (4,445) (67,013) 5,750 65,037 44 70,831 3,818 10 8 8 (15,792) (18,726) (15,792) – (241) (127,574) (143,607) (4,529) (74,151) 2,057 40,156 44 42,257 (31,894) 71,370 33.5p 61,197 29.1p A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 2 5 Notes 2002 £000 2001 £000 12 745,041 625,903 8,594 7,682 8,237 203 13,609 7,503 6,986 6,764 241 9,791 38,325 (122,919) 31,285 (81,965) (84,594) (50,680) 660,447 (292,915) (57,399) 575,223 (253,581) (47,803) 310,133 273,839 4,292 124,819 23,386 157,636 4,224 116,389 23,824 129,402 310,133 273,839 13 13 14 15 16 17 18 19 19 19 19 B A L A N C E S H E E T at 28 July 2002 Fixed assets Tangible assets Current assets Stocks Debtors due after more than one year Debtors due within one year Investments Cash Creditors due within one year Net current liabilities Total assets less current liabilities Creditors due after more than one year Provisions for liabilities and charges Total net assets Capital and reserves Called up share capital Share premium account Revaluation reserve Profit and loss account Equity shareholders’ funds The accounts on pages 24 to 38 were approved by the board on 6 September 2002 and signed on its behalf by: Tim Martin Jim Clarke Directors 2 6 J D W E T H E R S P O O N P L C N O T E S T O T H E A C C O U N T S for the year ended 28 July 2002 Stocks Stocks are held for resale and are stated at the lower of invoiced cost and net realisable value. Deferred taxation Deferred tax is recognised on all timing differences which have originated, but not reversed, at the balance sheet date. Timing differences represent accumulated differences between the company’s taxable profit and its financial profit and arise primarily from the difference between accelerated capital allowances and depreciation. Deferred tax liabilities and assets are not discounted. Pensions The company makes contributions to defined contribution personal pension schemes, the costs of which are accounted for as they become due. Operating leases The costs of operating leases in respect of land and buildings and other assets are charged on a straight-line basis over the lease term, except where, on acquisition of a property, a reverse premium or capital contribution is granted by the lessor. Where such amounts arise, they are released to profit from the date on which the pub opened through to the date of the first rent review to market value, usually on the fifth anniversary of the lease. Financial instruments The company uses derivative instruments to hedge its exposure to fluctuations in interest rates. Instruments accounted for as hedges are designated as a hedge at the inception of contracts. Receipts and payments on interest rate instruments are recognised on an accruals basis, over the life of the instrument. Monetary liabilities denominated in foreign currencies are retranslated at the rate fixed by the relevant forward exchange contract. Unrecognised gains and losses on financial instruments are not accounted for in the profit and loss account. Investments in own shares In accordance with UITF 13, the assets of the ESOP trust and QUEST are included in the company’s financial statements. Own shares are classified as current asset investments, at cost. Any costs incurred in the ESOP trust and QUEST are charged to the profit and loss account as incurred. Both the ESOP and QUEST have waived their right to any dividend. 1 Principal accounting policies The financial statements are prepared under the historical cost convention, as modified by the revaluation of property, and in accordance with applicable accounting standards. A summary of the more important accounting policies, which are being applied consistently, is set out below. Turnover The company’s operations comprise one class of business, which is pub retailing in the United Kingdom, and turnover excludes Value Added Tax. Tangible fixed assets Tangible fixed assets are stated at cost or historic valuation less accumulated depreciation. Depreciation is calculated so as to write off the cost or valuation of a fixed asset on a straight-line basis over its estimated useful life, taking account of expected residual values, based on prices prevailing at the date of acquisition or subsequent valuation, using the following rates: Freehold buildings and long leasehold property 50 years Short leasehold property Renovations of properties already trading, fixtures and fittings, computer equipment Life of lease or 50 years At rates from 10%–33% pa Depreciation commences when the relevant public house begins trading. Valuation of properties Following the adoption of FRS15 in the year ended 30 July 2000, the company stopped its policy of cyclically revaluing its properties. In accordance with the transitional rules of FRS15, all properties are now shown at cost or, where a valuation has been applied prior to 2 August 1999, at that valuation. The carrying values of tangible fixed assets are reviewed for impairment if events or changes in circumstances indicate that the carrying value may not be recoverable. Any impairment in the value of fixed assets below depreciated historical cost is charged to the profit and loss account. Capitalised interest Interest costs relating to the financing of the development of a public house are capitalised on costs capitalised before the public house is substantially complete, at a rate of 6.5% (2001: 8%) which represents the weighted average cost of related borrowings. Capitalisation of interest ceases when the relevant public house commences business. A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 2 7 N O T E S T O T H E A C C O U N T S 2 Analysis of continuing operations Turnover Cost of sales Gross profit Administrative expenses Operating profit Cost of sales includes distribution costs and all pub operating costs. 3 Employee information The average weekly number of persons employed during the year was as follows: Total employees Managerial/administration Hourly paid staff Full-time equivalents Managerial/administration Hourly paid staff Employment costs were: Wages and salaries Social security costs Other pension costs Total direct costs of employment Less: wages and salaries capitalised 2002 £000 2001 £000 601,295 (503,699) 483,968 (401,800) 97,596 (27,511) 82,168 (23,788) 70,085 58,380 2002 Number 2001 Number 3,424 11,337 2,700 10,848 14,761 13,548 2002 Number 2001 Number 3,424 5,825 9,249 2002 £000 132,771 9,762 328 2,700 4,927 7,627 2001 £000 101,968 7,755 290 142,861 (1,105) 110,013 (828) 141,756 109,185 A detailed numerical analysis of directors’ remuneration and share options forms part of these accounts. This analysis is included in the remuneration report on pages 20 and 21 and shows the highest-paid director and the number of directors accruing benefits under money purchase pension schemes. 2 8 J D W E T H E R S P O O N P L C 4 Net interest payable Interest payable on bank loans and overdraft Interest payable on US senior loan notes Less: Interest capitalised Interest receivable Charge to profit and loss account 5 Profit on ordinary activities before taxation Profit on ordinary activities before taxation is stated after charging/(crediting): Depreciation Repairs and maintenance Auditors’ remuneration for: audit : other services Rent receivable Profit on disposal of fixed assets Operating lease rentals: – property rents – equipment and vehicles N O T E S T O T H E A C C O U N T S 2002 £000 14,255 5,277 (2,266) (749) 2001 £000 11,761 6,528 (2,979) (1,247) 16,517 14,063 2002 £000 36,343 14,960 72 14 (344) (24) 34,494 783 2001 £000 29,674 8,721 60 12 (167) – 30,729 790 A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 2 9 N O T E S T O T H E A C C O U N T S 6 Taxation a) Analysis of current period tax charge Current tax UK corporation tax on profits for the year at 30% Adjustments in respect of prior years Advance corporation tax 2002 £000 2002 £000 2001 £000 2001 £000 9,299 – (743) 5,906 (863) (2,701) Total current tax (note 6(b)) 8,556 2,342 Deferred tax Origination and reversal of timing differences Total deferred tax Tax on profit on ordinary activities b) Factors affecting current period tax charge 9,596 12,115 9,596 18,152 12,115 14,457 The UK standard rate of corporation tax is 30% (2001: 30%), whereas the current tax assessed for the financial year ended 28 July 2002 as a percentage of profit before tax is 16% (2001: 5%). The reasons for this difference are explained below: Profit on ordinary activities before tax Current tax on profit on ordinary activities calculated at the standard rate of corporation tax in the UK of 30% Accelerated capital allowances Capitalised interest allowable for tax purposes QUEST contributions allowable for tax purposes Other allowable deductions Expenses not deductible for tax purposes UK corporation tax for the year Advance corporation tax Adjustments in respect of prior periods Current tax charge for period (note 6(a)) c) Factors which may affect future tax charges 2002 £000 53,568 16,070 (8,266) (586) (228) (106) 2,415 9,299 (743) – 8,556 2002 % 30 (16) (1) – – 4 17 (1) – 16 2001 £000 44,317 13,295 (8,536) (878) – (123) 2,148 5,906 (2,701) (863) 2,342 2001 % 30 (20) (2) – – 5 13 (6) (2) 5 During the course of the last two years, the company has made total capital investments amounting to £155,869,000 and £150,581,000. Given existing plans the company would expect capital investment to continue at around this level for the foreseeable future. The current level of investment has ensured that capital allowance claims have exceeded depreciation; while this will continue, the company would expect the excess of capital allowances over depreciation to diminish over time. No provision has been made for deferred tax on gains recognised on revaluing properties to their market value. Such tax would become payable only if the properties were sold without it being possible to claim roll-over relief. The total amount unprovided for is £6 million. At present it is not envisaged that any tax will become payable in the foreseeable future. 3 0 J D W E T H E R S P O O N P L C 7 Dividends Interim paid of 1.10p per share (2001: 1.00p) Final proposed of 2.12p per share (2001: 1.93p) N O T E S T O T H E A C C O U N T S 2002 £000 2,353 4,549 6,902 2001 £000 2,109 4,076 6,185 8 Earnings and cash flow per share The calculation of basic earnings per share is based on profits on ordinary activities after taxation for the period of £35,416,000 (2001: £29,860,000) and on 213,202,101 (2001: 210,542,854) ordinary shares, being the weighted average number of ordinary shares in issue and ranking for dividend during the period. Fully diluted earnings per share has been calculated in accordance with FRS14 and is after allowing for the dilutive effect of the conversion into ordinary shares of the weighted average number of options outstanding during the period. The number of shares used for the fully diluted calculation is 215,316,001 (2001: 213,486,301). The calculation of free cash flow per share is based on the net cash generated by business activities and available for investment in new pub developments and extensions to existing pubs, after funding interest on existing pubs, tax and all other reinvestment in pubs open at the start of the period (‘free cash flow’). It is calculated before taking account of proceeds from property disposals and inflows and outflows of financing from outside sources and dividend payments, and is based on the same number of shares in issue as that for the calculation of basic earnings per share. 9 Net cash inflow from operating activities Operating profit Profit on disposal of fixed assets Depreciation of tangible fixed assets Change in stocks Change in debtors Change in creditors 10 Reconciliation of net cash flow to movement in net debt Increase/(Decrease) in cash in the year Cash inflow from increase in debt financing Movement in net debt during the period Opening net debt Closing net debt 2002 £000 70,085 (24) 36,343 (1,091) (1,395) 9,782 2001 £000 58,380 – 29,674 (2,817) (409) 8,177 113,700 93,005 2002 £000 2001 £000 3,818 (65,081) (31,894) (40,200) (61,263) (241,577) (72,094) (169,483) (302,840) (241,577) A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 3 1 N O T E S T O T H E A C C O U N T S 11 Analysis of net debt Cash at bank and in hand Debt due within one year Debt due after one year Net debt 12 Tangible fixed assets Cost or valuation At 30 July 2001 Reclassification Additions Disposals At 28 July 2002 Depreciation At 30 July 2001 Reclassification Charge for the year Disposals At 28 July 2002 Net book value At 28 July 2002 At 29 July 2001 2001 £000 Cash flow £000 9,791 – (251,368) 3,818 – (65,081) Non cash movement £000 – (24,831) 24,831 2002 £000 13,609 (24,831) (291,618) (241,577) (61,263) – (302,840) Freehold and long leasehold property £000 Short leasehold property £000 Equipment, fixtures and fittings £000 Expenditure on unopened properties £000 Total £000 280,362 23,164 60,582 (67) 251,304 4,562 38,232 (336) 149,876 – 33,503 (139) 37,212 (27,726) 23,552 – 718,754 – 155,869 (542) 364,041 293,762 183,240 33,038 874,081 8,755 11 5,508 (2) 26,856 (11) 6,583 (42) 57,240 – 24,252 (110) 14,272 33,386 81,382 – – – – – 92,851 – 36,343 (154) 129,040 349,769 260,376 101,858 33,038 745,041 271,607 224,448 92,636 37,212 625,903 Included in the cost of fixed assets at 28 July 2002 is £15,569,000 of capitalised interest. Additions include capitalised interest before tax relief of £2,266,000 (2001: £2,979,000). Reclassifications represent the transfer of development costs incurred on properties completed in the year from unopened properties to other fixed asset captions. Where the company’s properties have been subject to revaluation in previous financial periods, they have been valued on an existing-use basis by Christie & Co, a specialist licensed property valuer. Excluding the effects of revaluation, properties, if stated at cost, would be: Cost Depreciation Net book value 28 July 2002 Net book value 29 July 2001 3 2 J D W E T H E R S P O O N P L C Freehold and long leasehold property £000 359,683 13,865 Short leasehold property £000 271,973 30,657 Total £000 631,656 44,522 345,818 241,316 587,134 267,569 205,037 472,606 12 Tangible fixed assets continued The valuations were performed during financial years as follows: Net book value of revalued properties: 31 July 1997 and prior 31 July 1998 31 July 1999 Net book value of properties held at cost Net book value 13 Debtors Amounts falling due after more than one year: Other debtors Amounts falling due within one year: Other debtors Prepayments 14 Investments Own shares held in ESOP trust Own shares held in QUEST N O T E S T O T H E A C C O U N T S Freehold and long leasehold property £000 Short leasehold property £000 21,620 6,062 2,127 20,864 64,224 46,500 Total £000 42,484 70,286 48,627 29,809 319,960 131,588 128,788 161,397 448,748 349,769 260,376 610,145 2002 £000 2001 £000 7,682 6,986 1,183 7,054 8,237 2002 £000 162 41 203 301 6,463 6,764 2001 £000 241 – 241 During 2001, the company established an ESOP trust as a hedge against possible future national insurance liabilities on employee share options. Own shares held represent the cost of shares in the company held by the trustee of the ESOP. As at 28 July 2002, the trust held 57,222 shares with a market value of £162,000. All costs relating to the scheme are dealt with in the profit and loss account as they are incurred. The ESOP trust has waived its right to any dividends. The shares held by the QUEST at 28 July 2002 have been included in the balance sheet, as current asset investments, at a value of £41,000, which is equivalent to the amounts receivable from employees on exercise of their options. The market value of the shares at 28 July 2002 was £74,000. Under the trust deed, dividends have been waived on the shares held by the QUEST, and all costs relating to the scheme are dealt with in the profit and loss account as they accrue. Further information is contained in note 19. A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 3 3 N O T E S T O T H E A C C O U N T S 15 Creditors due within one year Bank loans (note 20) Trade creditors Corporation tax Other tax and social security Other creditors Dividend payable Accruals and deferred income 16 Creditors due after one year Bank loans repayable by instalments (note 20) US senior loan notes repayable in a single instalment in 2009 (note 20) Other creditors (note 20) 17 Provisions for liabilities and charges Deferred tax Accelerated capital allowances Other timing differences Advance corporation tax Full provision for deferred tax Provision at start of year Deferred tax charge in profit and loss account for year Provision at end of year 2002 £000 24,831 54,352 4,682 12,716 3,987 4,549 17,802 2001 £000 – 50,418 2,437 7,715 3,881 4,076 13,438 122,919 81,965 2002 £000 204,715 86,903 291,618 1,297 2001 £000 164,509 86,859 251,368 2,213 292,915 253,581 2002 £000 2001 £000 49,126 8,273 – 40,860 7,686 (743) 57,399 47,803 47,803 9,596 35,688 12,115 57,399 47,803 The factors which influence the timing of subsequent reversals of the company’s deferred tax provision are detailed in note ‘6 (c) Factors which may affect future tax charges’. 18 Called up share capital Authorised: 500,000,000 ordinary shares of 2p each (2001: 500,000,000) Allotted and fully paid: 214,616,701 ordinary shares of 2p each (2001: 211,211,143) 2002 £000 2001 £000 10,000 10,000 4,292 4,224 2,813,326 ordinary shares were issued during the year on the exercise of share options. 25,953 shares were held by the QUEST, with further information contained in note 14. 566,279 ordinary shares were allotted in connection with the offer to shareholders of a scrip dividend alternative to the 2001 final and 2002 interim dividends. 3 4 J D W E T H E R S P O O N P L C 19 Capital, reserves and shareholders’ funds At start of year Allotments Transfer Profit for the year Dividends QUEST transfer At end of year N O T E S T O T H E A C C O U N T S Called up share capital £000 Share premium account £000 Revaluation reserve Profit and loss account £000 £000 2002 Shareholders’ funds £000 2001 Shareholders’ funds £000 4,224 67 – – – 1 116,389 7,672 – – – 758 23,824 – (438) – – – 129,402 – 438 35,416 (6,902) (718) 273,839 7,739 – 35,416 (6,902) 41 246,830 3,334 – 29,860 (6,185) – 4,292 124,819 23,386 157,636 310,133 273,839 The company has allotted shares to a QUEST established by the company in 1999 to acquire new shares in the company for the benefit of employees and directors of the company. 327,720 shares were allotted to the QUEST during the year in respect of options held by employees and directors under the company’s Save As You Earn option scheme exercisable between 1 February 2002 and 1 August 2002. The difference between market value at allotment and exercise price has been transferred directly to the profit and loss account. The excess of the market value of the shares on allotment and the nominal value, which amounts to £758,000, has been taken to the share premium account. 20 Financial instruments The company’s objectives and policies on the use of financial instruments, including derivatives, can be found in the finance review on pages 12 and 14 under the heading ‘financial risks and treasury policies’. Amounts dealt with in this note exclude short-term assets and liabilities, except cash and bank loans repayable in one year or less. Interest rate and currency risks of financial liabilities The company has entered into a cross-currency swap in respect of the $140 million US senior loan notes. The effect of this transaction is to remove any exposure to currency risk with regard to the settlement of this financial liability in 2009. There is no foreign currency exposure. An analysis of the interest-rate profile of the financial liabilities after taking account of all interest-rate swaps and the cross-currency swap on US senior loan notes, is set out in the following table. Floating-rate borrowings Fixed-rate borrowings Non-interest-bearing liabilities 2002 £000 231,449 85,000 1,297 2001 £000 151,368 100,000 2,213 317,746 253,581 The floating-rate borrowings are interest-bearing borrowings at rates based on LIBOR, fixed for periods of up to six months. The fixed-rate borrowings comprise floating-rate borrowings hedged using fixed-rate swaps with an effective weighted average interest rate (excluding bank margin) of 7.08 % (2001: 7.13%) and which are fixed for a weighted average period of 2.6 years (2001: 1.1 years). In addition to the existing £85 million swaps, the company also has undrawn forward-starting swaps which fix £125 million of borrowings for a seven-year period at an average rate of interest (excluding bank margin) of 6.46%. The weighted average period to maturity of non-interest-bearing liabilities is 2.2 years (2001: 2.1 years). Financial assets Financial assets at the balance sheet date comprised: Cash and short-term deposits Debtors due after one year Total financial assets 2002 £000 13,609 7,682 2001 £000 9,791 6,986 21,291 16,777 All cash and short-term deposits are floating-rate financial assets earning interest at commercial rates. The long-term debtor, representing deferred proceeds on a sale & leaseback arrangement, earns interest at 10% compound until repayment in 2004. A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 3 5 N O T E S T O T H E A C C O U N T S 20 Financial instruments continued Maturity profile of financial liabilities Between one and two years Between two and five years After five years Due after more than one year Due within one year Total at 28 July 2002 Between one and two years Between two and five years After five years Total at 29 July 2001 Total £000 Bank loans (note 16) £000 US senior notes (note 16) £000 Other long-term creditors £000 25,503 175,545 91,867 292,915 24,831 24,828 174,923 4,964 204,715 24,831 – – 86,903 86,903 – 317,746 229,546 86,903 26,008 115,714 111,859 24,721 114,788 25,000 – – 86,859 253,581 164,509 86,859 675 622 – 1,297 – 1,297 1,287 926 – 2,213 The company has total UK committed loan facilities of £265 million which comprise a drawn £125 million unsecured term loan facility, repayable within five years of the balance sheet date, a £100 million unsecured revolving-loan facility maturing in 2004, a £15 million unsecured revolving-loan facility, maturing in 2011, together with a £25 million unsecured revolving-loan facility, maturing in 2008. All UK committed loan facilities are at floating rates based on LIBOR. The company has entered into swap agreements which fix £85 million of these borrowings at rates between 6.5% and 7.4% (excluding bank margin) with an effective weighted average interest rate (excluding bank margin) of 7.08% (2001: 7.13%). At the balance sheet date, £105 million was drawn down under the revolving-loan facilities, with interest rates set for periods of between one week and six months, at which point monies are repaid and, if appropriate, redrawn. The undrawn facility expires in more than two years. In addition to the UK facilities, in September 1999, the company issued $140 million unsecured US senior notes due in 2009, carrying a fixed rate of interest of 8.48%. The company entered into currency and swap agreements covering the duration of these notes which remove all US dollar exposure and convert the interest rate to one based on LIBOR. Fair values The table below compares, by category, the book value and fair values of the company’s financial assets and liabilities as at 28 July 2002. Financing instruments Cash deposits Debtors due after one year Long-term borrowings Other long-term creditors Derivative instruments Interest-rate and currency swaps 2002 Book value £000 2002 Fair value £000 2001 Book value £000 2001 Fair value £000 13,609 7,682 (291,617) (1,297) 13,609 8,336 (303,455) (1,163) 9,791 6,986 (251,368) (2,213) 9,791 7,721 (256,835) (2,040) – 5,063 – 13,954 The fair value of derivative instruments is calculated by discounting all future cash flows by the market yield curve at the balance sheet date. 3 6 J D W E T H E R S P O O N P L C 20 Financial instruments continued Unrecognised gains and losses on hedges Unrecognised gains/losses at 29 July 2001 Gains/losses arising in previous years which were recognised in 2002 Gains/losses arising before 30 July 2001 not recognised in 2002 Losses arising in 2002 not recognised during 2002 N O T E S T O T H E A C C O U N T S Gains £000 Losses Net gains/(losses) £000 £000 21,361 (2,272) 19,089 (3,055) (7,407) 1,711 (5,696) (5,275) 13,954 (561) 13,393 (8,330) Unrecognised gains/losses at 28 July 2002 16,034 (10,971) 5,063 Of which: Gains/losses expected to be recognised in less than one year Gains/losses expected to be recognised after more than one year 2,503 13,531 (3,149) (7,822) (646) 5,709 16,034 (10,971) 5,063 21 Financial commitments Capital expenditure contracted, but not provided for 22 Lease commitments The company operates a number of leasehold public houses and occupies leasehold office accommodation. The total annual rental due under these leases in the next twelve months is as follows: Expiry within one year Expiry between one and two years Expiry between two and five years Expiry in greater than five years The annual rentals pertaining to other leases, primarily motor vehicles, are as follows: Expiry within one year Expiry between one and two years Expiry between two and five years 2002 £000 2001 £000 19,772 15,694 2002 £000 2001 £000 – 1,052 887 39,773 421 – 1,363 33,730 41,712 35,514 69 372 161 602 62 93 396 551 A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 3 7 N O T E S T O T H E A C C O U N T S 23 Share options ESOP Scheme Date granted April 1993 April 1994 October 1994 April 1995 November 1995 April 1996 January 1997 April 1997 October 1997 April 1998 October 1998 29 July 2001 12,610 31,250 137,500 59,375 336,000 29,075 339,970 130,750 353,435 475,198 1,036,000 2,941,163 SAYE Scheme Date granted February 1999 (3yr) 344,154 February 1999 (5yr) 453,828 – January 2002 (3yr) Granted Exercised Lapsed 28 July 2002 Exercise price per share Exercisable from Expiry date – – – – – – – – – – – – 5,045 23,750 72,500 6,875 150,500 10,025 108,250 59,500 133,505 169,453 750,100 – – 15,000 – – 1,150 – – 7,000 5,215 22,000 7,565 7,500 50,000 52,500 185,500 17,900 231,720 71,250 212,930 300,530 263,900 49.6p 69.4p 78.4p 92.4p 127.2p 176.0p 244.2p 237.0p 299.0p 326.0p 167.0p 30/04/96 18/04/97 25/10/97 17/04/98 16/11/98 11/04/99 03/01/00 10/04/00 05/10/00 16/04/01 25/10/01 30/04/03 18/04/04 25/10/04 17/04/05 16/11/05 11/04/06 03/01/07 10/04/07 05/10/07 16/04/08 25/10/08 1,489,503 50,365 1,401,295 – – 1,065,573 301,767 – – 32,598 194,690 25,260 9,789 259,138 1,040,313 159.0p 159.0p 300.0p 01/02/02 01/02/04 01/06/05 01/08/02 01/08/04 01/12/05 797,982 1,065,573 301,767 252,548 1,309,240 CSOP Scheme Date granted December 1996 April 1997 October 1997 April 1998 NDSO Scheme Date granted December 1998 April 1999 September 1999 March 2000 September 2000 March 2001 September 2001 279,675 59,000 319,000 393,275 1,050,950 1,003,000 1,330,500 329,000 1,655,878 1,074,525 735,260 – – – – – – 71,125 21,500 91,125 115,475 45,100 7,375 17,375 32,575 163,450 30,125 210,500 245,225 243.0p 234.5p 301.0p 326.0p 15/12/99 12/04/00 08/10/00 16/04/01 15/12/06 12/04/07 08/10/07 16/04/08 299,225 102,425 649,300 – – – – – – 1,509,915 524,505 195,500 300 1,695 831 – – 43,000 177,000 44,000 267,910 191,451 132,855 190,845 435,495 958,000 284,700 1,386,273 882,243 602,405 1,319,070 191.5p 268.0p 333.8p 356.5p 361.0p 343.6p 339.0p 17/12/01 20/04/02 10/09/02 07/03/03 15/09/03 14/03/04 12/09/04 17/12/08 20/04/09 10/09/09 07/03/10 15/09/10 14/03/11 12/09/11 6,128,163 1,509,915 722,831 1,047,061 5,868,186 At 28 July 2002, there were 110 members of the executive share option scheme (ESOP), with average option holdings of 12,739 shares; there were 1,145 members of the SAYE scheme, with average holdings of 1,143 shares; there were 430 members of the all-employee company share option plan (CSOP), with average holdings of 1,510 shares; there were 3,693 members of the new discretionary share option scheme (NDSO), with average holdings of 1,589 shares. The exercise of an option under the ESOP scheme and the NDSO scheme will, normally, in accordance with institutional shareholder guidelines, be conditional on the achievement of performance conditions. In respect of the ESOP scheme, options are exercisable only on condition that the earnings per share of the company between the date of grant of an option and the date of exercise increases by at least the increase in the RPI. In respect of the NDSO scheme, both basic and super options can be granted. Basic options are exercisable three years after they have been granted and only if the company’s normalised earnings per share (excluding exceptional items) over any three-year period have exceeded the growth in the RPI by an average of at least 3% per annum. Super options are exercisable after five years and only if the company’s normalised earnings per share (excluding exceptional items) over any five-year period have exceeded the growth in the RPI by an average of at least 7.5% per annum. As the CSOP scheme is available to all staff, there are no performance conditions attached to the exercise of options under it. The options in issue shown above include those of the directors shown on page 21. 3 8 J D W E T H E R S P O O N P L C F I N A N C I A L R E C O R D for the five years ended 28 July 2002 Sales and results Turnover from continuing operations Operating profit from continuing operations Interest receivable Interest payable Profit on ordinary activities before exceptional items and taxation Exceptional items Taxation Profit on ordinary activities after taxation Dividends 1998 £000 1999 £000 2000 £000 2001 £000 2002 £000 188,515 269,699 369,628 483,968 601,295 28,367 401 (8,603) 20,165 15,777 (6,857) 29,085 (4,321) 36,226 1,064 (11,076) 26,214 22,450 (7,730) 40,934 (4,809) 46,278 3,221 (13,447) 36,052 – (11,996) 24,056 (5,599) 58,380 1,247 (15,310) 44,317 – (14,457) 29,860 (6,185) 70,085 748 (17,265) 53,568 – (18,152) 35,416 (6,902) Retained profit for the year 24,764 36,125 18,457 23,675 28,514 Recognised gains and losses Profit for the financial year after taxation Unrealised surplus on revaluation of properties Net assets employed Fixed assets Net current assets/(liabilities) Non current liabilities Provision for liabilities and charges 29,085 2,086 40,934 1,938 24,056 – 29,860 – 35,416 – 31,171 42,872 24,056 29,860 35,416 334,695 (34,948) (140,555) (19,160) 370,148 16,440 (180,592) (25,477) 504,996 (8,499) (213,979) (35,688) 625,903 (50,680) (253,581) (47,803) 745,041 (84,594) (292,915) (57,399) 140,032 180,519 246,830 273,839 310,133 Equity shareholders’ funds 140,032 180,519 246,830 273,839 310,133 Ratios Operating margin Basic earnings per share (excl. exceptional items) Free cash flow per share Dividends per share 15.0% 6.8p 13.4p 2.20p 13.4% 9.4p 20.3p 2.43p 12.5% 11.8p 24.2p 2.67p 12.1% 14.2p 29.1p 2.93p 11.7% 16.6p 33.5p 3.22p Notes to the financial record (a) The summary of accounts has been extracted from the annual audited financial statements of the company for the five years shown. (b) All of the above figures have been adjusted to reflect the impact of adopting FRS19 deferred taxation. A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 3 9 I N F O R M AT I O N F O R S H A R E H O L D E R S Ordinary shareholdings at 28 July 2002 Shares of 2p each Up to 2,500 2,501 to 10,000 10,001 to 250,000 250,001 to 500,000 500,001 to 1,000,000 Over 1,000,000 Substantial shareholdings Number of shareholders % of total shares Number % of total shares held 4,611 475 342 34 18 40 83.53 8.61 6.20 0.61 0.33 0.72 2,640,587 2,227,735 18,883,901 12,212,954 11,844,378 166,807,146 1.23 1.04 8.80 5.69 5.52 77.72 5,520 100.00 214,616,701 100.00 In addition to certain of the directors’ shareholdings set out on page 21, the company has been notified of the following substantial holdings in the share capital of the company at 6 September 2002: The Capital Group Companies, Inc. Federated Investors Inc. FMR Corp./Fidelity International Limited Royal and Sun Alliance Investments Legal and General Investment Management Limited Standard Life Investments Share prices 29 July 2001 Low High 28 July 2002 Number of Ordinary shares Percentage of share capital % 14.15 9.52 7.05 3.85 3.02 3.00 30,372,683 20,439,322 15,124,088 8,268,133 6,488,011 6,439,083 339.5p 262.5p 440.5p 283.5p Annual reports Further copies of this annual report are available from the company secretary, at the registered office. Telephone requests can be made on 01923 477777, extension 7796. This annual report is also available on our Web site: www.jdwetherspoon.co.uk Copies can also be obtained through the Financial Times’ annual reports service. For details, see the London share service pages of the Financial Times. If you would like to contact us, please write to J D Wetherspoon plc, Wetherspoon House, Central Park, Reeds Crescent, Watford, Hertfordshire, WD24 4QL or telephone us on 01923 477777. 4 0 J D W E T H E R S P O O N P L C N O T I C E O F A N N U A L G E N E R A L M E E T I N G Notice is hereby given that the Annual General Meeting of the Company will be held at The Metropolitan Bar, 7 Station Approach, Marylebone Road, London, NW1 5LA (next to Baker Street Station) on Thursday 7 November 2002 at 9.30am for the following purposes: Ordinary business 1 To receive the report of the directors and the audited accounts of the company for the financial year ended 28 July 2002. 2 To declare a final dividend for the year ended 28 July 2002 of 2.12 pence per share on the ordinary shares in the capital of the company. 3 To re-elect Mr T R Martin as a director. 4 To re-elect Mr B R Jervis as a director. 5 To re-elect Mr J Herring as a director. 6 To re-appoint PricewaterhouseCoopers as auditors of the company and to authorise the directors to fix their remuneration. Special business To consider and, if thought fit, to pass the following resolutions, in the case of the resolutions numbered 7 and 9 as ordinary resolutions and in the case of the resolutions numbered 8 and 10, as special resolutions. 7 THAT: (A) the directors be and they are hereby generally and unconditionally authorised pursuant to section 80 of the Companies Act 1985 (‘the Act’) to exercise all or any powers of the company to allot relevant securities (as defined in that section) to such persons, at such times and on such terms as they think proper, up to a maximum nominal amount of £1,400,000 during the period (‘the period of authority’) from the date of the passing of this resolution until the earlier of: (i) fifteen months from the date of the passing of this resolution; and (ii) the conclusion of the Annual General Meeting of the company held to approve the report and accounts of the company for the financial year of the company ending on 27 July 2003, on which date such authority will expire, unless previously varied, revoked or renewed by the company in general meeting (save that, during the period of authority, the directors shall be entitled to make an offer or agreement which would or might require relevant securities to be allotted in pursuance of such an offer or agreement, as if the authority conferred by this resolution had not expired) and (B) the authority to allot given to the directors by this resolution be in substitution for any and all authorities previously conferred on the directors for the purposes of section 80 of the Act, without prejudice to any allotments made pursuant to the terms of such authorities. 8 THAT conditionally on the passing of the resolution numbered 7 above, the directors be and they are hereby empowered pursuant to section 95 of the Act to allot equity securities (as defined in section 94(2) of the Act) for cash pursuant to the authority conferred by the resolution numbered 7 above as if section 89(1) of the Act did not apply to such allotment, such power to expire (unless previously varied, revoked or renewed by the company in general meeting) at the earlier of fifteen months from the date of passing of this resolution and the conclusion of the Annual General Meeting of the company held to approve the report and accounts of the company for the financial year of the company ending on 27 July 2003 (save that the directors shall be entitled, before such expiry, to make an offer or agreement which would or might require equity securities to be allotted after such expiry, and the directors may allot equity securities in pursuance of such an offer or agreement, as if the power conferred by this resolution had not expired) and to be limited to: (i) the allotment of equity securities for cash in connection with or pursuant to an issue or offer by way of rights, open offer or otherwise in favour of the holders of equity securities where the equity securities respectively attributable to the interests of such holders are proportionate (as nearly as may be) to the respective number of equity securities held by them on the record date for such allotment, subject only to such exceptions, exclusions or other arrangements which are, in the opinion of the directors, necessary or expedient to deal with fractional entitlements or legal or practical problems under the laws of any territory or the requirements of any recognised regulatory body or any other stock exchange or otherwise in any territory; and (ii) the allotment (otherwise than as referred to in sub paragraph (i) above) of equity securities for cash up to an aggregate nominal amount of £214,000. 9 THAT the directors be and they are hereby authorised to: (A) exercise the power contained in article 123 of the Articles of Association of the company, so that, to the extent and in the manner determined by the directors in their absolute discretion, the holders of ordinary shares in the capital of the company be permitted to elect to receive an allotment of ordinary shares in the capital of the company, credited as fully paid, instead of cash in respect of all or any part of any dividend or dividends as may be paid or declared by the company or the directors pursuant to the Articles of Association of the company on or at any time after the date of the passing of this resolution and prior to the beginning of the Annual General Meeting of the company held to approve the report and accounts of the company for the financial year of the company ending on 27 July 2003; and A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 4 1 N O T I C E O F A N N U A L G E N E R A L M E E T I N G (B) capitalise a sum equal to the aggregate nominal amount of the ordinary shares in the capital of the company falling to be allotted pursuant to elections so made out of any amount standing to the credit of the company’s reserves (including any share premium account or capital redemption reserve) or out of any profits which could otherwise have been applied in paying dividends in cash and to determine and apply such sum in paying up in full the appropriate number of unissued ordinary shares in the capital of the company and to allot such ordinary shares to the members of the company making such elections in accordance with their respective entitlements. 10 THAT the directors be and they are hereby authorised to make market purchases (as defined by section 163(3) of the Companies Act 1985) of ordinary shares in the capital of the company subject to the following conditions: (i) the maximum number of ordinary shares which may be purchased is 21,461,670. (ii) the price at which ordinary shares may be purchased shall not exceed 105% of the average of the middle market quotations for the ordinary shares as derived from the London Stock Exchange Daily Official List for the five business days preceding the date of purchase and shall not be less than the nominal value from time to time of an ordinary share, in both cases exclusive of expenses; and (iii) this authority will expire at the earlier of the conclusion of the next Annual General Meeting of the company and 30 April 2004, except that the company may before such authority expires enter into a contract of purchase under which such purchase may be completed or executed wholly or partly after the expiry of the authority. Notes: 1 A member entitled to attend and vote at the Annual General Meeting is entitled to appoint one or more proxies to attend and, on a poll, vote instead of him/her. A proxy need not be a member of the company. 2 A form of proxy is enclosed which holders of ordinary shares in the company are invited to complete and return in the envelope provided. Completion and return of the form of proxy in accordance with the instructions on it will not prevent such shareholders from attending and voting at the Annual General Meeting in person, should they so wish. 3 To be valid for the Annual General Meeting, the instrument appointing a proxy and the power of attorney or other authority (if any) under which it is executed or a notarially certified copy of such authority must be deposited at the offices of the company’s registrars, Computershare Investor Services plc, PO Box 82, The Pavilions, Bridgwater Road, Bristol, BS99 7NH, not later than 9.30am on 5 November 2002, being 48 hours before the time appointed for the holding of the Annual General Meeting. 4 There are available for inspection at the registered office of the company during usual business hours on any weekday (Saturdays, Sundays and public holidays excepted) and there will be available for inspection at the place of the Annual General Meeting from at least 15 minutes prior to and until the conclusion of the Annual General Meeting: (a) copies of the directors’ service agreements with the company, other than those agreements expiring or determinable by the company without payment of compensation within one year; and (b) the register of directors’ interests. By order of the board Nick Cooper Company Secretary 27 September 2002 Registered Office: Wetherspoon House Central Park Reeds Crescent Watford Hertfordshire WD24 4QL 4 2 J D W E T H E R S P O O N P L C P U B L I C H O U S E S D I R E C T O RY JDW pubs in England, Scotland, Wales and Northern Ireland A B E R D E E N B R I S T O L C H E S H I R E The Berkeley 15-19 Queens Road, Clifton, BS8 1QE The Commercial Rooms 43-45 Corn Street, Bristol, BS1 1HT The Calverts Court 13 St. Petersgate, Stockport, SK1 1EB The Cotton Bale 21-25 Market Place, Hyde, SK14 2LX The Archibald Simpson 5 Castle Street, Aberdeen, AB11 5AJ The Kingswood Colliers 94-96 Regent Street, Kingswood, BS15 8HP The Counting House 18 Swan Bank, Congleton, CW12 1AH A N G U S Corn Exchange Market Place, Arbroath, DD11 1HR B E D F O R D S H I R E The Knights Templar 1 The Square, Temple Quay, Bristol, BS1 6DG The Friar Penketh 4 Barbauld Street, Friars Gate, Warrington, WA1 1EX The Magic Box 135-137 Cheltenham Road, Bristol, BS6 5RR The Grape and Grain 6-12 Swan Street, Wilmslow, SK9 1HE The Robert Fitzharding 24 Cannon Street, Bedminster, BS3 1BN The Kings Hall 11-13 Station Road, Cheadle Hulme, SK8 5AF The Banker’s Draft 115-117 High Street, Bedford, MK40 1NU The Staple Hill Oak 84-86 High Street, Staple Hill, Bristol BS16 5HN The Lodestar 20-22 Brook Street, Neston, CH64 9XL The Pilgrim’s Progress 42 Midland Road, Bedford, MK40 1QB St George’s Hall 203 Church Road, Redfield, BS5 9HL The Penny Black 110 Witton Street, Northwich, CW9 5AB The White House 1 Bridge Street, Luton, LU1 1SA The Van Dyke Forum 748-756 Fishponds Road, Bristol, BS16 3UA The Premier 93-99 Albert Road, Widnes, WA8 6JS B E R K S H I R E B U C K I N G H A M S H I R E The Society Rooms Park Green, Macclesfield, SK11 7NA The Back Of Beyond 104-108 Kings Road, Reading, RG1 3BY The Falcon 9 Cornmarket, High Wycombe, HP11 2AX The Unicorn 1-7 Ashley Road, Altrincham, WA14 2DP The Baron Cadogan 22-24 Prospect Street, Caversham, RG4 8JG The Last Post 77 The Broadway, Chesham, HP5 1BX Wetherspoons 78-92 Foregate Street, Chester, CH1 1HB The Greyhound 92-96 Queen Street, Maidenhead, SL6 1HT The Hope Tap 99-105 Friar Street, Reading, RG1 1EP The Monk’s Retreat 163 Friar Street, Reading, RG1 1HE The Moon And Spoon 86 High Street, Slough, SL1 1EL The Old Manor Church Road, Grenville Place, Bracknell, RG12 1BP The Windlesora 17 William Street, Windsor, SL4 1BB B L A E N U G W E N T The Olympia Morgan Street, Tredegar, NP22 3ND The Picture House Market Street, Ebbw Vale, NP23 6HP B O R D E R S Hunters Hall 56-58 High Street, Galashiels, TD1 1SE B R I D G E N D The Wyndham Arms Dunraven Place, Bridgend, CF31 1JE The Moon Under Water Xscape, Avebury Boulevard, Milton Keynes, MK9 3NN The Secklow Hundred 316 Midsummer Boulevard, Milton Keynes, MK9 1EB Wetherspoons 201 Midsummer Boulevard, Bouverie Square, Milton Keynes, MK9 1EA C A M B R I D G E S H I R E The College Arms 40 The Broadway, Peterborough, PE1 1RS The Wheatsheaf 43 Overpool Road, Ellesmere Port, CH66 3LN C L E V E L A N D The Isaac Wilson 61 Wilson Street, Middlesborough, TS1 1SF The King Johns Tavern 1 South Road, Hartlepool, TS26 9HB The Plimsoll Line 138-142 High Street East, Redcar, TS10 3DH The Thomas Sheraton 4 Bridge Road, Stockton-On-Tees, TS18 1BH The Regal 38-39 St Andrews Street, Cambridge, CB2 3AR C LW Y D The Wheatsheaf 18-22 Church Terrace, Wisbech, PE13 1BL The Elihu Yale 44-46 Regent Street, Wrexham, LL11 1RR C A R M A RT H E N S H I R E Yr Hen Dderwen 47-48 King Street, Carmarthen, SA31 1BH The York Palace 51 Stepney Street, Llanelli, SA15 3YA C E R E D I G I O N Yr Hen Orsaf Alexandra Road, Aberystwyth, SY23 1LN C O N W Y The Palladium 7 Gloddaeth Street, Llandudno, LL30 2DD The Picture House 24-26 Prince’s Drive, Colwyn Bay, LL29 8LA C O U N T Y A N T R I M The Central Bar 13-15 High Street, Carrickfergus, BT38 7AN A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 4 3 P U B L I C H O U S E S D I R E C T O RY The Spinning Mill 17-21 Broughshane Street, Ballymena, BT43 6EB The Spa Lane Vaults 34 St. Mary’s Gate, Chesterfield, S41 7TH The Tuesday Bell Units 1-2 Lisburn Square, Lisburn, BT28 2TU The Standing Order 28-32 Irongate, Derby, DE1 3GP Wetherspoons 35-43 Bedford Street, Belfast, BT2 7EJ The Wye Bridge House Fairfield Road, Buxton, SK17 7DJ C O U N T Y D O W N D E V O N The Spirit Merchant 54-56 Regent Street, Newtownards, BT23 4LP The Britannia Inn 1 Wolseley Road, Milehouse, Plymouth, PL2 3AA C O U N T Y D U R H A M The Tanner’s Hall 63-64 Skinnergate, Darlington, DL3 7LL C O U N T Y F E R M A N A G H The Gog & Magog 58-59 Southside Street, Plymouth, PL1 2LD The General Sir Redvers Buller 37 High Street, Crediton, EX17 3JP The Imperial New North Road, Exeter, EX4 4HF The Linen Hall 11-13 Townhall Street, Enniskillen, BT74 7BD The Isaac Merritt 54-58 Torquay Road, Paignton, TQ3 3AA C O U N T Y L O N D O N D E R RY The London Inn 15-16 The Strand, Torquay, TQ1 2AA The Diamond 23-24 The Diamond, Londonderry, BT48 6HP The Mannamead 61-63 Mutley Plain, Plymouth, PL4 6JH The Old Courthouse Castlerock Road, Coleraine, BT51 3HP The Panniers 33-34 Boutport Street, Barnstaple, EX31 1RX C U M B R I A The Furness Railway Abbey Road, Barrow-In-Furness, LA14 1HX The Henry Bessemer New Oxford Street, Workington, CA14 2NA The Woodrow Wilson 48 Botchergate, Carlisle, CA1 1QS The Powder Monkey 2-2a The Parade, Exmouth, EX8 1RJ The Union Rooms 19 Union Street, Plymouth, PL1 2SU The Vigilance 5 Bolton Street, Brixham, TQ5 9DE The White Ball Inn Bridge Street, Tiverton, EX16 5LY D E N B I G H S H I R E D O R S E T D U N D E E C I T Y The Counting House 67-71 Reform Street, Dundee, DD1 1SP E A S T AY R S H I R E The Wheatsheaf Inn Unit 5, Portland Gate, Kilmarnock, KA1 1JQ E A S T S U S S E X The Cliftonville Inn 98-101 George Street, Hove, BN3 3YE Wetherspoons 21-23 Cornfield Road, Eastbourne, BN21 4QD E A S T Y O R K S H I R E The Admiral Of The Humber 1 Anlaby Road, Kingston Upon Hull, HU1 2NT City and Country Market Square, Goole, DN14 5AT The Postern Gate Piccadilly, York, YO1 9NX The Prior John 34-36 Promenade, Bridlington, YO15 2ED Three John Scotts Alfred Gelder Street, Lowgate, Kingston Upon Hull, HU1 1XW The Zachariah Pearson 386 Beverley Road, Kingston Upon Hull, HU5 1LH E D I N B U R G H The Foot Of The Walk 183 Constitution Street, Leith, EH6 7AA The Standing Order 62-66 George Street, Edinburgh, EH2 2RA Wetherspoons First Floor Bar, Landside, Edinburgh Airport, EH12 9DN Wetherspoons First Floor Bar, Airside, Edinburgh Airport, EH12 9DN E S S E X The Greyhound 2 East Street, Bridport, DT6 3LF The Lord Wimborne 59 Lagland Street, Poole, BH15 1QD The Moon In The Square 4-8 Exeter Road, The Square, Bournemouth, BH2 5AQ The Night Jar 94 Victoria Road, Ferndown, BH22 9JA The Anchor Civic Square, Tilbury, RM18 8AD Sir Percy Florence Shelley 673-675 Christchurch Road, Boscombe, BH7 6AA The Barking Dog 61 Station Parade, Barking, IG11 8TU The Royal Oak 21-22 High West Street, Dorchester, DT1 1UW The Battesford Court 100 Newland Street, Witham, CM8 1AH The Swan 41-43 St Thomas Street, Weymouth, DT4 8EH The Blue Boar 39 High Street, Billericay, CM12 9BA D U M F R I E S & G A L L O WAY The Robert The Bruce 81-83 Buccleuch Street, Dumfries, DG1 1DJ The Colley Row Inn 54-56 Collier Row Road, Collier Row, Romford, RM5 3PA The Sussex 20-26 Sussex Street, Rhyl, LL18 1SG D E R B Y S H I R E The Babington Arms 11-13 Babington Lane, Derby, DE1 1TA The Crown Crown Square, Derwent House, Matlock, DE4 3AT The Observatory 14a Market Place, Ilkeston, DE7 5QA The Portland Hotel West Bars, Chesterfield, S40 1AY The Red Lion 2 Derby Road, Heanor, DE75 7QG The Red Lion Market Place, Ripley, DE5 3BS The Sir Nigel Gresley Market Street, Swadlincote, DE11 OAD 4 4 J D W E T H E R S P O O N P L C P U B L I C H O U S E S D I R E C T O RY The Elms 1060 London Road, Leigh-On-Sea, SS9 3ND The Crystal Palace 36 Jamaica Street, Glasgow, G1 4DQ Sir Edwin Chadwick 587 Stockport Road, Longsight, M13 0RX Eva Hart 1128 High Street, Chadwell Heath, Romford, RM6 4AH The Globe 65 Rainsford Road, Chelmsford, CM1 2QJ The Edward Wylie 103-107 Bothwell Street, Glasgow, G2 7EE The Esquire House Esquire House, 1487 Great Western Road, Glasgow, G12 0AJ The Great Spoon Of Ilford 114-116 Cranbrook Road, Ilford, IG1 4LZ Hengler’s Circus 351-363 Sauchiehall Street, Glasgow, G2 3HU The Ivory Peg 4-7 New London Road, Chelmsford, CM2 0SW The Sir John Moore Argyle Street, Glasgow, G2 8QW J J Moons 46-62 High Street, Hornchurch, RM12 4UN The Sir John Stirling Maxwell 140 Kilmarnock Road, Glasgow, G41 3NN The Last Post 227 High Road, Loughton, IG10 1BB G L O U C E S T E R S H I R E The Last Post Weston Road, Southend-On-Sea, SS1 1AS The Lord John 15-17 Russell Street, Stroud, GL5 3AA The Little Elms Dorothy Sayers Drive, Witham, CM8 2LX The Moon Under Water 16-28 Bath Road, Cheltenham, GL53 7HA The Lord Denman 270-272 Heathway, Dagenham, RM10 8QF The Moon And Starfish 1 Marine Parade East, Clacton-On-Sea, CO15 1PU The Moon And Stars 99-103 South Street, Romford, RM1 1NX The Regal 33 St Aldate Street, Kings Square, Gloucester, GL1 1RP G R E AT E R M A N C H E S T E R The Bishop Blaize 708 Chester Road, Stretford, M32 0SF The Moon On The Square 1-15 Market Square, Basildon, SS14 1DF The Brocket Arms Mesnes Road, Wigan, WN1 2DD The Moon Under Water Broxburn Drive, South Ockenden, RM15 5RD The Eccles Cross 13 Regent Street, Eccles, M30 0BP The New Fairlop Oak Fencepiece Road, Barkingside, Ilford, IG6 2JP The Edwin Waugh 10-12 Market Street, Heywood, OL10 4LY The Playhouse 4 St John Street, Colchester, CO2 7AA The George and Dragon 185-187 Elliott Street, Tyldesley, M29 8DR The Standard Bearer 7-13 Goodmayes Road, Goodmayes, Ilford, IG3 9UH The Temeraire 55 High Street, Saffron Walden, CB10 1AA Wetherspoons Fairfield Road, Braintree, CM7 3HA William Aylmer Aylmer House, Harlow, CM20 1DG F I F E The Golden Acorn 1 North Street, Glenrothes, KY7 5NA The Robert Nairn 6 Kirk Wynd, Kirkcaldy, KY1 1EH G L A S G O W The Counting House 2 St Vincents Place, Glasgow, G1 2DH The Harbord Harbord 17-21 Long Street, Middleton, M24 6TE The J. P. Joule 3a Northenden Road, Sale, M33 3BR The Moon Under Water 68-74 Deansgate, Manchester, M3 2FN The Moon Under Water 5-7a Market Place, The Wiend, Wigan, WN1 1PE The Paramount 33-35 Oxford Street, Manchester, M1 4BH The Regal Moon The Butts, Rochdale, OL16 1HB The Robert Peel 5-10 Market Place, Bury, BL9 0LD The Sedge Lynn 21a Manchester Road, Chorlton cum Hardy, M21 9PN The Spinning Mule Unit 2, Nelson Square, Bolton, BL1 1JT The Tim Bobbin 41 Flixton Road, Urmston, M41 5AN The Up Steps Inn 17-23 High Street, Oldham, OL1 3AJ The Waterhouse 67-71 Princess Street, Manchester, M2 4EG Wetherspoons 49 Piccadilly, Manchester, M1 2AP G W E N T The Godfrey Morgan 158 Chepstow Road, Newport, NP19 8EG The Sirhowy 61-63 High Street, Blackwood, NP12 1BA The Tom Toya Lewis 108-112 Commercial Street, Newport, NP20 1LW Wetherspoons Units 10-12 The Cambrian Centre, Cambrian Road, Newport, NP9 4AD G W Y N E D D The Black Bull Inn 107 High Street, Bangor, LL57 1NS Tafarn Y Porth 5-9 Eastgate Street, Caernarfon, LL55 1AG H A M P S H I R E The Bright Water Inn 370-372 Shirley Road, Shirley, SO15 3HY The First Post 42 High Street, Cosham, PO6 3AG The Giddy Bridge 10-16 London Road, Southampton, SO15 2AE The Isambard Kingdom Brunel 2 Guildhall Walk, Portsmouth, PO1 2DD The John Jacques 78-82 Fratton Road, Portsmouth, PO1 5BZ The John Russell Fox 10 High Street, Andover, SP10 1NY The Lord Arthur Lee 100-108 West Street, Fareham, PO16 0EP The Old Gaol House 11a Jewry Street, Winchester, SO23 8RZ The Parchment Makers 1 Park Road North, Havant, PO9 1HE The Prince Arthur 238 Fleet Road, Fleet, GU13 8BX The Sir John Baker 80 London Road, North End, Portsmouth, PO2 0LX The Standing Order 30 The High Street, Southampton, SO14 2DF A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 4 5 P U B L I C H O U S E S D I R E C T O RY The Star 28-29 High Street, Gosport, PO12 1DF H E R E F O R D S H I R E The Mail Rooms Gloucester Road, Ross-On-Wye, HR9 5BS H E RT F O R D S H I R E The Admiral Byng 186-192 Darkes Lane, Potters Bar, EN6 1AF The Cross Keys 2 Chequer Street, St Albans, AL1 3XZ The Crown 145 High Street, Berkhamsted, HP4 3HH The Full House 128 The Marlowes, Hemel Hempstead, HP1 1EP The Hart & Spool 148 Shenley Road, Borehamwood, WD6 1EQ The King James 2/3 Lynton Parade, Turners Hill, Cheshunt, EN8 8LF The Moon And Cross 104-106 High Street, Waltham Cross, EN8 7BX The Moon Under Water 148 High Street, Barnet, Herts, EN5 5XP The Moon Under Water 44 High Street, Watford, WD17 2BS The Pennsylvanian 115-117 High Street, Rickmansworth, WD3 1AN The Railway Bell 13 East Barnet Road, New Barnet, EN4 8RR. The Standard Bearer Unit 1, The Plaza, Dane Street, New Town, Stevenage, SG12AD The Standing Order 33 High Street, Stevenage, SG1 3AU The Three Magnets 19-20 Leys Avenue, Letchworth, SG6 3EW K E N T The County Hotel 10 The High Street, Ashford, TN24 8TD The Eight Bells 19 Cannon Street, Dover, CT16 1BZ The Golden Lion 147-149 High Street, Rochester, ME1 1EL The Harvest Moon 141-143 High Street, Orpington, BR6 0LQ The Humphrey Bean 94 High Street, Tonbridge, TN9 1AP The Leading Light 20-22 Preston Street, Faversham, ME13 8NZ The Mechanical Elephant 28-30 Marine Terrace, Margate, CT9 1XJ The Muggleton Inn 8 High Street, Maidstone, ME14 1HJ The New Cross Turnpike 55 Bellegrove Road, Welling, DA16 3PF The Opera House 88 Mount Pleasant Road, Tunbridge Wells, TN1 1RE The Paper Moon 55 High Street, Dartford, DA1 1DS The Robert Pocock 181-183 Windmill Street, Gravesend, DA12 1AH The Saxon Shore 78-80 Central Parade, Herne Bay, CT6 5JQ The Sennockian 139-141 High Street, Sevenoaks, TN13 1UX The Society Rooms Brenchley House, Maidstone, ME14 1RF The Sovereign Of The Seas 109-111 Queensway, Petts Wood, Orpington, BR5 1DG The Summoner Units 1-3 Bell Shopping Centre, High Street, Sittingbourne, ME10 4AY Wetherspoons Bridlington Road, South Oxhey, Watford, WD1 6AG The Thomas Ingoldsby 5-9 Burgate, Canterbury, CT1 2HG H I G H L A N D The West Gate Inn 1-3 North Lane, Canterbury, CT2 7EB The King’s Highway 72-74 Church Street, Inverness, IV1 1EW Wetherspoons 23 Westmoreland Place, Bromley, BR1 1DS I N V E R C LY D E The James Watt 80-92 Cathcart Street, Greenock, PA15 1AA I S L E O F W I G H T S. Fowlers & Co 41-43 Union Street, Ryde, PO33 2LF Wetherspoons 10 Rendezvous Street, Baptist Galleries, Folkestone, CT20 1EY The Wrong ‘Un 234-236 The Broadway, Bexleyheath, DA6 8AS L A N C A S H I R E The Ash Tree 18 Wellington Road, Ashton-Under-Lyne, OL6 6DA The Auctioneer 235-237 Lytham Road, Blackpool, FY1 6ET The Brun Lea 31-39 Manchester Road, Burnley, BB11 1HG The Green Ayre 63 North Road, Lancaster, LA1 1LU The Grey Friar 144 Friargate, Preston, PR1 2EJ The Postal Order 15 Darwen Street, Blackburn, BB2 2BY The Robert Shaw Market Street, Westhoughton, Bolton, BL5 3AN The Sir Richard Owen 4 Spring Garden Street, Lancaster, LA1 1RQ The Sir Thomas Gerard 2 Gerard Street, Ashton-In-Makerfield, WN4 9AN The Station Freehouse Hibson Road, Nelson, BB9 9SB The Thomas Drummond London Street, Fleetwood, FY7 6JY The Trawl Boat Inn 36-38 Wood Street, Lytham St. Annes, FY8 1QR L E I C E S T E R S H I R E The Baron Of Hinckley 5-7 Regent Street, Hinckley, LE10 0AZ The High Cross 103-105 High Street, Leicester, LE1 4JB The Last Plantagenet 107 Granby Street, Leicester, LE1 6FD The Lord Keeper Of The Great Seal 96-100 The Parade, Oadby, LE2 5BF The Monkey Walk 1 Marlborough Square, Coalville, LE67 3WD The Moon And Bell 6 Wards End, Loughborough, LE11 3HA The Sugar Loaf 18 High Street, Market Harborough, LE16 7NJ The William Wygston 84 Leicester Road, Wigston, LE18 1DR L I N C O L N S H I R E The Forum 13-14 Silver Street, Lincoln, LN2 1DY The Moon Under Water 6 High Street, Boston, PE21 8SH The Red Lion Roman Bank, Lumley Road, Skegness, PE25 2RU The Ritz 143-147 High Street, Lincoln, LN5 7PJ The Sweyn Forkbeard 22-24 Silver Street, Gainsborough, DN21 2DP 4 6 J D W E T H E R S P O O N P L C The Tollemache Inn 17 St Peter’s Hill, Grantham, NG31 6QF The Banker’s Draft 80 High Street, Eltham, SE9 1BW The Half Moon Theatre 213-233 Mile End Road, Mile End, E1 4AA The Yarborough Hotel 29 Bethlethem Street, Grimsby, DN31 1JN The Sir John Oldcastle 29/35 Farringdon Road, Farringdon, EC1M 3JF Knights Templar 95 Chancery Lane, WC2A 1DT P U B L I C H O U S E S D I R E C T O RY The Hudson Bay 1-5 Upton Lane, Forest Gate, E7 9PA The Outside Inn 312-314 Neasden Lane, Neasden, NW10 0AD The Capitol 11-21 London Road, Forest Hill, SE23 3TW The Moon Under Water 1327 London Road, Norbury, SW16 4AU L O N D O N The Red Lion And Pineapple 281 High Street, Acton,W3 9PJ The Moon Under Water 194 Balham High Street, Balham, SW12 9BP The Asparagus 1-13 Falcon Road, Battersea, SW11 2PT The Camden’s Head 456 Bethnal Green Road, Bethnal Green, E2 0EA The Match Maker 580/586 Roman Road, Bow, E3 5ES The Beehive 407-409 Brixton Road, Brixton, SW9 7DG The Brockley Barge 184 Brockley Road, Brockley, SE4 2RR The Shakespeare’s Head Africa House, 64-68 Kingsway, WC2B 6BG The Man In The Moon 40-42 Chalk Farm Road, Camden,NW 1 8AJ The London and Rye 109 Rushey Green, Catford, SE6 4AF The Tiger’s Head 350 Bromley Road, Catford, SE6 2RZ The King’s Ford 250-252 Chingford Mount Road, Chingford, E4 8JL Hamilton Hall Unit 32, Liverpool Street Station, City of London, EC2M 7PY The Gate Clock Cutty Sark Station, Creek Road, Greenwich, SE10 9RB The William Morris 2-4 Swan Island, King Street, Hammersmith, W6 0QA The Three Horseshoes 28 Heath Street, Hampstead, NW3 6TE The Old Suffolk Punch 10-12 Grand Parade, Green Lanes, Haringey, N4 1JX The Coliseum 25-26 Manor Park Road, Harlesden, NW10 4JJ The Gatehouse 1 North Road, Highgate, N6 6BD The Penderel’s Oak 283-288 High Holborn, Holborn, WC1V 7PF The Coronet 338- 346 Holloway Road, Holloway, N7 6NJ The Angel 3-5 Islington High Street, Islington, N1 9LQ The White Swan 255-256 Upper Street, Islington, N1 1RY J J Moons 553 Kingsbury Road, Kingsbury, NW9 9EL The Edmund Halley 25-27 Lee Gate Centre, Lee Green, SE12 8RG The Crosse Keys 9 Gracechurch Street, City of London, EC3V 0DR The Watch House 198-204 High Street, Lewisham, SE13 6JP The Green Man No. 1 Poultry, Bank Station, City of London, EC2R 8EJ The Moon Under Water 10 Varley Parade, Colindale, NW9 6RR The Beaten Docket 50-56 Cricklewood Broadway, Cricklewood, NW2 3DT The Postal Order 32-33 Westow Street, Crystal Palace, SW19 3RW The Ledger Building 4 Hertsmere Road, West India Quay, Docklands, E14 4AL The Miller’s Well 419-421 Barking Road, East Ham, E6 2JX Wetherspoons Metro Central Heights, Newington Causeway, Elephant & Castle, SE1 6BJ The Drum 557-559 Lea Bridge Road, Leyton, E10 7EQ The Walnut Tree 857-861 High Street, Leytonstone, E11 1HH The Fox On The Hill 149 Denmark Hill, London, SE5 8EH The Masque Haunt 168-172 Old Street, EC1V 9PB The Tollgate 26-30 Turnpike Lane, Hornsey, London, N8 0PS Wetherspoons 02 Centre, Level 2, 255 Finchley Road, London, NW3 6LU The Tyburn 18-20 Edgware Road, Marble Arch, W2 2EN The Metropolitan Bar 7 Station Approach, Marylebone Road, Marylebone, NW1 5LA The Tally Ho 749 High Road, North Finchley, N12 0BP The Lord High Treasurer 316-322 Green Lanes, Palmers Green, N13 5TT The Whole Hog 430-434 Green Lanes, Palmers Green, N13 5XG The Kentish Drovers 71-79 Peckham High Street, Peckham, SE15 5RS The Moon And Stars 164-166 High Street, Penge, SE20 7QS The Railway 202 Upper Richmond Road, Putney, SW15 6TD The Surrey Docks 185 Lower Road, Rotherhithe, SE16 2LW The William Stanley 7-8 High Street, South Norwood, SE25 6EP The Grid Inn 22 Replingham Road, Southfields, SW18 5LS The New Crown 80-84 Chase Side, Southgate, N14 5PH The Rochester Castle 145 High Street, Stoke Newington, N16 0NY The Golden Grove 146-148 The Grove, Stratford, E15 1NS The Crown And Sceptre 2a Streatham Hill, Streatham, SW2 4AH The Holland Tringham 107-109 Streatham High Road, Streatham, SW16 1HJ The White Lion Of Mortimer 125-127 Stroud Green Road, Stroud Green, N4 3PX The Windmill 125-131 Kirkdale, Sydenham, SE26 4QJ J J Moons 56a High Street, Tooting, SW17 0RN The Pommelers Rest 196-198 Tower Bridge Road, Tower Bridge, SE1 2UN The Gilpin’s Bell 50-54 Fore Street, Upper Edmonton, N18 2SS The Willow Walk 25 Wilton Road, Victoria, SW1V 1LW Wetherspoons Unit 5, Victoria Island, Victoria Station, SW1V 1JT The Rose And Crown 134 Wandsworth High Street, Wandsworth, SW18 1NP A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 4 7 P U B L I C H O U S E S D I R E C T O RY The George 159 High Street, Wanstead, E11 2RL The Lord Moon Of The Mall 16-18 Whitehall, West End, SW1A 2DY Wetherspoons 694 Queens Drive, Stoneycroft, L13 5UH Wetherspoons Terminal Two, Heathrow Airport (Airside), TW6 1EW The Wild Rose 2a & 1b Triad Centre, Stanley Road, Bootle, L20 3ET Wetherspoons Terminal Two, Heathrow Airport (Landside), TW5 9RS The Moon And Sixpence 183- 185 Wardour Street, West End, W1 3FB M E RT H Y R T Y D F I L The William Jolle 53 Broadway, Joel Street, Northwood Hills, HA6 1NQ The Moon Under Water 105-107 Charing Cross Road, West End, WC2H 0BP Y Dic Penderyn 102-103 High Street, Merthyr Tydfil, CF47 8AP The Moon Under Water 28 Leicester Square, West End, WC2H 7LE M I D D L E S E X M O N M O U T H S H I R E The Coliseum Lion Street, Abergavenny, NP7 5PE Goodman’s Field Mansell Street, Whitechapel, E1 8AN The Botwell Inn 23-29 Coldharbour Lane, Hayes, UB3 3EB The King’s Head 8 Agincourt Square, Monmouth, NP25 3DY The Wibbas Down Inn 6-12 Gladstone Road, Wimbledon, SW19 1 QT The George 2-8 High Street, Staines, TW18 4EE Wetherspoons Unit 5, Spouters Corner, High Road, Wood Green, N22 6EJ The Great Harry 7-9 Wellington Street, Woolwich, SE18 6NY The Liberty Bounds 15 Trinity Square, Tower Hill, London, EC3N 4AA M E R S E Y S I D E The Brass Balance 39-47 Argyle Street, Birkenhead, CH41 6AB The Dee Hotel 44 Grange Road, West Kirby, CH48 4EF The Glass House 5 Market Street, St. Helens, WA10 1NE The Gold Balance 6-10 Newtown Gardens, Kirkby, L32 8PR The Hoylake Lights 52-54 Market Street, Hoylake, CH47 3BB The John Laird Unit 4, Europa Centre, Claughton Road, Birkenhead, CH41 4AP The Mockbeggar Hall 239-241 Hoylake Road, Moreton, CH46 0SL The Oak Tree Liverpool Road, Huyton, L36 0PU The Raven 72 Walton Vale, Liverpool, L9 2BU The Good Yarn 132 High Street, Uxbridge, UB8 1JX J J Moons 12 Victoria Road, Ruislip Manor, HA4 9AA J J Moons 397 High Road, Wembley, HA9 7DT M O R AY The Muckle Cross 34 High Street, Elgin, IV30 1BU N O R F O L K The Bell Hotel 5 Orford Hill, Norwich, NR1 3QB The Moon And Sixpence 250 Uxbridge Road, Hatch End, HA5 4HS The City Gate 5-7 Dereham Road, Norwich, NR2 4HX The Man In The Moon 1 Buckingham Parade, The Broadwalk, Stanmore, HA7 4EB The Globe Tuesday Market Place, King Street, King’s Lynn, PE30 1EZ The Moon On The Hill 373-375 Station Road, Harrow, HA1 2AW The Moon On The Square Unit 30, The Centre, Feltham, TW13 4AU The Moon Under Water 115-117 Chase Side, Enfield, EN2 6NN The Glass House 11-13 Wensum Street, Norwich, NR3 1LA The Lattice House Chapel Street, King’s Lynn, PE30 1EG The Troll Cart 7-9 Regent Road, Great Yarmouth, NR30 2AF The Moon Under Water 84-86 Staines Road, Hounslow, TW13 3LF The Whiffler Boundary Road, Norwich, NR6 5JQ The Moon Under Water 53-57 London Road, Twickenham, TW1 3ZS The New Moon 25-26 Kenton Park Parade, Kenton Road, Harrow, HA3 8DN The Picture Palace Howard’s Hall, Ponders End, Enfield, EN3 4AQ The Sylvan Moon 27 Green Lane, Northwood, HA6 2PX N O RT H AY R S H I R E The Salt Cot 7 Hamilton Street, Saltcoats, KA21 5DS N O RT H L A N A R K S H I R E The Brandon Works 45-61 Merry Street, Motherwell, ML1 1JJ The Vulcan 181 Main Street, Coatbridge, ML5 3HH The Wishaw Malt 62-66 Kirk Road, Wishaw, ML2 7BL N O RT H L I N C O L N S H I R E Blue Bell Inn 1-7 Oswald Road, Scunthorpe, DN15 7PU The Thomas Frost 177-187 Walton Road, Liverpool, L4 4AJ The Titchenham Inn 11 Swakeleys Road, Ickenham, UB10 8DF The Welkin 7 Whitechapel, Liverpool, L1 6DS The Village Inn 402-408 Rayners Lane, Pinner, HA5 5DY Wetherspoons Units 1&2 Charlotte Row, Great Charlotte Street, Liverpool, L1 1HU Wetherspoons 93-97 Lord Street, Southport, PR8 1RH Wetherspoons Terminal Four, Heathrow Airport (Airside), TW6 3XA Wetherspoons Terminal Four, Heathrow Airport (Landside, Mezzanine Level), TW6 3XA 4 8 J D W E T H E R S P O O N P L C P U B L I C H O U S E S D I R E C T O RY N O RT H Y O R K S H I R E The Lord Rosebery 85-87 Westborough, Scarborough, YO11 1JB The Ralph Fitz Randal Queens Road, Richmond, DL10 4AE The Winter Gardens Unit 4, Royal Baths, Harrogate, HG1 2RR N O RT H A M P T O N S H I R E The Earl Of Dalkeith 13-15 Dalkeith Place, Kettering, NN16 0BS The Moon On The Square 6 The Parade, Market Square, Northampton, NN1 2EA The Red Well 16 Silver Street, Wellingborough, NN8 1BD Wetherspoons 7a St. Peters Square, Northampton, NN1 1PS N O RT H U M B E R L A N D The Forum Market Square, Hexham, NE47 6XF The White Lion Park Street, Worksop, S80 1HE The Ivor Davies 243-249 Cowbridge Road East, Cardiff, CF11 9AN The Widow Frost Leeming Street, Mansfield, NG18 1NB The Prince of Wales St Mary Street, Cardiff, CF10 1FA O X F O R D S H I R E S O U T H L A N A R K S H I R E The Catherine Wheel 7-15 Hart Street, Henley On Thames, RG9 2AR The Clydesdale Inn 15 Bloomgate, Lanark, ML11 9ET The Exchange 49-50 High Street, Banbury, OX16 5LA The Penny Black 58 Sheep Street, Bicester, OX6 7JW P E RT H A N D K I N R O S S The Capital Asset 26 Tay Street, Perth, PH1 5LQ R E N F R E W S H I R E The Last Post County Square, Paisley, PA1 1BN S H R O P S H I R E S O U T H Y O R K S H I R E The Bankers Draft 1-3 Market Place, Sheffield, S1 2GH The Blue Coat The Crofts, Rotherham, S60 2DJ The Church House Montgomery Square, Wath-Upon-Dearne, S63 7RZ The Courthouse Station 46 Regent Street, Barnsley, S70 2HG The Gate House Priory Walk, High Street, Doncaster, DN1 3EF The Horseshoe 30 High Street, Wombwell, Barnsley, S73 0AA The Leaping Salmon Bank Hill, Berwick-Upon-Tweed, TD15 1BG The Church Wicketts Church Road, Dawley, Telford, TF4 2AS The Rhinoceros 35-37 Bridgegate, Rotherham, S60 1PL The Rohan Kanhai 1-4 Woodhorn Road, Ashington, NE63 9UX The Red Lyon 46 High Street, Whitchurch, SY13 1BB The Swim Inn West Street, Sheffield, S1 4ET N O T T I N G H A M S H I R E The Shrewsbury Hotel Bridge Place, Shrewsbury, SY1 1PU Wetherspoons 12-18 Cambridge Street, Sheffield, S1 4HN The Company Inn Castle Wharf, Canal Street, Nottingham, NG1 7EH S O M E R S E T The Woodseats Palace 692 Chesterfield Road, Woodseat, Sheffield, S8 0SD The Court House Market Place, Mansfield, NG18 1HX The Cerdic Fore Street, Chard, TA20 1QA S TA F F O R D S H I R E The Ernhale 149-151 Nottingham Road, Arnold, NG5 6JN The Coal Orchard 30 Bridge Street, Taunton, TA1 1TX The Acorn Inn 16-18 Tamworth Street, Lichfield, WS13 6JJ The Last Post Chilwell Road, Beeston, NG9 1AA The Liquorice Gardens 1a Newcastle Street, Worksop, S80 2AS The Picture House Fox Street, Sutton-In-Ashfield, NG17 1DA The Pilgrim Oak 44-46 High Street, Hucknall, NG15 7AX The Roebuck Inn 9-11 St. James Street, Nottingham, N61 6FH The Sir John Arderne 1-3 Church Street, Newark, NG24 1DT The Twitchel Inn Howitt Street, Long Eaton, NG10 1ED Wetherspoons 11-12 South Parade, Market Square, Nottingham, NG1 2JS The Dragon Inn Meadow Street, Weston-Super-Mare, BS23 1QG The Arnold Machin 37 Ironmarket, Newcastle Under Lyme, ST5 1PA The Lantokay 111-113 High Street, Street, BA16 0EY The Bolebridge 8 Bolebridge Street, Tamworth, B79 7PA The Perkin Warbeck 22-23 East Street, Taunton, TA1 3LP The William Dampier 97 Middle Street, Yeovil, BA20 1LN S O U T H AY R S H I R E The West Kirk 58a Sandgate, Ayr, KA7 1BX S O U T H G L A M O R G A N The Ernest Willows 2-10 City Road, Roath, Cardiff, CF24 3DL The Gatekeeper 9-10 Westgate Street, Cardiff, CF10 1DD The Bradley Green 68 High Street, Biddulph, Stoke-On-Trent, ST8 6AS The Last Post Transport Lane, Longton, ST3 2HN The Linford Arms 79 High Green, Cannock, WS11 1BN The Lord Burton 154 High Street, Burton Upon Trent, DE14 1JE The Picture House Bridge Street, Stafford, ST16 2HL The Plaza Horsefair, Rugeley, WS15 2EH The Poste of Stone 1 Granville Square, Stone, ST15 8AB A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 4 9 P U B L I C H O U S E S D I R E C T O RY The Reginald Mitchell The Tontine, 20 Parliament Row, Hanley, Stoke-On-Trent, ST1 1NQ The Wheatsheaf 84 –92 Church Street, Stoke-On-Trent, ST4 1BU S T I R L I N G S H I R E The Carron Works Bank Street, Falkirk, FK1 1NB S U F F O L K The Cricketers 51 Crown Street, Ipswich, IP1 3LD The Drabbet Smock 5-6 Peas Hill, Market Square, Haverhill, CB9 8BB The Golden Lion 44 High Street, Newmarket, CB8 8LB Wetherspoons 10 Corn Hill, Ipswich, IP1 1DB S U R R E Y The Assembly Rooms 147-153 High Street, Epsom, KT19 8EH The Cap In Hand 174 Hook Rise North, Surbiton, KT6 5DE The Claude Du Vall 77-81 High Street, Camberley, GU15 3RB The Coronation Hall St Mark’s Hill, Surbiton, KT6 4TB The Edmund Tylney 30-34 High Street, Leatherhead, KT22 8AW The Foxley Hatch 8-9 Russell Hill Parade, Russell Hill Road, Purley, CR8 2LE The George 17-21 George Street, Croydon, CR0 1LA The Jack Phillips 48-56 High Street, Godalming, GU7 1DY The Kings Tun 153-157 Clarence Street, Kingston Upon Thames, KT1 1QT The Lady St. Helier Unit 3, 33 Aberconway Road, Morden, SM4 5LN The Moon On The Hill 5-9 Hill Road, Sutton, SM1 1DZ The Ship of Fools 9-11 London Road, Croydon, CR0 2RE The William Jameson 30-32 Fawcett Street, Sunderland, SR1 1RH The Sir Julian Huxley 152-154 Addington Road, Selsdon, CR2 8LB The Wouldhave Mile End Road, South Shields, NE33 1PA The Skylark 34-36 Southend, Croydon, CR0 1DP. The Sun 17-21 London Road, Redhill, RH1 1LY The Swan Inn 15 High Street, Haslemere, GU27 2HG T H E VA L E O F G L A M O R G A N The Bears Head 37-39 Windsor Road, Penarth, CF64 1JD WA RW I C K S H I R E Wetherspoons 552-556 London Road, North Cheam, SM3 9AA The Bear and Ragged Staff 50 King Street, Bedworth, CV12 8JA Wetherspoons 2-4 Ambassador House, Brigstock Road, Thornton Heath, CR7 7JG The Benjamin Satchwell 112-114 The Parade, Royal Leamington Spa, CV32 4AQ Wetherspoons 51-57 Chertsey Road, Woking, GU21 5AJ The Felix Holt 3Stratford Street, Nuneaton, CV11 5BS The Whispering Moon 25 Ross Parade, Woodcote Road, Wallington, SM6 8QF The White Lion Of Mortimer 223 London Road, Mitcham, CR4 2JD S U S S E X The John Logie Baird 29-31 Havelock Road, Hastings, TN34 1BE Wetherspoons 20-22a West Street, Brighton, BN1 2RE S WA N S E A The Bank Statement 57-58 Wind Street, Swansea, SA1 1EP The Potters Wheel 85-86 The Kingsway, Swansea, SA1 5JE T Y N E & W E A R The Ben Lomond Grange Road West, Jarrow, NE32 3JY The Fire Station 18 York Road, Whitley Bay, NE26 1AB The Plaza Tavern 72-74 West Road, Benwell, NE4 9QA The Quayside 35-37 The Close, Quayside, Newcastle Upon Tyne, NE1 3RN The Golden Bee 41-42 Sheep Street, Stratford Upon Avon, CV37 6EE The Rupert Brooke 8-10 Castle Street, Rugby, CB21 2TP W E S T G L A M O R G A N The David Protheroe 7 Windsor Road, Neath, SA11 1LS The Lord Caradoc 63-73 Station Road, Port Talbot, SA13 1NW W E S T L O T H I A N The James Young 36-40 Hopetoun Street, Bathgate, EH48 4EU Wetherspoons Almondvale Road, Livingston, EH54 6HP W E S T M I D L A N D S The Bell Wether 3-4 Walsall Street, Wednesbury, WS10 9BZ The Billiard Hall St Michael’s Ringway, West Bromwich, B70 7AB The Bishop Vesey 63 Boldmere Road, Boldmere, Sutton Coldfield, B73 5UY The Bottle Of Sack 2 Birmingham Road, Sutton Coldfield, B72 1RR The Briar Rose 25 Bennetts Hill, Birmingham, B2 5RE The Britannia 124 Halesowen Street, Rowley Regis, B65 0ES The Charlie Hall 49 Barnabus Road, Erdington, Birmingham, B23 6SH The Oxted Inn 1-4 Station Road West, Oxted, RH8 9HR. The Sir William de Wessygnton 2-3 Victoria Road, Concord, Washington, NE37 2SY The Regent 19 Church Street, Walton On Thames, KT12 2QP The Union Rooms 48 Westgate Road, Newcastle Upon Tyne, NE1 1TT The Rodboro Buildings 1-10 Bridge Street, Guildford, GU1 4RY Wetherspoons 85 Russell Way, Metro Centre, Gateshead, NE1 9XX 5 0 J D W E T H E R S P O O N P L C The City Arms Earlsdon Street, Earlsdon, Coventry, CV5 6EP The Clifton Bull Ring, Sedgley, DY3 1LR The Elizabeth of York 12a St Mary’s Row, Moseley, B13 8JG The Figure Of Eight 236-239 Broad Street, Birmingham, B1 2HG The Flying Standard 2-10 Trinity Street, Coventry, CV1 1FL The Full Moon 58-60 High Street, Dudley, DY1 1PY The Hornet 991 Alum Rock Road, Birmingham, B8 2LZ The Imperial Darwall Street, Walsall, WS1 1DA The Malthouse The Dale, New Road, Willenhall, WV13 2BG The Moon Under Water 164-166 High Street, Cradley Heath, B64 5HJ The Moon Under Water Old Fallings Lane, Low Hill, Wolverhampton, WV10 8BT The Moon Under Water 53-55 Lichfield Street, Wolverhampton, WV1 1EQ The Moon Under Water 33 Kesteven Road, West Bromwich, B71 1JQ The Pear Tree 25-27 Alcester Road South, Kings Heath, Birmingham, B14 7JQ P U B L I C H O U S E S D I R E C T O RY W E S T S U S S E X The Dolphin & Anchor Hotel West Street, Chichester, PO19 1QE The George Inn 14-18 Surrey Street, Littlehampton, BN17 5BG The Hatter’s Inn 2-10 Queensway, Bognor Regis, PO21 1QT The Time Piece 11-15a Northgate, Dewsbury, WF13 1DS The Union Rooms 4 Hick Lane, Batley, WF17 5HD Wetherspoons North Concourse, Leeds City Station, Leeds, LS1 4DS The Jubilee Oak 6 Grand Parade, High Street, Crawley, RH10 1BU W I LT S H I R E The Lynd Cross St John’s House, Springfield Road, Horsham, RH12 2PG The Red Lion International Departure Lounge, North Terminal, (Airside), Gatwick Airport, RH6 0NP The Groves Company Inn 22-23 Fleet Street, Swindon, SN1 1RQ The King’s Head Inn 1 Bridge Street, Salisbury, SP1 2ND The Savoy 38-40 Regent Street, Swindon, SN1 1JL The Sir Timothy Shelley 47-49 Chapel Road, Worthing, BN11 1EG Sir Isaac Pitman Market Place, Trowbridge, BA14 8AL The Village Inn South Terminal, (Landside), Gatwick Airport, RH6 0NP W E S T Y O R K S H I R E The Barum Top Inn 1 Rawson Street, Halifax, HX1 1NX Becketts Bank 28-30 Park Row, Leeds, LS1 5HU The Cherry Tree Pearl Assurance House, Huddersfield, HD1 1BA The Glass Blower 15 Bank Street, Castleford, WF10 1JD W O R C E S T E R S H I R E The Golden Cross Hotel 20 High Street, Bromsgrove, B61 8HH The Hare & Hounds 140 Stourbridge Road, Kidderminster, DY10 2UL The Old Swanne Inn 66 High Street, Evesham, WR11 4AG The Penny Black 16-18 Bull Ring, Kidderminster, DY10 2DR The Postal Order 18 Foregate Street, Worcester, WR1 1DN The Rising Sun Unit 4, Alcester Street, Redditch, B98 8AE Ye Olde Crown Inn 9 Bridge Street, Stourport on Severn, DY13 8XB The Royal Tiger 41-43 The High Street, Wednesfield, WV11 1ST The Moon Under Water Rigton Drive, Burmantofts, Leeds, LS9 7PY The Sampson Lloyd 24-26 Cape Hill, Smethwick, B66 4RN The Sir Henry Newbolt 45-47 High Street, Bilston, WV14 0EP The Moon Under Water 2 Batley Road, Wrenthorpe, Wakefield, WF2 0EE The Myrtle Grove 141 Main Street, Bingley, BD16 1AJ Wetherlodges The Spread Eagle 1146a Warwick Road, Acocks Green, B27 6BL The Obediah Brooke 19 Bradford Road, Cleckheaton, BD19 3JH The Square Peg 115 Corporation Street, Birmingham, B4 6PH The Richard Oastler Bethal Street, Brighouse, HD6 1JN The Waterfront Inn 6-7 The Waterfront, Level Street, Brierley Hill, DY5 1XE The Sir Titus Salt Unit B, Windsor Baths, Morley Street, Bradford, BD7 1AQ Wetherspoons Unit 31, Paradise Place, Birmingham, B3 3HJ The Six Chimneys 41-43 Kirkgate, Wakefield, WF1 1HX Wetherspoons Hungary Hill, Stourbridge, DY9 7NJ The William Shenstone 1-5 Queensway, Halesowen, B63 4AB Stick Or Twist The Podium Site, Merrion Way, Leeds, LS2 8PD The Sun Hotel 3 Kirkgate, Shipley, BD18 3QP The Three Hulats 13 Harrogate Road, Chapel Allerton, Leeds, LS7 3NB The Briar Rose 25 Bennetts Hill, Birmingham, B2 5RE The Brocket Arms Mesnes Road, Wigan, Lancashire, WN1 2DD The Globe Hotel Tuesday Market Place, King Street, Kings Lynn, PE30 1EZ The Golden Acorn 1 North Street, Glenrothes, KY7 5NA The King’s Highway 72-74 Church Street, Inverness, Inverness Shire, IV1 1EW The Monmouth Wetherlodge 8 Agincourt Square, Monmouth, Monmouthshire, NP25 3DY A N N U A L R E P O RT A N D A C C O U N T S 2 0 0 2 5 1 Lloyds No 1 1 Bird Street, Lichfield, Staffordshire, WS13 6PW Lloyds No 1 – The Fall Well St Johns Way, Liverpool, Merseyside, L1 1LS Lloyds No 1 – The Ice Wharf 22-24 Strand Road, Londonderry, BT48 7AB Lloyds No 1 The Printworks, Dantzic Street, Manchester, M4 7NP Lloyds No 1 – The Resolution 19 Newport Crescent, Middlesborough, Cleveland, TS1 5UA Lloyds No 1 7 Savoy Crescent, Theatre District, Milton Keynes, MK9 2PU Lloyds No 1 98-102 Abington Street, Northampton, NN21 2BP Lloyds No 1 Unit 6, Riverside Development, Norwich, Norfolk, NR1 1ED Lloyds No 1 1 Carlton Street, Nottingham, NG1 1NL Lloyds No 1 The Boardwalk, Portsmouth, Hampshire, PO6 4TP Lloyds No 1 Cambridge House, 2-12 Division Street, Sheffield, South Yorkshire, S1 4GF Lloyds No 1 Victoria House, Market Square, Shipley, BD18 3QB Lloyds No 1 230 High Street, Slough, Berkshire, SL1 1JU Lloyds No 1 3-7 Market Place, Warwick, CV34 4SB Lloyds No 1 72-74 The Parade, High Street, Watford, Hertfordshire, WD17 2AW Lloyds No 1 14 High Street, Wrexham, Clywd, LL13 8HT P U B L I C H O U S E S D I R E C T O RY The Portland Hotel West Bars, Chesterfield, S40 1AY The Shrewsbury Hotel Bridge Place, Shrewsbury, SY1 1PU Lloyds No 1 Pubs Lloyds No 1 Market Place, Bexleyheath, Kent, DA6 7DY Lloyds No 1 – The V Shed Unit D , V-Shed, The Waterfront, Bristol, BS1 4SB Lloyds No 1 – The Ice Wharf Camden Lock, Camden, London, NW1 7BY Lloyds No 1 77 French’s Walk, Off Springfield Road, Chelmsford, Essex, CM1 7RA Lloyds No 1 – The Printworks 113-117 Farringdon Road, Clerkenwell, London, EC1R 3AP Lloyds No 1 18 High Street, Coventry, West Midlands, CB1 5RE Lloyds No 1 – The Capital 7-9 Seagate, Dundee, DD1 2EG Lloyds No 1 Gatwick Airport, North Terminal, Airside, West Sussex, RH6 0NP Lloyds No 1 West George Street, Glasgow, G2 2NZ Lloyds No 1 Frederick Ward Way, Grimsby, Lincolnshire, DN31 1XZ Lloyds No 1 18-20 Parliament Street, Harrogate, North Yorkshire, HG1 2RA Lloyds No 1 168 High Street, Hornchuch, Essex, RM12 6QU Lloyds No 1 King Street, Huddersfield, West Yorkshire, HD1 2QP Lloyds No 1 71 Ilford Hill, Ilford, Essex, IG1 1DG Lloyds No 1 – The Glass Works The N1 Centre, Parkfield Street, Islington, London, N1 Lloyds No 1 Trinity House Lane, Kingston upon Hull, Humberside, HU1 2JD Lloyds No 1 23-25 Great George Street, Leeds, LS1 3BB Lloyds No 1 The Corn Exchange, Market Place, Leicester, LE1 5GG 5 2 J D W E T H E R S P O O N P L C