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Independent news & medIa plc annual report

key performance
IndIcators
558.0m

revenue

-10.9%

75.5m

operating profit

-8.6%

13.5%

operating margin

+30bps

426.8m

net debt

-9.9%

revenue (m)*

operating profit (m)*

net debt (m)

776.2

676.8

585.7

605.3

558.0

172.9

146.4

77.2

87.9

75.5

806.5

853.4

573.8

473.6

426.8

Net Debt (excludes ApN)

2007

2008

2009

2010

2011

2007

2008

2009

2010

2011

2007

2008

2009

2010

2011

* Underlying where used, shows the underlying trends by excluding the disposals of INM Outdoor South Africa in December 2009 and The Independent and Independent on Sunday titles in the UK in
April 2010, in order to properly assess the comparative performance. In addition, APN News & Media Limited (APN) was deconsolidated as at 31 December 2010 and APNs Revenue and Operating
Profit are not included in INMs Revenue and Operating Profit.

01

Independent news & media plc

annual report 2011


Independent News & Media PLC (INM) is a leading international newspaper and media
group. Its main interests are located in Ireland, Northern Ireland and South Africa.
The Group has market-leading newspaper
positions in Ireland, Northern Ireland, and
South Africa and has established a strong
and growing digital presence, including
market-leading digital positions in each
of its main markets with more than 75
editorial, classified and transactional
sites. INM is the largest newspaper
contract printer and wholesale newspaper
distributor on the island of Ireland.

In Australasia, the Group had at


31 December 2011 a 30.4% investment
in APN News & Media Limited which
is quoted on the ASX (Sydney). APN is
the largest newspaper publisher in New
Zealand and leading regional publisher
in Australia. It is also Australasias largest
outdoor advertising operator and radio
operator, with over 140 stations. APN also
has leading outdoor advertising positions
in Hong Kong and Indonesia.

Contents
01 Corporate Profile
02 Chairmans Statement
03 Chief Executives Review
06 Financial Review
08 Operations Review: Island of Ireland
10 Operations Review: South Africa
12 Operations Review: Australasia
14 Corporate Social Responsibility
15 Environmental Sustainability Statement
16 Group Code of Ethics
17 Financial Statements

From its newspaper origins in Ireland,


INM has grown and evolved to become a
geographically and media diverse group
with market-leading brands. In aggregate,
INM manages gross assets of 699 million,
revenue of 558 million and employs
approximately 2,900 people worldwide.

02

chaIrmans statement
This is my first letter to shareholders
following my appointment as Chairman
of INM in late 2011 on the retirement of my
predecessor Dr brian Hillery. While there
are many challenges facing the company
and our industry as a whole I look forward
to my tenure as Chairman of the Group and,
together with my fellow board members,
to providing valuable oversight and counsel
to the Groups management team, and
working collectively with them to navigate
through the difficult economic conditions
we find ourselves in.

Despite highly challenging


operating conditions, the
Groups performance
in 2011 was satisfactory.
The Groups brands have
retained, and in some cases,
strengthened, their leading
positions.

Despite highly challenging operating


conditions, the Groups performance in
2011 was satisfactory. All of the Groups
titles remain profitable - a fact that is
a credit to INM management and staff
across all of our operations. The Groups
brands have retained, and in some cases,
strengthened, their leading positions and
there is continued demand for the quality
journalism that defines our titles.
Managements focus remains on
debt paydown and driving further costefficiencies across the business. The INM
of 2012 is a leaner, more efficient business
than the INM of several years ago and is
favourably positioned for growth when
recovery occurs.
As is well publicised, the global macroeconomy has yet to recover. In INMs main
market, the Island of Ireland, the impact
of austerity measures continue to weigh
on the consumer and advertising remains
extremely volatile.

INM is a cash generative business and


continues to make solid progress to reduce
debt and strengthen the balance sheet.
The board and management are committed
to restoring value to our shareholders.
On behalf of my fellow board members,
I would like to express thanks to INM
management and staff for the vital
contribution they make every day, bringing
the worlds news to an international
audience in a compelling, timely fashion.
Finally, we would like to acknowledge
the ongoing support of our shareholders
during these difficult times and reiterate
our commitment to deliver consistency,
performance and growth at INM in 2012
and beyond.

James OsbOrne
ChAIRMAN

03

chIef executIves
revIew
overview
It has been another challenging year for
our industry and our full year performance
reflects the difficult macro-economic
conditions.
While the international press will rightly
record that Irelands economic prospects
appeared to have stabilised throughout
the year, consumer demand, and spending
has yet to return to the domestic economy
as austerity measures and the Eurozone
debt crisis, in particular, weighed heavily
on sentiment. General trading conditions
in south Africa were also subdued in the
year following the euphoria of hosting the
World Cup.

We have made real progress


across key areas of our
business in 2011, profitably
maintaining our market
leading positions and,
in some cases, extending
our lead.

However we have made real progress


across key areas of our business in 2011,
profitably maintaining our market leading
positions and, in some cases, extending our
lead. Our publishing assets continued to
prove ever-resilient, relevant and profitable
in the ever-competitive media matrix.
We continue to innovate in product and
marketing terms and in the past 6 months
alone, we have been busy launching new
editions, such as a new Zulu-language
saturday, the new Cape Argus compact,
and an enhanced Living section in the
sunday Independent. At the same time,
we recorded good Digital growth (up 10%),
despite very weak consumer markets.
At the end of the year, and as part of our
strategy to further diversify our revenue
streams, we acquired International House
a leading English-language college,
augmenting our education platform.
sadly owing to the challenging economic
times, the first half of 2011 saw the closure
of two loss-making newspaper titles: the
Irish Daily Star Sunday, in which INM had
been a 50% shareholder, and the Sunday
Tribune, in which INM had owned a 29.9%
shareholding.

Our focus for 2011 was on maximising


cash returns from our leading assets and
generating free cash flow even in what are
extremely tough economic times, reducing
net debt by 46.8 million (or by 10%).
A core ingredient in that process was our
strong cost management.
performance overview
Due to weak market conditions, underlying
Group revenues of 558 million were
down 5.6% on 2010. Underlying excludes
the impact of currency movements and
the impact of the sale of the London
Independent in April 2010. Underlying
operating costs were down 21.6 million
(or 4.2%) despite cost pushes and the costs
associated with additional investment in
Digital enterprises. That focus on continuing
cost reduction delivered an operating
margin of 13.5% up 30 basis points.
advertising & circulation
While underlying Group advertising
revenue was down 6.2% year-on-year,
the stark impact of austerity measures on
the Irish consumer was reflected in the
11.2% decline in advertising in Ireland. In
south Africa, the market was also weak
year-on-year after the heights of the 2010
World Cup and underlying advertising
declined 2.1%.
Underlying circulation revenues were
affected by our conscious decision to
cut out costly bulk copy sales to offset
higher newsprint prices. Weak consumer
sentiment and spending also impacted
circulation volumes. However, our audience
analysis re-confirms our leading market
shares in terms of advertising, circulation
and readership across each of our main
geographies.

04

cost reduction
Our continuing focus on costs delivered an
underlying cost reduction of 21.6 million
in 2011. With the exception of newsprint
(prices up 30% in Island of Ireland since
July 2010) and distribution (due to heavy
fuel cost increases) we achieved savings
across all cost categories in 2011. That is
a credit to all our employees especially
against an underlying 6% rate of inflation
in south Africa. since year-end, senior
management have volunteered pay
cuts. At the same time, we continued to
appropriately balance our focus on cost
reduction with considered investment
in editorial, in marketing and in digital to
underpin our market-leading franchises.
digital Growth
We increased our underlying digital
revenues by 9.6% in 2011. Digital revenues
now account for 4% of Group advertising
revenues and 7% in the context of the Island
of Ireland. Our editorial websites performed
well, offsetting the weaker classified pillars
of property and jobs.
INM continues to carefully invest in this area
with that cost investment appropriately
calibrated to realistic revenue growth and
we continue to develop our offerings.
GrabOne.ie is a daily coupon site that we
launched in May 2011. since that time, we
have experienced rapid expansion and
after only ten months, we are already the
largest Irish-owned provider and now
in seven regions nationwide. GrabOne.ie
is 30% controlled by our associate
company, ApN which already has a
commanding lead in the New Zealand
market with GrabOne.co.nz.
CarsIreland.ie, in which INM has a 33.3%
shareholding, also showed encouraging
growth and the Group launched a new Irish

recruitment site, findajob.ie, in alliance with


Europes largest online recruiter, stepstone.
A new online editor was appointed to
independent.ie and in November 2011 it
became the largest online newspaper
publishing site in Ireland, according to
comscore Media Metrix Newspaper
category report.
In south Africa, the Group has also made
strategic investments in the deals and
coupon markets. We purchased a 51%
stake in Vuvuplaza.com, launched in early
2012. This is a daily deals operator similar
to GrabOne. We also acquired a 49% stake
in Mypricingguru.co.za (MpG) which is
optimised for mobile phone platforms
and offers a best price on demand search
portal linked to customer special offer alerts.
summary
Throughout 2011 we continued to
deliver on our strategic and financial
objectives in the face of demanding market
conditions. Importantly, we delivered
operating profits of 75.5 million and
EbITDA of 102.2 million (including
dividends received) and generated free
cash flow helping to reduce indebtedness
further.
strategic & financial objectives
Maximise return on assets
Generate maximum cashflow for debt
reduction
Maintain a clear and unrelenting focus
on operating cost reduction
Protect and enhance our competitive
positions and leading market shares;
Build a more diversified revenue
stream through investment in digital

thank you
I want to thank all of our shareholders
for their support as we navigate through
challenging economic conditions. The INM
management team are wholly committed
to returning INM to sustainable growth
and delivering value for shareholders.
Although we face continuing challenges,
we are delivering on our strategic and
financial objectives, thanks to the tenacity
and commitment of our 2,900 employees
at INM. Our ability to deliver marketleading products to our customers, each
and every day, reflects their dedication,
their hard work and their inspiration across
the island of Ireland and south Africa.
shareholders should take comfort that we
continue to beat our competition, grow our
market-shares, reduce our costs and most
importantly, produce vibrant, informative
and attractive publications every day.
I would like to thank my predecessor,
Gavin OReilly, for his dedication and
commitment in leading the company
through a number of incredibly challenging
years, including successfully completing
the complex restructuring of the Group
in 2009. I wish him well in his future
endeavours.

05

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www.independent.ie Tuesday 24 May 2011 1.90 (1.20 in Northern Ireland)

OBAMA
VISIT2011

OUR TOP WRITERS DIARMAID FERRITER, LIAM FAY, MARTINA DEVLIN, LISE HAND, EIMEAR NI BHRAONAIN AND NICOLA ANDERSON

Is fidir linn
Q Obama bids to lift the gloom by proclaiming Yes, we can in Irish
Q US president toasts his Offaly ancestry with a pint at his new local

outlook
Market conditions remain volatile and
uncertain and thus, it is difficult, at this early
stage, to predict the outcome for the 2012
full year. While weve seen some marginally
more encouraging trends, particularly in
Ireland, we have to assume that market
conditions will remain challenging for
remainder of the year. As such, we are
not anticipating any pick up in performance
in 2012.
That said, all of our publishing units are
profitable and all are generating cash and
as the economic cycle improves that will
deliver substantial operating leverage and
enhanced profitability for our shareholders.

vincent crOwley
GROUP ChIef exeCUtIve OffICeR

First Lady Michelle sips from a glass as Barack Obama toasts the people of Moneygall and Ireland with a pint of Guinness in his ancestral Co Offaly village yesterday. MAXWELLS
Recommended retail price of the Irish Independent
compact edition in ROI is 1.90

Vol. 120 No. 123 Irish Independent

770791

684321

21

WITH just three words, spoken in


Irish, US President Barack
Obama lifted the mood of a
nation and gave a glimpse of a
brighter future.
Echoing his mantra of Yes, we
can, Mr Obama proclaimed the

same sentiment in Irish: Is fidir


linn.
In a momentous address to a
crowd of 40,000 at College Green in
Dublin that further strengthened
the close links between Ireland and
America, Mr Obama said: This lit-

tle country that inspired the biggest


things your best days are still
ahead of you.
The president earlier paid a memorable visit to his ancestral homeland in Moneygall, Co Offaly.
He and his wife Michelle shook

hands with nearly everyone and


embraced children. Then they entertained distant relatives while enjoying a Guinness in Ollie Hayes pub.

REPORTS AND PICTURES:


20-PAGE SUPPLEMENT INSIDE

06

fInancIal revIew

The Group reported an Operating profit


before exceptionals of 75.5 million, down
8.6% on 2010. Net profit attributable to
equity shareholders (pre-exceptionals)
was 54.2 million, up 4.8% on 2010.
basic earnings per share (pre-exceptionals)
totalled 9.8 cent, down 3.9% on 2010.
underlying performance
The disposals of The Independent and
Independent on Sunday titles in the UK in
April 2010 distort the year-on-year trading
performance. In order to properly assess
the comparative performance, these
disposals and foreign currency movements
have been excluded to show underlying
trends for the comparative 52 week period.

Independent News &


Media pLC (INM) has
a strong portfolio of
market-leading titles.
Each of our publishing
units is profitable and
cash generative.

Underlying Group Revenue was down 5.6%


on 2010. Underlying advertising revenue
was down 6.2%, with Island of Ireland
down 11.2% and south Africa down 2.1%.
The weak economic conditions in Ireland
continued to impact on Irish advertising but
advertising in south Africa showed some
pickup in the second half of the year. Group
circulation revenues proved more resilient
and underlying circulation revenue was only
down 2.2%. EbITDA (adjusted to include
dividends received from ApN and other
associates) was 102.2 million in 2011,
down 7.6% on 2010.
Operating costs continued to be well
controlled, with reported costs of
482.5 million, down 11.3%, assisted by
the disposal of the London Independent
in April 2010. Underlying costs were down
21.6 million (4.2%) on 2010. This good
cost performance produced an operating
margin of 13.5%. Within this, the Island
of Ireland and south African publishing
operations reported margins of 17.6% and
19.3% respectively, which rank at the top
end of INMs peer group.
associates and Joint ventures
The Groups Associates and Joint Ventures
mainly comprise the 30.4% shareholding
in ApN (as at 31 December 2011), a 50.0%
shareholding in the Irish Daily Star, a 33.3%
shareholding in metro herald and a 33.3%
shareholding in CarsIreland.ie.

INM accounted for ApN (in which it is


the largest shareholder) as a subsidiary
undertaking up to 31 December 2010.
At this date, ApN was no longer
consolidated in INMs Group financial
statements. From 1 January 2011, INMs
share of ApNs Net profit is reported in
INMs Income statement within share of
Results of Associates and Joint Ventures.
ApN reported revenue growth of 1% to
A$1,072 million for the year. Operating
profit was down 18% to A$166 million
and Net profit After Tax (NpAT) before
exceptional items was down 24% to A$78
million. ApNs performance reflected weak
retail markets and a number of natural
disasters (the floods in Queensland and
devastating earthquakes in Christchurch)
impacting on the Australian and New
Zealand publishing divisions. partly
offsetting this was a strong contribution
from ApNs outdoor division and a solid
performance from its radio division.
exceptional charges
The Group recorded an Exceptional
Charge (net of tax) of 94.8 million in
2011. The charge mainly relates to an
87.2 million non-cash impairment charge
on intangible assets arising in the Island of
Ireland, which arose due to the continued
economic downturn. In addition, INMs
share of associates and joint ventures
exceptional items was 29.5 million. This
mainly relates to a non-cash impairment
charge of 25.7 million arising in ApN,
which primarily relates to the New Zealand
mastheads. This impairment is as a result
of a number of factors, including the
impact of the Christchurch earthquakes
on the New Zealand economy, the slower
than expected recovery of the advertising
markets and the ongoing impacts of the
global financial crisis. Exceptional items
include a net tax credit of 30.8 million,
which primarily relates to the recognition of
tax losses available to the Group, together
with tax credits on the impairment charges.

07

financing
There was a significant reduction in the net
finance charge in 2011, down 14.6 million
(30.3%) to 33.6 million. This reduction was
primarily driven by the redemption of the
36 million pIK Note (which carried a 25%
coupon) in late 2010 and early 2011 and by
the reduced net debt levels in the Group.
Net Debt at 31 December 2011 was
426.8 million, down 46.8 million (9.9%)
on 2010. Net Debt to EbITDA (including
dividends received) stood at 4.2 times at
the end of 2011 (compared to 4.3 times at
the end of 2010). Net Debt has reduced by
more than 400 million (approx. 50%) over
the last three years and the focus remains
on further deleveraging.
subsequent to the year-end, the Group
agreed with its banks an amendment to
its financial covenants and scheduled
debt reductions, which provide the Group
with significant financial headroom for
the foreseeable future. INM expects to
refinance well in advance of the May 2014
debt maturity.

reported

summary
While 2011 was another challenging year,
INM reported a creditable performance
delivering an EbITDA, including dividends
received, of more than 102 million and
pre-exceptional operating profit of
75.5 million. We have continued to
reduce our Net Debt and delivered a 10%
or 47 million reduction in Net Debt in 2011.
Against a backdrop of rising input costs,
INM has also reduced underlying Operating
Costs by in excess of 21 million.
INM has a strong portfolio of marketleading titles and each of our publishing
units is profitable and cash generative. We
are committed to continued cost vigilance
and our focus is on maximising available
cash flow for continued debt paydown.

Dnal BuGGy
Dnal BuGGy
GROUP ChIef fINANCIAL OffICeR

2011

change

Revenue

558.0m

-10.9%

EbITDA (incl. dividends received)

102.2m

-7.6%

75.5m

-8.6%

13.5%

+30bps

426.8m

-9.9%

Operating profit (pre-exceptionals)


Operating Margin
Net Debt

08

operatIons revIew

Island of Ireland
the Island of Ireland division combines all of INMs operations in the North
and South of Ireland and is the largest media operation across the 32 counties.
All of the Groups titles are profitable.

nO. 1

nO. 2

NEWspApER pUbLIsHER
ACROss ALL sEGMENTs

REGIONAL pUbLIsHER

leaDinG GraBOne.ie
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11 December 2011

A PRIVATE
DINNER FOR
20 COOKED
BY A CELEB
CHEF

SUNDAY NEWSPAPER OF THE YEAR

TURN TO PAGE 72
FOR FULL DETAILS

EXCLUSIVE WEDDING HELL

FACTOR SPECIAL

day&night
319,000 readers

www.dayandnightmag.ie
FRIDAY 27 JANUARY 2012

BRIDE AND JOY: But


Vicky and Jovan were
at war shortly after
these shots were taken

Sand

Storm

FREE INSIDE SPORT 2012 24-page special

Sunday Independent

LIFE

Sunday Independent

Northern Irelands shortest marriage ends after 24 hours

10 APRIL 2011

Super-quiffed Emeli on her Brit


nomination, writing for Susan Boyle and
having Jools Holland as her biggest fan

THIS is the couple whose fairytale


wedding turned into a living night-

mare when they split after a DAY.


CITY FINAL

Vol. 107 No. 3

Vicky and Jovan Bredell are now


trying to get their marriage the

971,000
shortest inREADERS
the history of Northern

Ireland annulled after a bitter


January 15, 2012
break-up.
They wed in Belfast on November
19 but split 24 hours later.

Gorgeous bride Vicky, 30,


accused her other half of spending
their wedding day sending sleazy
photos to a secret girlfriend.
She now calls 26-year-old Jovan

the husband from hell, but the


burly Portadown rugby player rub2.70
in Northern
bishes
her(1.50
claims
and Ireland)
says that
Newtownabbey mum Vicky drove
him away.

THE SECRET LIFE OF VAN MORRISON

I NOW PRONOUNCE YOU HUSBAND AND STRIFE: TURN TO PAGES 4&5 FOR FULL STORY AND PICTURES

TURN TO PAGES 2&3 FOR FULL REPORT

THE TRAIL OF SECRETS AND LIES BEHIND THE


TRAGIC STORY OF HIS LOVER AND THEIR LOVE-CHILD
BARRY EGAN AND NIAMH HORAN. THIS SECTION, PAGES 16 & 17

Burton at
odds with
cabinet over
new bailout

MUSIC 4 FILM 4 DIGITAL 4 REFUEL 4 LISTINGS 4 REVIEWS

A SPECTACULAR DIVANA

Mortgages, domestic bills charged to Group


TOM LYONS
EXCLUSIVE
THE family of Irelands former
richest man, Sean Quinn, ran
up bills of over 1m in expenses annually as their business
empire was left with the cost
of mortgages on their luxury
homes and other expenses
incurred by Mr Quinn and his
five children.
Every month the Quinn
Group shelled out over
100,000 to meet the familys mortgages on homes in
Cavan and Dublin as well as
other expenses.
This included paying the
mortgage bill for Mr Quinn
and Patricia Quinns home in
Ballyconnell, Co Cavan. The
house has an indoor golf
simulator, a putting green, a
15-metre swimming pool, a
sunken hot tub, a jacuzzi pool,
a cinema and a snooker room.
Mr Quinns five children
Sean Jr, Aoife, Ciara, Collette

Witholding increments from the


public sector has considerable merit
DANIEL McCONNELL
Chief Reporter
IRELAND will have to avail of
a second bailout unless the
European debt crisis is
resolved quickly, according to
Social Protection Minister
Joan Burton.
Her comments appeared
to put her at odds with the
unconditional statements by
the Taoiseach Enda Kenny
and Finance Minister Michael
Noonan, who dismissed talk of
a second bailout as ludicrous.
In a hard-hitting interview
with the Sunday Independent,
Ms Burton refused to rule out
the likelihood of a second
bailout.
She also controversially
said there was considerable
merit in the non-paying of
incremental wage increases
to public sector workers.
On the second bailout, she
said it was impossible to fore-

PIPPA

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AND THE UNCERTAIN


LIFE OF THE IRISH MODEL

www.independent.ie Tuesday 24 May 2011 1.90 (1.20 in Northern Ireland)

RONALD QUINLAN

SEAN Dunne has confirmed


that his dream of bringing a
piece of Knightsbridge to
Ballsbridge has finally come to
an end.
Speaking exclusively to the
Sunday Independent at the
D4 Berkeley Hotel yesterday,
the Carlow-born developer
said he was at an advanced
stage in agreeing an exit strategy that is consensual with
the syndicate of banks that
backed the multi-million euro
scheme. He said he was
looking forward to moving on
with his life in America.
Asked how relations with
the banks who had lent him a
massive 379m for the former Jurys hotels were now
that he was leaving them
behind, a relaxed Mr Dunne
said: In the strange times

OBAMA
VISIT2011

OUR TOP WRITERS DIARMAID FERRITER, LIAM FAY, MARTINA DEVLIN, LISE HAND, EIMEAR NI BHRAONAIN AND NICOLA ANDERSON

Is fidir linn

Vol. 107 No. 3 City Final

9 770791 687070

First Lady Michelle sips from a glass as Barack Obama toasts the people of Moneygall and Ireland with a pint of Guinness in his ancestral Co Offaly village yesterday. MAXWELLS
Recommended retail price of the Irish Independent
compact edition in ROI is 1.90

Vol. 120 No. 123 Irish Independent

770791

684321

21

WITH just three words, spoken in


Irish, US President Barack
Obama lifted the mood of a
nation and gave a glimpse of a
brighter future.
Echoing his mantra of Yes, we
can, Mr Obama proclaimed the

Revenue
Operating profit (pre-exceptionals)

same sentiment in Irish: Is fidir


linn.
In a momentous address to a
crowd of 40,000 at College Green in
Dublin that further strengthened
the close links between Ireland and
America, Mr Obama said: This lit-

tle country that inspired the biggest


things your best days are still
ahead of you.
The president earlier paid a memorable visit to his ancestral homeland in Moneygall, Co Offaly.
He and his wife Michelle shook

we're now living in, it's very


important to maintain good
relations with your banks. The
syndicate have been very supportive of me.
Not even the mention of
Nama and its decision to seek
a multi-million euro judgement against him in the High
Court appeared to ruffle the
man the media once dubbed
the Baron of Ballsbridge.
Mr Dunne even went so far
as to point out that Nama was
looking for a judgement of
184m against him, as
opposed to the sum of 100m
quoted in the media. While
he declined to comment further on the matter, the Sunday
Independent understands that
he has written to Nama to
inform it of his intention to
consent to the judgement subject to the figures being verified by his own accountants.

Recommended retail price of the Sunday Independent in R.O.I. is 2.70

Q Obama bids to lift the gloom by proclaiming Yes, we can in Irish


Q US president toasts his Offaly ancestry with a pint at his new local

tighter prediction. . . but can


I predict if and when [a resolution] will happen? No, I
cant, she said.
Asked if Irelands ability to
leave the clutches of the troika is contingent on a speedy
resolution in Europe, Ms Burton said: Yes, the two are tied
together. The sooner a resolution is found the better.
However, Ms Burton said
that if Europe did manage to
find a definitive solution to
the crisis, then Ireland could
regain its sovereignty.
If the eurozone comes
together then we can work to
the other side of the crisis and
that would be of great benefit
to Ireland, who could then
leave the programme in an
orderly fashion, she said.
Writing in todays Sunday
Independent, economist Colm
McCarthy said that Buiters

Continued on Page 2

THE VOICE: You could say


Im a Divana, laughs soprano
Anna Brady, 22, who stars in
Handels Semele which the
Royal Irish Academy of
Music (RIAM) is staging in
St Werburghs Church in
Werburgh Street, Dublin,
tomorrow at 7.30pm, and at
the same time on January 18,
20 and 22.
Anna, who comes from a
musical family, became
serious about opera at the
age of 16. I will be playing
the role of Semele with
Patrick Hyland as my Jupiter.
Its the first time the RIAM
has moved outside for an
event so it promises to be
spectacular, she says.
Contact: riam.ie for details.
Anna wears a satin and
lace dress designed by
Jennifer Rothwell, available
from Project 51, South
William Street, Dublin 2.
Photo: Gerry Mooney

Sean Dunne: Au revoir.


My D4 dream is dead

METRO EDITION

IRELANDSBEST-SELLINGDAILYNEWSPAPER

see what would happen next


week, let alone in 18 months
time. I cant predict the
future. If you are asking me to
crystal-ball gaze to the end of
next week, I cant, she said.
Her comments follow those
made by the respected CitiGroup economist Willem
Buiter, who last week said Ireland should start preparing
for a second bailout months in
advance and not in a state of
near panic at the last minute.
Ms Burton said Irelands
future was far from assured as
long as the sovereign crisis
was ongoing. The minister
said the deepening crisis in
Europe had significantly
added to the difficulty faced
by Ireland in emerging from
the EU/ECB/IMF programme
in 2013.
If the eurozone crisis hadnt emerged a couple of
months ago, I would have
been able to give a much

hands with nearly everyone and


embraced children. Then they entertained distant relatives while enjoying a Guinness in Ollie Hayes pub.

REPORTS AND PICTURES:


20-PAGE SUPPLEMENT INSIDE

2011

CHANGE

363.4m

-8.9%

45.6m

-15.4%

02

When asked to confirm the


extent of the personal guarantees he had given to the banks
for his loans on the former
Jurys Ballsbridge site, Mr
Dunne said these amounted to
a 50m guarantee to Ulster
Bank, 25m to ACC and 25m
to Rabobank. He stressed,
however, that he had lost all of
the 125m that he had invested personally in the proposed
redevelopment of the site.
Mr Dunne went on to note
that he had given personal
guarantees totalling 409m
during the heady years of the
boom, once the 184m Nama
intended to pursue was added
to the overall guarantees of
125m and 100m he had
given to the Ulster Bank (and
another bank which he did
not identify).
Asked for his views on the
personal guarantees the banks

THIS SECTION
Weather
4
Crossword
33
Worldwide
14
Comment
24
Obituaries
31

BUSINESS
News
1
Markets
2
Make Me Richer 4
CAO & Jobs
5
Shane Ross
8

Quinn 1m a year
family expenses

had sought from their clients


during the Celtic Tiger, Mr
Dunne said: They [personal
guarantees] should be banned
from all future lending. On a
personal level, the next banker
who asks me for a personal
guarantee had better be sitting
safely beyond arm's reach.
The Sunday Independent
understands that former Jurys
Doyle group chief executive
Pat McCann, who now heads
the Maldron Group, is being
lined up to oversee the operations of the Ballsbridge hotels
on behalf of the syndicate.
Mr Dunne is understood
to be in negotiations with a
number of hotels in the Ballsbridge area with a view to
offering them marketing and
room sales services, through a
D4 Hotels website.

See Page 3

SPORT
Rugby
Soccer
GAA
Racing
Results

Eurozone 4 Denmark Djr30 Gibraltar Stg2.75 USA $3.75

1-4
5-7
9
11
13

LIVING
The big read
Fashion
Relationships
Review
Diary

3
5
6
7
14

and Brenda also had various bills relating to their


homes in Cavan and Dublin
paid for by the company.
Alongside mortgage payments, the company paid for
TV packages as well as ESB,
Bord Gais and other utility
bills.
At least one family member
had a company credit card
used to buy designer clothes,
meals, groceries and other
living expenses to the tune of
tens of thousands of euro.
The bills reveal how the
family lived when they were
considered the richest in the
country with a fortune of over
4bn. They now collectively
owe the taxpayer-owned Irish
Bank Resolution Corporation
(IBRC), formerly Anglo Irish
Bank, more than 2.8bn.
The Quinn family, who all
worked in the insurance or
hospitality divisions of the
Quinn Group, also had access
to a range of company vehicles

including a 10-seater Dassault


Falcon 2000 EX jet, with gold
fittings; an eight-seater 2000
Agusta A109E helicopter and
a BMW 650i convertible.
The Quinn family said last
week they were satisfied that
their expenses were in order.
The Quinn Groups generous family expense regime
contrasts with Mr Quinns
salary which was less than
500,000 a year on average.
However, in the Quinn
Groups last set of financial
accounts under the control of
the Quinn family for 2009,
the highest paid director of
the company was paid 1.2m,
despite the company making
a 950m loss.
Mr Quinn has refused to
confirm or comment on
whether he was the recipient
of this bumper salary, which
came ahead of the hundreds of
jobs losses in the group.

Full Story: Business Section

09

2011 review
Island of Ireland revenue of 363.4 million
was down 8.9% on 2010 in what continues
to be a very challenging economic
environment. The ongoing financial crisis
across the Eurozone and the continuation
of weak economic conditions across the
island of Ireland resulted in an 8.3 million
reduction in operating profits during
2011. In this challenging media landscape,
continued cost vigilance again insulated
the Group from a large percentage of the
revenue reduction, with costs down 27.4
million, or 7.9%, despite very significant
year-on-year newsprint price increases.

largest-selling and most-read tabloid


newspaper, delivering an AbC 1 of 251,455
copies and attracting 819,000 readers2
every sunday. Following the closure of
the News of the World in 2011, the Sunday
World, with a market share in excess of 50%
and delivering 481,000 readers more than
its nearest competitor in this market, now
has a position of absolute leadership in the
popular market every sunday, making it an
essential component of any media schedule.

The advertising market experienced a


further decline in 2011, albeit at a lesser
rate than experienced throughout 2010.
The Groups market-leading publishing
brands ensured it was in the best possible
position to benefit from media spend but,
reflecting the tough market conditions,
these titles experienced an 11.2% underlying
advertising revenue reduction. Given the
market backdrop, no advertising category
showed growth on 2010.

The belfast Telegraph Group remains the


dominant player in the Northern Ireland
newspaper market, with the Belfast
Telegraph the clear No. 1 quality newspaper,
recording an AbC 1 (Mon sat) of 53,771
copies, whilst Sunday Life achieved an AbC 1
of 54,004 copies.

Against this difficult backdrop, and in what


continues to be an extremely competitive
market, circulation revenues for the Island
of Ireland remained reasonably solid, with
underlying revenues for the full year down
2.8% on last year.
Despite these challenging market conditions,
the Groups titles maintained, and in some
cases advanced, their market-leading
positions in the second six months of the
year. The Irish Independent remains the
clear No. 1 quality daily newspaper. With an
AbC 1 of 131,161 copies (48.7% share of quality
market) and an average daily readership
of 477,000 readers2, it continues to
dominate the quality morning market, with
a readership of just less than the combined
readership of its two closest competitors.
The Republic of Irelands largest selling
newspaper, the Sunday Independent,
produced another very strong performance
during the six month period, recording an
AbC 1 figure of 250,641 copies. It continues
to be the Republic of Irelands most-read
newspaper and, in attracting 939,000
readers2 every sunday, has by far the
largest regular audience in Ireland across
any advertising medium, thereby presenting
advertisers with the most compelling route
to market on the island of Ireland.
The Evening Herald continues to show the
strength of its brand in an evening market
that remains challenging, recording an
AbC 1 figure of 62,411 copies and attracting
a very strong 234,000 daily readers2 in
2011, further cementing its place as Dublins
most-read newspaper. The Evening Heralds
desire to deliver the best possible value in
the marketplace was further underlined
during 2011 by its cover price reduction to 1,
presenting consumers with an excellent mix
of content at a very compelling price point.
The Sunday World continues to be Irelands
1 AbC July to December 2011
2 JNRs 2011

Overall, INMs share of the sunday


newspaper market increased by more than
9% in 2011 with a total sunday readership
for INM titles of 1,758,0002.

The trading conditions experienced by the


Groups 12 paid-for weekly regional titles
(in counties Cork, Kerry, Dublin, Louth,
Wexford, Wicklow and sligo) continued
to be demanding due to the more difficult
economic backdrop prevalent in regional
Ireland. However, despite these challenging
conditions, each of the Groups regional
operations remains profitable. metro herald,
the Groups joint venture publication with the
Irish Times and DMGT, is Dublins only daily
free newspaper. It made excellent progress
in its first full years trading (following its
launch in 2010), with an AbC 1 verified daily
distribution of 59,975 copies. The Groups
other joint venture publication, the Irish Daily
Star, delivered another solid result in what
remains a challenging daily tabloid market,
recording an AbC 1 of 81,105 copies.
digital
The Independent Digital suite of publishing
platforms, that includes the market-leading
independent.ie and 14 local news brands/
titles, continued to make excellent progress
during 2011, with its average monthly page
impressions and unique users showing
year-on-year growth of 18.9% and 33.7%,
to 37.3 million and 3.5 million respectively.
Throughout 2011, independent.ie continued
to innovate its product offering in order
to deliver the best possible audience
delivery solutions to advertisers, which
was pivotal to driving Independent Digitals
revenue growth. independent.ie became
the largest online newspaper publishing
site in Ireland in November 2011 according
to the comscore Media Metrix Newspaper
category report. During 2011, the Group
relaunched its online recruitment site as
findajob.ie in conjunction with stepstone,
with the new offering being very well
received, thereby positioning the Group
to benefit from an upturn in the online
recruitment market, when it emerges.
During the year, in partnership with
ApN, the Group also launched an online
retailing brand, GrabOne.ie. Commencing

as a daily deals business, the operation


has performed very well since launch
and has become the largest Irish-owned
online deals business. The brand now has
a presence in seven distinct geographic
markets Dublin, Cork, belfast, Limerick/
shannon, south East, Kerry and Galway
and has recently launched a new Escapes
offering that will focus on great deals
for accommodation and holiday/leisure
activities. In another development, the
Group also acquired a 33.3% shareholding
in CarsIreland.ie during 2011, thereby giving
the Group a strong presence in the fast
growing online motors classified space.
The site has seen encouraging growth
in both traffic and dealer subscriptions.
The Group also owns Northern Irelands
largest online newspaper portal, with its
award-winning website, BelfastTelegraph.
co.uk (with an average of 1.3 million
monthly unique users and 15.1 million
monthly page impressions throughout 2011
an increase of 2.5% and 10.1% respectively
on 2010) and the leading classified portals:
PropertyNews.com; NIjobfinder.co.uk;
and NIcarfinder.co.uk. All sites are fully
integrated with the print products to
enhance cross-selling opportunities and
are well positioned for future growth. In line
with the belfast Telegraphs multi-platform
publishing strategy, subscription versions of
the paper were launched for both the ipad
and iphone in June 2011.
wholesale & distribution
Newspread, the largest newspaper and
magazine wholesale and distribution
business on the island of Ireland delivered
a very strong result in 2011, despite the
challenging distribution market within
which it operates. This was largely as a
result of developing various new business
lines, which it delivered through its
extensive retail branch network across
the whole island.
Independent colleges
In education, Independent Colleges
widened its student offering in 2011 with
important new Diploma and academic
courses, including an Msc in Accounting
with Finance validated by the University
of Chester and a government funded
springboard programme designed to
assist the creation of employment and
upskilling opportunities. To complement
current domestic college activity and
to capitalise on recent progressive
government changes to international
student study opportunities in Ireland,
International House Dublin (IHD) was
acquired by the Group in December 2011.
IHD is one of the largest English language
learning schools in Dublin. It is a member of
the IH World Organisation and has recently
been accredited by EAQUALs. In addition
to its English language teaching, IHD is a
major teacher training provider offering
year round CELTA and DELTA courses from
the University of Cambridge.

10

operatIons revIew

south afrIca
Digital revenues in South Africa enjoyed encouraging underlying revenue growth of
18.8% during 2011. During the year IOL also built nine new title sites, seven mobile sites
and iPad and iPhone news apps.

nO. 1

leaDinG

leaDinG

exPanDinG

NEWspApER pUbLIsHER

NEWs pORTAL

COMMUNITy NEWspApERs

DIGITAL bUsINEss

Revenue
Operating profit (pre-exceptionals)

2011

CHANGE

194.6m

-5.6%

37.6m

-13.6%

11

2011 review
The south African division reported
revenue of 194.6 million, which was down
5.6% on 2010. The revenue contraction
resulted from generally tough trading
conditions in a number of consumer led
sectors and the impact of strong once-off
advertising support received around the
hosting of the FIFA World Cup in 2010.
General business activity was hampered
by rising inflation and subdued consumer
spending. Operating profits of 37.6 million
declined by 5.9 million as a consequence
of the softer revenue climate coupled with
inflationary cost pushes.
Total operating costs remained tightly
contained and only increased by an
underlying 1.7%, despite overall inflation
running in excess of 6% for most of the
year. Cost pushes were encountered mostly
in payroll, utility costs, especially electricity
costs, which rose by 25% year-on-year,
and distribution costs relating to steeply
rising fuel prices. strict cost containment
measures and ongoing business
re-engineering initiatives, including
the closure and outsourcing of the Cape
Town printing operation, have resulted in
a permanent lowering of the operational
cost base.
Outsourcing of the Groups Cape Town
printing enabled the company to move
its printing to a more modern production
facility providing the Groups papers with
better quality, greater product flexibility,
more colour configurations, as well as
positive cost and efficiency improvements.
The closure of the printing plant further
enabled the Group to dispose of its
warehouse and main buildings, generating
proceeds of 9.3 million and additional
cost savings.
Circulation trends overall in south Africa
for 2011 remained soft and continued to
trend downwards, with the overall market
reflecting a further year-on-year decline
of around 6%. In this environment, INMs
circulation volumes (down 4.4%) held
slightly firmer than competitor titles,
leading to a drop in underlying circulation
revenue of 0.5% during 2011. Competitor
titles volumes were down approximately
7%. In line with overall domestic market
trends, the sales of most of the Groups
mature titles especially those on sale in
the afternoons and on saturdays were
either in line with or down year-on-year.
Inflationary cover price increases were
passed through on all titles towards the
latter part of the year.
Against the general circulation trend,
Isolezwe, the Groups Zulu language
newspaper, continued its strong growth
to 107,653 copies1 (up 7.2%) for 2011. Daily
readers of Isolezwe in 2011 were 834,0002.
The sunday edition (Isolezwe ngeSonto)
also grew strongly to an average in 2011

of 80,053 copies1 up 12.7% from 71,016


copies1 in 2010, with readership for 2011 of
826,5002. On the back of the success being
achieved in the Zulu franchise, the Group
launched a saturday edition (Isolezwe
ngoMgqibelo) in August 2011 which has
been well received by the market. sales of
Isolezwe ngoMgqibelo for the 19 weeks in
2011 averaged 58,851 copies.

and circulation revenue and continued


tight control on costs. The launch of GQ
digital in November 2010 and Glamour
digital in October 2011 has been successful,
with higher than expected advertising
revenue. There has been a strong response
from clients seeking 360 degree solutions
and digital agencies who find the sites
appealing.

The Groups biggest selling daily newspaper


is The Star, with an average AbC of 139,883
copies1 in 2011 and 608,0002 readers. The
Star operates in the highly competitive
Gauteng region which has seen the launch
of a new lower priced morning competitor
in 2010 and a significant shift to a lowprice/free distribution model.

digital
Digital revenues, achieved through the
iol.co.za portal (IOL) and more than 40
subsidiary sites, enjoyed encouraging
underlying revenue growth of 18.8% during
2011. During the year IOL built nine new
title sites, seven mobile sites and ipad and
iphone news apps. IOL consolidated its
position as the second largest online news
portal in south Africa, providing average
monthly unique users of 2.1 million and
page impressions of 30.4 million which
was 7.2% up year-on-year. IOLs expanding
network of sites continued to build a strong
base for revenue growth and deepen the
penetration of the local advertising market.

The afternoon papers in both KwaZulu


Natal and Cape Town remained under
pressure with the average copy sales of the
Daily News (34,695 copies1) and the Cape
Argus (45,529 copies1) declining by around
10% and 12% respectively. In response to
these declines, subsequent to the year
end, the Group has converted the Cape
Argus to a compact format and introduced
a morning edition of the paper. The new
offering was successfully launched on
9 March 2012.
The Cape Times, the Groups high-end
morning paper in the Cape Town market
and The Mercury in KwaZulu Natal, while
also feeling the impacts of the downturn,
have fared slightly better in the tough
market conditions. The Cape Times
average sale of 44,055 copies1 is down
by 1.8% and The Mercury, at 32,262 copies1,
is down 5.7%.
The Groups major weekend newspaper
offerings are the Saturday Star (with an
average sale of 100,645 copies1), Sunday
Tribune (83,400 copies1) and the Weekend
Argus (72,335 copies1). Against the general
trend, The Sunday Independent, which
operates in the upper market niche, mainly
in Gauteng, averaged a weekly sale of
39,206 copies1, which was 0.6% higher
than 2010.
Within the print media arena INMs
advertising market share remained
relatively flat despite new entrants in the
highly competitive Gauteng region, with
underlying advertising revenue falling by
2.1%. Most affected were the brand and
agency retail categories on account of
the additional advertising spend from the
2010 FIFA World Cup and a slowdown in
advertising by financial institutions, mobile
phone operators and some of the major
supermarket groups. In addition, classified
volumes remained soft, especially in the
recruitment and property sectors.
Cond Nast Independent Magazines highend titles performed well in 2011, producing
operating profit growth of 8.4% driven by
positive improvements in both advertising

INM has also made strategic investments


in the deals and coupon markets. It has a
51% stake in Vuvuplaza.com, launched in
early 2011. This is a daily deals operator
similar to GrabOne, which is currently being
rolled out across the major urban centres
of Johannesburg, pretoria, Cape Town,
Durban and bloemfontein. The Group has
acquired a 49% stake in Mypricingguru.
co.za (MpG) which is optimised for mobile
phone platforms and offers a best price on
demand search portal linked to customer
special offer alerts. Users can also use MpG
to purchase mobile airtime, lottery tickets
and perform a suite of digital transactions.
MpG is currently being rolled out.
1 AbC 2011 (average)
2 AMps readership 2011 (average)

12

operatIons revIew

australasIa
APN is the largest newspaper publisher in New Zealand, a leading regional publisher in
Australia and also the largest outdoor advertising and radio broadcaster in Australasia.

nO. 1

leaDinG

nO. 1

leaDinG

DAILy NEWspApER IN
NEW ZEALAND

REGIONAL NEWspApER
pUbLIsHER IN AUsTRALIA
AND NEW ZEALAND

OUTDOOR ADVERTIsER

RADIO OpERATOR

EIGHT-PAGE SOUVENIR WRAP-AROUND The royal marriage of Prince William and Catherine

sunshinecoastdaily.com.au

SATURDAY, APRIL 30, 2011

Price $2

The fairytale begins

Revenue*
Operating profit (pre-exceptionals)*
*As reported by APN.

2011

CHANGE

a$1072m

1.3%

a$166m

-18.2%

13

ApN reported revenue growth of 1% to


A$1,072 million for the year. EbIT was
down 18% to A$166 million and Net profit
After Tax (NpAT) before exceptional items
was down 24% to A$78 million. ApNs
performance, which was in line with market
guidance, reflected weak retail markets
and a number of natural disasters (the
floods in Queensland and devastating
earthquakes in Christchurch) impacting on
the Australian and New Zealand publishing
divisions. partly offsetting this was a
strong contribution from ApNs outdoor
division and a solid performance from
its radio division. Despite the impact of
natural disasters, ApN delivered modest
revenue growth and significant cost
reduction in 2011. This reflects the decisive
implementation of a programme of cost
management and product development
by brett Chenoweth during his first year
as ApN Chief Executive Officer.
publishing
ApN is the largest newspaper publisher
in New Zealand and a leading regional
publisher in Australia. It publishes 20 daily
and more than 90 non-daily newspapers
across Australia and New Zealand.
australian regional media
ApN is a leading regional publisher in
Queensland and Northern New south
Wales. ApNs regional portfolio includes
more than 60 newspapers, including The
Sunshine Coast Daily and The Queensland
Times, and an online Regional News
Network of over 25 websites, reaching
over 1 million consumers per week.
ApNs greatest exposure in Australia is
to the Queensland market, where natural
disasters had a significant impact on the
divisions overall result. However, progress
delivering sustainable cost reduction was
achieved across the division following a
detailed review of all business operations.
A particular focus was placed on improving
productivity and efficiency in the commercial
and editorial operations; and, while costs in
2011 were unchanged on 2010, comparable
costs are expected to fall 3% in 2012.
new Zealand media
ApNs portfolio of publishing brands in
New Zealand is the market leader in online,
newspapers and magazines. The division
has a weekly brand audience of 2.6 million
people, with the countrys best selling daily
newspaper (The New Zealand Herald),
award winning news site (nzherald.co.nz),
highly read national magazines and popular
regional titles.

In 2011, The New Zealand Herald strengthened


its market position, building circulation,
readership and online penetration. The
Heralds digital audience also continues
to grow. The Heralds apps for tablets and
smart phones attracted 179,171 visitors in
December 2011 and more than 7 million
page views.
radio
The Australian Radio Network (ARN)
and The Radio Network (TRN) in New
Zealand produced strong results and built
advertising market share on the back
of excellent audience ratings. ApN has
outperformed the market in both Australia
and New Zealand through improved
programming strategy and the attraction
of on-air talent. Reflecting ARNs goal to
be the number one network among 25-54
year olds in all of its markets, the network
ended the year with its highest share of
the 25-54 audience since 2008, up 4.6% to
a 18.1% share. ARN increased revenue and
EbIT by 5%. The growing penetration of
digital radio across Australia also offered
new commercial opportunities. ARNs
smart phone apps were downloaded
690,000 times, increasing the networks
broadcasting reach through this new
channel. In New Zealand, TRN achieved
4% revenue growth, made significant
investments in digital platforms and
capabilities and relaunched eight websites.
outdoor
ApN Outdoor delivered strong EbIT
growth of 31% in 2011. To capitalise on
growth prospects in the Outdoor market in
Australasia, a joint venture with Quadrant
private Equity was announced. The
Outdoor joint venture will incorporate all of
ApNs wholly-owned Outdoor businesses
in Australia and New Zealand as well as
ApNs 50% interests in Rainbow premium
Outdoor, in Indonesia. In Australia, ApN
Outdoor grew market share across all major
formats, building on its position as market
leader in billboards, posters, street furniture
and transit. The division renewed several
key contracts, and advances in digital
technology continue to be introduced.
In New Zealand, the division also returned
solid results, with the Rugby World Cup
providing good promotional opportunities
for clients. ApN is the leading billboard
operator in New Zealand, growing market
share across the year. More than 100 new
sites were successfully integrated into the
divisions inventory. In Hong Kong, ApN is
the leading billboard provider in the market
and the sole contractor for buses on Hong

Kong Island. A strong outcome from the


banking, finance and telco sectors helped
deliver good advertising growth.
digital
ApN continues to invest in the
enhancement of its digital capabilities
and built significant digital revenue and
earnings momentum during 2011 as a result.
ApNs new digital team is implementing
a digital strategy with a dual approach
to expand digital capabilities in existing
assets, particularly mobile, video, social, ad
product and data analytics and continue to
build a portfolio of high growth new digital
ventures, including GrabOne and Catalogue
Central Media (CC Media).
GrabOne remains New Zealands leading
online daily deal site with approximately
70% market share. In 2011, GrabOne sold
more than 2.1 million coupons valued at
$51 million. GrabOne now averages
more than 100 deals per day in three
countries and 23 regions and doubled
revenues between the first and second half.
CC Media is Australias leading online retail
performance network. Its INC digital
distribution network reaches around
6 million unique viewers per month and
for the 2011 Christmas period CC Media
delivered more than 2.2 million digital
catalogues for retailers. Digital achievements
across ApNs divisions reflect the new
momentum created by the digital team and
reaffirm ApNs strategy of applying group
leadership to emerging areas of expertise.
Examples include the launch of 27 regional
mobile sites and rapid growth in video
audience (up 66%) and video advertising
(up 100%) on The New Zealand Heralds
sites.

14

corporate socIal
responsIbIlIty
At INM, we recognise that the future success of our business is inextricably tied
to supporting the communities we serve.

Independent News & Media has a


global footprint that reaches millions of
consumers. your Group has a proud record
of operating at the highest level of integrity
and we remain acutely cognisant of our
responsibility to the diverse communities
in which we operate.

disadvantaged children; in addition to


supporting literacy programmes on both
sides of the border in Ireland.
During 2011, INMs Irish publishing unit,
Independent Newspapers Ireland,
announced the nomination of the Irish
society for the prevention of Cruelty to
Children (IspCC) as its chosen charity.
At the time of the announcement,
a significant donation was made to the
IspCC and Independent Newspapers
Ireland made a pledge to raise further funds
for the charity on an ongoing basis through
its titles.

We recognise that media plays a central


and crucial role in all societies. This makes
conducting our business in an ethical and
responsible manner especially important.
INM is proud of its track record in
supporting humanitarian causes on both a
local and a global basis. Our media assets
allow us to create and promote awareness
and we support, both directly and
indirectly, dozens of causes every year.

INMs flagship title in Ireland, the Irish


Independent, partnered with the Rise
Foundation to produce and distribute a
FREE CD free with the newspaper to raise
awareness of the support that the Rise
Foundation Ireland provides for families
struggling with addiction. The CD featured
a compilation of tracks by Irelands best
known Rock and pop acts including U2,
The Coronas and bell X1. The Irish
Independent plans to partner again with
the Rise Foundation in 2012 to build on the
positive impact the initiative has made.

The roots of INM stretch back more than a


century and our individual titles have always
recognised the importance of championing
their local communities. This connection
with our immediate societies will always
remain a key pillar in all our philanthropic
endeavours.
south Africa is coming towards the end of
its second full decade of democracy but
large scale social and economic inequalities
persist from the brutal apartheid era.
INM first invested in south Africa after
the collapse of apartheid and has always
recognised its responsibility to help shape
and build a new and fairer society that
affords opportunities to all.
The Group footprint in the country is
concentrated around the major urban
centres of Johannesburg, pretoria, Durban,
Cape Town and Kimberley and a key
focus in our philanthropic endeavours has
always been education. We see developing
a literate workforce as being crucial to
south Africas economic advancement
and to address inequalities in both income
and opportunities. INM invests directly in
education by funding the construction of
teaching facilities and by providing direct
aid to schools which operate in traditionally
disadvantaged areas.

INM runs dedicated holiday programmes


for hundreds of disadvantaged children
every year, transporting them from their
townships and estates to purpose built
seaside locations where they receive care,
attention and education.
Addressing the prevalence and impact of
HIV is another policy priority for the Group
and we support nationwide awareness and
prevention programmes while also seeking
to end the stigma attached to those living
with HIV/Aids.
INM has a long association with charities
and community initiatives in Ireland.
We have been particularly committed
to those which help the homeless and

Every year, the Group donates space across


its Irish titles to Focus Ireland to support
their annual sponsor a star Christmas
tree campaign. The campaign encourages
businesses to give donations to the
homeless at Christmas time as corporate
gifts by sponsoring a star on a Christmas
tree in Dublin City Centre.
Finally, in 2011, the Group also maintained
its longstanding tradition of supporting
arts and culture in Ireland.
INM remains committed to operating in a
socially responsible, ethical manner that
benefits the communities on which the
future success of our business depends,
in 2012 and beyond.

15

envIronmental
sustaInabIlIty
At INM our policy is to apply creativity, integrity and commitment to all aspects of our
business. We are focussed on delivering continuous improvement in areas of environmental,
economic and social sustainability whilst minimising risks and ensuring compliance.
INM acknowledges that our activities have
impacts on the environment and we are
committed to identifying and minimising
negative impacts across all our international
operations.

A number of our key newsprint providers


supply 100% recycled materials and we
are working with the others to increase
the recycled fibre content. All paper waste
from our plants is reprocessed through the
recycling channel.

Led by our management team and


Corporate social Responsibility committee,
we have embedded our sustainability
vision, policy and targets across the
Group and across all our stakeholder
relationships. It is our policy to understand
the environmental impact of our activities
and those of our suppliers and to develop
strategies to reduce these impacts
particularly in the areas of energy, natural
resources and materials.
We intend to continue to communicate
our progress towards greater sustainability
to all our stakeholders. In 2011, we again
submitted a response to the Carbon
Disclosure project (CDp). The CDp is the
worlds largest global database of primary
corporate climate change information and
is used by investor groups who manage
collectively over $70 trillion in funds.
We measure and report our carbon
emissions from our offices and printing
facilities as well as waste, transport and
water usage. Thousands of organisations
from across the worlds major economies
measure and disclose their greenhouse gas
emissions, water management and climate
change strategies through CDp.

Environmentally, the newspaper and


media industry has made significant
progress in the past decade. In Ireland,
INM strongly supports the National
Newspapers of Ireland (NNI) Green press
partnership initiatives. We have seen the
rate of newspaper and magazine recycling
increase to approximately 80% from less
than 30% in 2002.
Through active support from our
Newspread distribution operations, INM has
played a key role in the new agreement by
which all NNI affiliated publishers collect
whole copy unsold newspapers rather
than just bar codes, which had been the
previous practice. This Full Copy Returns
initiative maximises the amount of unsold
newsprint that goes to recycling. In Dublin
alone, the collection rate for unsolds is in
excess of 85%.

A significant driver of our decision to


measure and report our emissions is to
assist in managing costs internally by
providing further visibility on energy,
fuel and waste usage.

We continue to work with our facilities


management partners on a number of
energy management projects in the areas
of Lighting, Air Handling, Cooling systems
and smart Metering an area in which
considerable savings have already been
made.

Energy efficiency is a key element in our


focus on carbon and cost reduction.
We encourage more efficient energy,
transport and recycling policies amongst
our customers, employees and suppliers.
Our objective is to influence our suppliers
and contractors in order to ensure that
goods procured and services undertaken
comply with our sustainability policy.

INM looks to demonstrate leadership


in sustainability through sharing our
experiences as a sustainable business.
As such INM actively promotes a number of
industry best practice green initiatives and
we were the media partner for the Ireland
Green Awards. We are actively working
with our supply chain to increase the
percentage of recycled materials we use.

We continue to review the option to


source water locally through onsite wells
at a number of plants. At a number of
businesses in Ireland we have implemented
a policy whereby diesel engines are
specified for all new company cars.
INM periodically reviews its sustainability
policy, our vision and performance targets
through the Corporate social Responsibility
Committee to take account of changes
in the organisation, legislation, fiscal
measures and stakeholder views. We will
set new objectives and targets for our
most significant impacts and define the
means of achieving them and improving
our global sustainability performance. INM
will continue to comply with all regulatory
requirements and focus our efforts on
those activities with the most significant
environmental sustainability impact.

16

Group code
of ethIcs
the sustainable development and growth of INM is based on respecting, developing
and fostering relationships with all our stakeholders. We are committed to acting in the
best interests of our stakeholders.
INM believes in full compliance with
both the spirit and letter of the law in the
countries in which we operate. Combining
good business with good ethics is a
principle that extends across all our markets
and underpins how we meet our corporate,
social and environmental responsibilities.

is a clear priority. We are fully committed


to safeguarding the health and safety of
those people who work in, or visit, our
organisation and we provide appropriate
training and professional expertise in this
area along with clear health and safety
guidelines.

commitment to our community


From the outset the INM Group has always
been acutely aware that no organisation
can survive, let alone flourish, in a vacuum
without reaching beyond itself to make a
deeper contribution to the well being of
society.

Our business is built on trust and integrity,


on ethical performance, on understanding
and contributing to the interests of wider
society. The concept that organisations
have a responsibility to a range of
stakeholders that extend beyond their
owners employees, communities,
suppliers, customers and the environment
is not new. However, the last decade
has seen a growing focus on ethics in
business and a realisation of the wider
role of business in society. As a Group,
we have witnessed time and again that
strong values and principled leadership
are crucial to generating long term rewards
for business.

commitment to our customers


The core philosophy of our business
continues to be meeting our customers
needs. From its local Irish newspaper
origins, the INM Group has expanded across
the globe to encompass a multi-ethnic,
geographically and culturally diverse
audience. As our product offering has
expanded to include printing, distribution,
wholesaling, online and education our
commitment to offering the highest level
of quality and service to our customers
remains steadfast.

This commitment is at the heart of the


INM Groups ethos and underpins how
we conduct our business, mindful of
our corporate, social and environmental
responsibilities to sustainable development.

INM is committed to maintaining the


highest standards of ethical behaviour.
Our Code of Ethics guides our behaviour on
a daily basis and ensures that we safeguard
the Groups integrity and protect our
values. The statement below details some
of the key principles underpinning ethical
behaviour across our Group.
commitment to our employees
INMs growth as a leading international
newspaper and communications Group has
been underpinned by the dedication and
commitment of our 2,900 employees.
We recognise that our employees are one
of our greatest assets and central to our
success. They are the face of our business
and, combined with our market-leading
brands, are the point of recognition for our
many millions of consumers.
Our human resource policies embrace
diversity, seek to reward performance and
are actively committed to promoting the
well being of our employees. Creating a
safe working environment for our workforce

Editorial principles a newspapers


greatest assets are its integrity and
credibility. INM requires our editors
and editorial staff to be professional,
courageous and aggressive in pursuit of
truth in the news. We are committed to
independence, fairness and balance in
informing people of events and issues
which they have a right to know. This right
is balanced by compliance with the laws
of defamation and privacy and adherence
to the principles of taste, balance and
accuracy.
Confidentiality as part of our business
relationship with our customers we are
entrusted with personal and sensitive data.
subject to any legal requirement to disclose
information, we are committed to ensuring
that such information is safeguarded at all
times, is never shared with unauthorised
parties and is maintained in accordance
with relevant data privacy and protection
laws as well as best practice.
Marketing and promotion we are
committed to ensuring that all sales and
promotion practices are truthful, balanced
and do not mislead our customers.

commitment to the market place


We aim to compete vigorously but fairly
in the market place and in a manner
that complies with all relevant laws and
regulations.
commitment to our shareholders
In INM we are guided by our duty to
act in the best interests of INM and our
shareholders. by promoting long-term
stable growth the business aims to build
enduring shareholder value. We recognise
that our relationship with our shareholders
is built on trust and transparency.
We are committed to maintaining the
highest standards of corporate governance
and ensuring the correct mix of experience
at board level, for the optimum strategic
and operational governance of the INM
Group. For further information, please
refer to our Corporate Governance report
on pages 22 to 28 and to our website
inmplc.com.

17

Financial StatementS

contents
18

Directors and Other Information

19

Directors Biographies

22

Corporate Governance Report

29

Remuneration Report

35

Directors Report

40

Independent Auditors Report

42

Group Income Statement

43

Group Statement of Comprehensive Income

44

Group Balance Sheet

45

Group Statement of Changes in Equity

46

Company Balance Sheet

47

Company Statement of Changes in Equity

48

Group Cash Flow Statement

50

Company Cash Flow Statement

51

Notes to the Financial Statements

18

DirectorS anD other inFormation


Board of Directors

advisors

J Osborne (Chairman) (appointed 24/10/11)


V Crowley (Chief Executive) (appointed 19/04/12)
D Buggy (Chief Financial Officer)
P Connolly
L Gaffney
Baroness M Jay (UK) (Senior Independent Director)
L Lanz (Germany)
F Murray
D Reid Scott (UK) (appointed 19/12/11)

Solicitors

Board committees &


company Secretary
L Lanz (Chairman)
F Murray (appointed 26/04/12)
D Reid Scott (appointed 03/02/12)

Allied Irish Banks, p.l.c.


ANZ Banking Group Limited
Bank of Ireland
Barclays Bank Ireland PLC
BNP Paribas
KBC Bank Limited
Lloyds Banking Group plc
Ulster Bank Ireland Limited

remuneration committee

registrars

Baroness M Jay (Chairman)


L Lanz
F Murray

Capita Registrars (Ireland) Limited


Unit 5
Manor Street Business Park
Dublin 7
Ireland

audit committee

corporate Social responsibility committee


Baroness M Jay (Chairman)
V Crowley
nomination and corporate Governance committee
F Murray (Chairman) (appointed 25/08/11)
L Gaffney
Baroness M Jay
J Osborne (appointed 09/11/11)
executive committee
V Crowley
D Buggy
K Brophy
T Howard
J Webb
Secretary and registered office
A Donagher
Independent News & Media PLC
Independent House
2023 Bianconi Avenue
Citywest Business Campus
Naas Road
Dublin 24
Ireland

McCann FitzGerald
Matheson Ormsby Prentice
Freshfields Bruckhaus Deringer
Statutory auditors
PricewaterhouseCoopers, Dublin
Principal Bankers

19

DirectorS BioGraPhieS
chairman & executive Directors
J osborne, Ba(moD) tcD
chairman
Age
First Elected to Board

62
2011

Nationality

Irish

INM Committee: Member of the Nomination and Corporate Governance Committee (appointed November 2011)
Directorships/Experience: J Osborne was appointed non-executive Chairman on 24 October 2011. After qualifying as
a lawyer he joined A&L Goodbody in 1973 as a solicitor. In 1979 he was asked to open Goodbodys office in New York.
After two years in New York, where he established the firms US presence and its position in the cross Atlantic market,
he was appointed Managing Partner and he led the firm from 1982 until 1994. Since 1994 he has served on the Board
of numerous publicly listed Irish organisations in the financial, food and agribusiness, consumer goods, health and
heavy industry sectors. He has acted as an advisor to a number of Irish and international organisations. He has
worked with several large corporations on their M&A and financing issues and he has assisted a number of smaller
emerging companies with their growth strategies. He joined the Board of Ryanair Holdings in 1996 and he is currently
their Senior Independent Director; he worked on the flotation of Ryanair in London, New York, and Dublin. He is
currently the Chairman of Centric Health and Eason & Son Ltd, serves on the Board of James Hardie Industries,
was formerly Chairman of Heineken Ireland and Newcourt Group and has held non-executive directorships at Bank of
Ireland, Golden Vale plc, Adare plc and Carrolls Holdings plc. He brings a wealth of business experience to the Board
of INM and is the long-serving Senior Independent Director of a successful Irish plc, Ryanair.

V crowley, Ba, Fca


Group chief executive officer
Age
Elected to Board

57
2012

Nationality

Irish

Directorships/Experience: V Crowley was appointed a Director and Group Chief Executive Officer on 19 April 2012,
having been Group Chief Operating Officer since November 2009. He was previously Chief Executive of Independent
News & Media Ireland since 2002. He was Finance Director, and later Chief Executive, of APN News & Media Limited.
A chartered accountant, he joined the Group in 1990.

D Buggy, B comm, Fca


Group chief Financial officer
Age
First Elected to Board

44
2002

Nationality
Re-elected

Irish
2011

Directorships/Experience: D Buggy is a chartered accountant and was appointed Chief Financial Officer in 2002.
He was previously Group Financial Controller, after having joined the Group in 1996 from PricewaterhouseCoopers
in Dublin.

20

DirectorS BioGraPhieS (CONTINUED)


independent non-executive Directors
The Board has determined that, as at 31 December 2011, B Braun (resigned 25 April 2012), Baroness M Jay, L Lanz,
F Murray and D Reid Scott were independent non-executive Directors.

Baroness m Jay, Ba-oxon


Senior independent Director
Age
First Elected to Board

72
2003

Nationality
Re-elected

British
2011

INM Committees: Member of the Nomination and Corporate Governance Committee (appointed in 2007), Chairman
of the Remuneration Committee (appointed in 2009) and Chairman of the Corporate Social Responsibility Committee
(appointed in 2008)
Directorships/Experience: After graduating from Oxford University, Baroness M Jay joined the BBC and began a
20 year career in broadcasting, primarily involved as a producer and journalist in news and current affairs. She was
appointed to the House of Lords in 1992 and became a Minister of State in the Department of Health in 1997. She later
became Leader of the House of Lords, Lord Privy Seal and Minister for Women. She was a founder Director of
The National AIDS Trust and Chair of the independent research organisation, The Overseas Development Institute.
She was appointed Senior Independent Director of INM in 2007. Baroness Jays two decades as a working frontline
journalist, followed by her continuing career in government and politics, gives her a unique and valuable perspective
in her role as Senior Independent Director.

l lanz, master of commerce (Berlin)


Age
First Elected to Board

63
2009

Nationality
Re-elected

German
2011

INM Committees: Chairman of the Audit Committee (appointed in 2009) and member of the Remuneration
Committee (appointed in 2010)
Directorships/Experience: L Lanz is Chief Financial Officer and Chief Operating Officer of Axel Springer AG Germanys
largest integrated media group. L Lanz studied Business Administration in Stuttgart and Berlin and completed his
course with a Master of Commerce. He initially worked in banking and in 1991 was a member of the Executive Board
at HSB HYPO Service-Bank AG, Munich. In 1996, he became CFO of ProSieben Media AG Germanys largest TV/
satellite operator and joined Axel Springer in 2009. His senior executive positions at the Axel Springer Group, with
its more than 230 newspapers and magazines, 80 online offerings and interests in television and radio, allow him to
bring extensive financial and media experience to bear on decisions made by the Board.

F murray, Ba, DPa, ll.D, hon. causa (nUi)


Age
First Elected to Board

70
2003

Nationality
Re-elected

Irish
2011

INM Committees: Member of the Remuneration Committee (appointed in 2008), Chairman of the Nomination and
Corporate Governance Committee (appointed in 2011) and member of the Audit Committee (appointed in 2012)
Directorships/Experience: F Murray is a former Government Secretary (1993-2000). He is a Commissioner of
The Independent Commission for the Location of Victims Remains. He is former Chairman of the Department
of Foreign Affairs Appointments Committee and Chairman of the Institute of Public Administrations Education
Committee. He is a Director of the Military Heritage of Ireland Trust. He is a former Chairperson of the Public
Appointments Service. He is a former Independent Reviewer of Complaints for Chartered Accountants Ireland.
He brings the experience of a long and distinguished career at the highest levels in the public sector to the Board.

21

DirectorS BioGraPhieS (CONTINUED)


independent non-executive Directors (continued)
D reid Scott, Ba, ma mod history
Age
First Elected to Board

64
2011

Nationality

British

INM Committees: Member of the Audit Committee (appointed February 2012)


Directorships/Experience: D Reid Scott is an experienced international investment banker. He is currently Chairman
of Stonehage Limiteds advisory business. Prior to this he was Chairman of Hawkpoint Partners from 2001 to 2009,
during which time the firm was transformed into one of Europes leading corporate advisory firms. Between 2007
and 2009 he served on the Group Executive Committee of Collins Stewart plc. He was a senior advisor to the
Saudi Arabian Monetary Agency between 1979 and 1984. He holds a Masters degree in Modern History from Lincoln
College, Oxford. He has considerable experience in advising on complex strategic and structural issues and has
successfully piloted a number of companies through complicated transactions.

non-independent, non-executive Directors


The Board has determined that, as at 31 December 2011, P Connolly and L Gaffney were non-independent
non-executive Directors.

P connolly, B comm, Fca


Age
First Elected to Board

52
2009

Nationality
Re-elected

Irish
2011

Directorships/Experience: Since 1991 P Connolly has been Chairman of Connolly Corporate Finance Ltd., a Dublin and
New York based corporate finance advisory firm focused on the telecom, media and technology sectors. He was a
Director of Esat Telecommunications Limited (Esat Telecom), an Irish telecommunications company, from 1997 to
2000 and a Director of Digicel Limited, a Caribbean-based telecommunications company. He was Financial Controller
of Hibernia Meats Limited from 1987 through 1991, and prior to that worked with KPMG as an accountant from 1981 to
1987. He holds a Bachelor of Commerce degree from University College Dublin, Ireland and is a fellow of Chartered
Accountants Ireland. He is an experienced Director, with particular skills in the area of corporate finance, and serves
on a number of boards in diverse territories.

l Gaffney
Age
First Elected to Board

52
2009

Nationality
Re-elected

Irish
2011

INM Committee: Member of the Nomination and Corporate Governance Committee (appointed in 2009)
Directorships/Experience: L Gaffney is a founding Director of Digicel Group Limited, a Caribbean-based mobile
telecommunications company. She was formerly Chief Operating Officer at Esat Telecom and also held a number
of senior positions within that company. She has also held senior positions with the Irish Press Group plc and Bell
Advertising. She was appointed Chairperson of the steering committee of the National Action Plan Against Racism
by the Government of Ireland. She is currently Chairperson of Communicorp Group Limited Irelands largest,
independent radio broadcaster. She brings extensive industry experience to the Board of INM as a result of her
background in senior positions in print, broadcast and advertising companies.

22

corPorate GoVernance rePort


the Board of Directors
General
The Directors of Independent News & Media PLC (INM) are committed to maintaining the highest standards of corporate governance and
to ensuring the correct mix of experience at Board level, for the optimum strategic and operational governance of INM a geographically
diverse media group. That required diversity and experience at Board level has brought together a group of independent members of
the Board who bring with them a wide variety of skills, knowledge and experience as detailed in the biographical notes on pages 19 to 21.
As can be seen from the biographical notes, most of the non-executive Directors have considerable experience in the media industry, as
well as experience in other commercial areas and in the public sector.
The following statement sets out how the full principles and provisions of the UK Corporate Governance Code (the Code) and the
additional provisions of the Irish Corporate Governance Annex were applied during the year ended 31 December 2011.
Board
The Board is responsible for the strategic direction and management of the business of INM. The Board holds regular meetings and there
is regular contact with Board members between meetings as required in order to progress the Groups business. In 2011, the Board held
six meetings.
The Chairman is responsible for the effective functioning of the Board and for ensuring that meetings are of sufficient duration to allow full
discussion on all matters relevant to the Board, that all Directors are kept properly informed with timely and accurate information, and that
all major decisions are subjected to rigorous scrutiny and constructive debate.
The Board has a formal schedule of matters specifically reserved to it for decision, including:







approval of interim and final financial statements;


approval of the Groups long-term objectives and strategy;
changes relating to the Groups capital structure;
material contracts;
terms of reference of Chairman, Chief Executive and other executive Directors;
terms of reference and membership of Board Committees;
risk management strategy; and
review of the Groups overall corporate governance arrangements.

Board committees
There are four Board Committees with formal terms of reference:



the Audit Committee;


the Nomination and Corporate Governance Committee;
the Remuneration Committee; and
the Corporate Social Responsibility Committee.

audit committee
The members of the Committee at 31 December 2011 were:
L Lanz (Chairman);
B Braun; and
F Murray.
F Murray retired from the Committee on 3 February 2012 and D Reid Scott was appointed on that date. B Braun resigned from the
Committee on 25 April 2012. F Murray was appointed to the Committee on 26 April 2012.
The role and responsibilities of the Committee are set out in the Committees Terms of Reference, copies of which are available from the
Company Secretary and on the Companys website at inmplc.com.
There were seven meetings of the Committee during the year and the attendance details of each of the members of the Committee are set
out on page 24 of this report.
The report from the Audit Committee for the year ended 31 December 2011 is set out on pages 27 to 28 of this report.

23

corPorate GoVernance rePort (CONTINUED)


the Board of Directors (continued)
nomination and corporate Governance committee
The members of the Committee at 31 December 2011 were:
F Murray (Chairman) (appointed 25/08/11);
L Gaffney;
Baroness M Jay; and
J Osborne (appointed 09/11/11).
The Nomination and Corporate Governance Committee is responsible for making recommendations on Board appointments and for
regularly reviewing the efficacy, efficiency, structure, size and composition of the Board with regard to the complexities of the media
industry and the diversity of international markets in which the Group operates. The Committee considers candidates from a wide
variety of backgrounds. Candidates are assessed against objective criteria and with regard to the benefit of diversity on the Board,
including gender.
The Committee is also responsible for reviewing the Groups Corporate Governance policies and ongoing compliance. The full terms of
reference of the Committee are available from the Company Secretary and also from the Companys website at inmplc.com.
There were seven meetings of the Committee during the year and the attendance details of each of the members of the Committee are
set out on page 24 of this report. During 2011, the Committee led the search for a suitable candidate for nomination as a non-executive
Director and Chairman of the Board. The Committee engaged an external professional search agency to assist it in this task. This process
resulted in the nomination of J Osborne as a non-executive Director and Chairman and also in the nomination of D Reid Scott as a
non-executive Director.
remuneration committee
The members of the Committee at 31 December 2011 were:
Baroness M Jay (Chairman);
L Lanz; and
F Murray.
The Remuneration Committee is responsible for determining the remuneration of the Chief Executive and the Chairman and for
determining, in consultation with the Chief Executive, the remuneration of executive Directors. The terms of reference of the Committee
are available from the Company Secretary and also from the Companys website at inmplc.com.
There was one meeting of the Committee during the year and the attendance details of each of the members of the Committee are set out
on page 24 of this report.
The Remuneration Committee Report for 2011 appears on pages 29 to 34.
Directors
The Companys Articles of Association require all Directors to submit themselves for re-election once every three years. Non-executive
Directors are appointed for three-year terms, subject to re-election and to Companies Act provisions relating to the removal of a Director.
Non-executive Directors with more than nine years service are subject to annual re-election in accordance with the provisions of the
Code. To reflect its continuing commitment to the highest standards of corporate governance, the Group has adopted a policy of annual
re-election of all Directors, as required by the Code.

24

corPorate GoVernance rePort (CONTINUED)


the Board of Directors (continued)
attendance at Board and committee meetings during the year ended 31 December 2011

B Braun
L Buckley1
D Buggy
P Connolly
L Gaffney
Dr. B Hillery2
Baroness M Jay
L Lanz
B Mulroney3
F Murray
G OReilly
J Osborne4
D Reid Scott5

a
6
3
6
6
6
5
6
6
5
6
6
1

B
6
3
6
6
6
5
6
6
1
6
6
1

Board
attendance %
100%
100%
100%
100%
100%
100%
100%
100%
20%
100%
100%
100%

audit committee
a
B
7
6

remuneration
committee
a
B

1
1

1
1

nomination
and corporate
Governance
committee
a
B
3

7
6
7

7
6
7

3
4

3
4

Columns A indicate the number of meetings held during the period the Director was a member of the Board and/or Committee.
Columns B indicate the number of meetings attended during the period the Director was a member of the Board and/or Committee.
1.
2.
3.

4.
5.

L Buckley was not re-elected to the Board at the Annual General Meeting of the Company held on 3 June 2011.
Dr. B Hillery retired as Chairman and from the Board with effect from 24 October 2011.
B Mulroney was unable to attend a number of scheduled Board meetings during 2011 due to illness. B Mulroney received all
documentation for Board meetings and kept in close contact with the Chairman of the Board in relation thereto until his retirement
from the Board on 24 November 2011. B. Mulroney chaired and attended all meetings of the Nomination and Corporate Governance
Committee held during 2011 that he was eligible to attend. B Mulroney retired from the Committee on 25 August 2011.
J Osborne was appointed to the Board on 24 October 2011 and was elected Chairman on the same date.
D Reid Scott was appointed to the Board on 19 December 2011 and there were no Board meetings after that date in 2011.

non-executive Directors
Independent News & Media PLC aspires to the highest standard of corporate governance as a means of contributing to the continuing
performance of the business.
INM has fostered a culture of independent thinking and counsel among its Board members, and has worked assiduously to create the
balanced conditions of diversity of experience and tenure that have delivered sound judgement and direction to the executive Directors
of the Company. The Board believes that the wide variety of skills and experience, across many disciplines, of the non-executive Directors,
are of significant benefit to the Company and its shareholders.
Board Size and membership
INM currently has nine members of the Board comprising of the Chairman, two Executive Directors, four non-executive Directors whom
the Board considers and has deemed to be independent non-executive Directors and two non-executive Directors whom the Board does
not consider are independent non-executive Directors as they have material business interests with, and represent a major shareholder,
Denis OBrien.
The Boards current configuration and its balance as between independent and non-independent non-executive Directors limits the
ability to further reduce the size of the Board in order to remain in compliance with the requirement of the Code that at least half the Board,
excluding the Chairman, comprises of independent non-executive Directors.
During 2011, there were a number of changes to the composition of the Board. L Buckley was not re-elected as a Director of the
Company at the Companys AGM on 3 June. Dr. B Hillery retired as a Director and as Chairman on 24 October. J Osborne was appointed
as a non-executive Director on 24 October and was elected Chairman in succession to Dr. B Hillery. B Mulroney retired from the Board on
24 November. D Reid Scott was appointed to the Board on 19 December. Following these changes, five of the seven non-executive
Directors will have spent three years or less on the Board.
Since the year end, GK OReilly resigned from the Board with effect from the 19 April 2012. V Crowley was appointed to the Board
on 19 April 2012 and was also appointed Chief Executive Officer. B Braun resigned from the Board with effect from 25 April 2012.
As stated elsewhere in this report, Baroness M Jay is not offering herself for re-election at the AGM on 8 June 2012. The Nomination and
Corporate Governance Committee will consider suitable candidates for nomination as independent non-executive Director/Directors
to ensure compliance with the Code requirement that at least half of the Board, excluding the Chairman, comprises of independent
non-executive Directors.
Detailed biographical notes of all Directors appear on pages 19 to 21 of this report.

25

corPorate GoVernance rePort (CONTINUED)


the Board of Directors (continued)
assessment of independence
The Code states that the Board should identify each non-executive Director that it considers to be independent. INMs view of corporate
governance is that independence is ultimately determined by a Directors character, objectivity, integrity and contribution to the Board
and its decision making process.
This approach is supported by the leading institutional proxy advisory agencies. The principles for determining independence, set out by
both the Code and these voting agencies, form part of INMs annual review of corporate governance. Such principles include (but are not
limited to) whether any non-executive Director:






has been an employee of the Group;


has or had within the last three years, a material business relationship with the Group;
receives remuneration from the Group other than a Directors fee;
has close family ties with any of the Groups advisors, Directors or senior employees;
holds cross-directorships or has significant links with other Directors through involvement in other companies or bodies;
represents a significant shareholder; or
has served on the Board for more than nine years from the date of their first election.

INM accepts these broad principles as a solid basis for determining independence in the first instance, whilst constantly assessing a
Directors contribution to the Board and its deliberations.
The Code provides that at least half of the Board, excluding the Chairman, should comprise non-executive Directors determined by the
Board to be independent. As part of its annual review of corporate governance for 2011, the Board has, following careful consideration and
detailed analysis, considered all of the relevant factors required by the Code in assessing the independence of Directors, and determined
that as at 31 December 2011 B Braun, Baroness M Jay, L Lanz, F Murray and D Reid Scott were independent non-executive Directors.
The Board has determined that as at 31 December 2011, P Connolly and L Gaffney were not independent non-executive Directors, as they
represent and have material business interests/relationships with a major shareholder, Denis OBrien.
Notwithstanding the existence of two non-independent non-executive Directors, the Company was compliant with the provisions of the
Code in relation to the requirement that at least half the Board, excluding the Chairman, comprise of independent non-executive Directors.
Board appointments and Succession Planning
Responsibility for Board appointments and succession planning falls within the scope of the full Board, with recommendations from the
Groups Nomination and Corporate Governance Committee as appropriate.
information and Professional Development
Newly appointed non-executive Directors are provided with appropriate induction materials and are briefed on the Group, its operations,
corporate governance best practice and their duties as a Director. Arrangements are made to meet with senior management and site
visits are arranged. Non-executive Directors are entitled to obtain independent legal advice, if necessary, at the expense of the Company,
provided this is discussed in advance with the Company Secretary.
Performance evaluation
The Code requires that the Board should undertake a formal and rigorous annual evaluation of its own performance and that of its
Committees and individual Directors. The following steps were taken by the Company to ensure its self-evaluation process was as
robust and objective as possible. A Board Effectiveness Review Questionnaire, which was first developed by the Company in 2009,
was completed by each Director for 2011, with the exceptions of the Chairman, J Osborne, who was appointed on 24 October 2011 and
D Reid Scott, who was appointed on 19 December 2011. The Chairman then reviewed the completed questionnaire with each Director
individually as appropriate. The questionnaire, which has as its objective the assessment of whether each Director continues to contribute
effectively and to demonstrate commitment to the role (including commitment of time for Board and Committee meetings and any other
duties) together with assessment of the Board process and of collective Board strength, included the following areas:




Board Strategy;
Board Relations and Communications;
Board Administration and Composition;
Performances of Individual Directors; and
Board Committees Composition and Performance.

During the year, the Chairman and the non-executive Directors met without the executive Directors being present to review their
performance, specifically in relation to the implementation of the agreed strategy of the Board. As the current Chairman was only
appointed on 24 October 2011, his performance was not reviewed by the non-executive Directors during 2011.
In addition, as required under their respective terms of reference, the Nomination and Corporate Governance Committee reviewed its own
performance and terms of reference in order to identify and recommend any changes it considered necessary to the Board for approval
and the Audit Committee reviewed its terms of reference concerning the Committees role in the audit and financial management of the
Company and its own effectiveness in order to identify and submit any amendments to the Board for approval. No recommendations for
any such changes were made by either Committee in 2011.
The Board did not use an external facilitator for this evaluation during 2011. The Board recognises the advantage of periodic external
evaluation, which is now required at least every three years for FTSE 350 companies as set out in the Code, and the Board will review
its evaluation process during 2012.

26

corPorate GoVernance rePort (CONTINUED)


the Board of Directors (continued)
re-election of Directors
While the Companys Articles of Association require all Directors to submit themselves for re-election at least once every three years,
the Board decided to adopt the latest provisions contained in The UK Corporate Governance Code issued in June 2010, which provides
that all Directors eligible for re-election should retire at each Annual General Meeting and offer themselves for re-election by shareholders.
Accordingly, in full accordance with these latest provisions, the Board has determined that all Directors, with the exception of
Baroness M Jay, eligible for re-election will retire at the 2012 Annual General Meeting and will offer themselves for re-election.
Baroness M Jay has advised the Board that she will not offer herself for re-election at the AGM on 8 June 2012 and will cease to be a
Director as of that date.
The following Directors will retire at the AGM and will offer themselves up for election and re-election:
chairman and executive Directors
J Osborne (Chairman)
V Crowley (Chief Executive Officer)
D Buggy (Chief Financial Officer)

Election
Election
Re-election

non-executive Directors (independent)


L Lanz
F Murray
D Reid Scott

Re-election
Re-election
Election

non-executive Directors (not independent)


P Connolly
L Gaffney

Re-election
Re-election

Full biographical details of each of these Directors appear on pages 19 to 21 of this report.
F Murray will complete nine years service on the Board in August 2012. The Board considers that F Murray continues to be independent
and that the Board continues to benefit from his experience. Five of the six remaining non-executive Directors have less than three
years service on the Board, and the Board is satisfied that F Murrays continued presence on the Board is of considerable assistance to
the Board.
As shareholders will be aware, P Connolly, a non-executive Director initiated legal action against the Company in connection with an
agreement entered into with the former Chief Executive Officer of the Company who resigned on 19 April 2012. The Board considered
that this was not in the best interests of the Company and, accordingly, the Board is not supporting his decision to seek re-election to the
Board at the AGM on 8 June 2012.
The Board is fully satisfied that the Company greatly benefits from the diverse skill and broad commercial experience that other Directors
bring to the Company and, accordingly, with the exception of P Connolly, the Board recommends, as appropriate, the election and
re-election of the other Directors, comprising J Osborne, V Crowley, D Buggy, L Lanz, F Murray, D Reid Scott and L Gaffney.
Senior independent Director
The Board has appointed Baroness M Jay as the Senior Independent Director. Baroness M Jay is available to shareholders who may have
concerns that cannot be addressed through the Chairman, Chief Executive or Chief Financial Officer.
accountability and audit
Under Irish company law, the Directors are responsible for the preparation of the financial statements and these responsibilities are
outlined in detail under the heading Statement of Directors Responsibilities on pages 38 to 39.
internal control
The Directors acknowledge that they are responsible for the Groups systems of internal controls and for reviewing their effectiveness.
This review is carried out with the assistance of the Audit Committee.
An ongoing process, in accordance with the guidance of the Turnbull Committee on Internal Control, has been established for identifying,
evaluating and managing risks faced by the Group, and is reviewed regularly by the Board. This process was in place for the year ended
31 December 2011 and was also in place at the date of this report. The risk management process and systems of internal control are
designed to manage rather than eliminate the risk of failure to achieve the Groups strategic objectives. It should be recognised that such
systems can only provide reasonable and not absolute assurance against material misstatement or loss.
Risk assessment and evaluation take place as an integral part of the annual planning and budgeting process, the results of which are
reviewed by senior management and the Board. In addition to work performed by the Internal Audit function, a co-ordinated annual
programme of risk and control self-assessment is also carried out and the results of this are reported to the Audit Committee. This process
had regard to the material risks that could affect the Groups business. The Boards annual review of the effectiveness of internal control,
advised by the Audit Committee, has been based on that programme.

27

corPorate GoVernance rePort (CONTINUED)


report from the audit committee
members of the committee
The Audit Committee is comprised of three independent non-executive Directors. The members of the Committee are:
L Lanz (Chairman);
F Murray (appointed 26 April 2012); and
D Reid Scott (appointed 3 February 2012).
The terms of reference of the Committee are available from the Company Secretary and on the Companys website at inmplc.com.
role and responsibilities
The Committees functions include the following:
to monitor the integrity of the financial statements of the Company and any formal announcements relating to its financial
performance;
to review the consistency of, and any changes to, accounting policies;
to review the methods used to account for significant or unusual transactions where different approaches are possible;
to review the clarity of disclosure in the Companys financial reports;
to review the effectiveness of the Companys internal controls and risk management systems and to review the statements to be
included in the Annual Report concerning internal controls and risk management; and
to monitor and review the external auditors independence, objectivity and effectiveness, taking into account professional and
regulatory requirements.
meetings
The Committee held seven meetings during the year. Members of management attended each meeting and the external auditors attended
as appropriate. The Committee met separately with the external auditors, without members of management present.
Financial Statements
The Committee reviewed the annual and condensed interim financial statements and the related Stock Exchange announcements with
management. The Committee received and discussed in detail reports from the external auditors on the annual and condensed interim
financial statements and any accounting or judgemental issues requiring Audit Committee attention.
In particular the Audit Committee considered and discussed with management the following significant matters:
Going Concern (note 1). The Groups consolidated financial statements are prepared on the going concern basis. The Committee noted
that the Group was compliant with its banking covenants during 2011 and is budgeting to be both profitable and cash generative in
2012. The Committee noted that in early 2012 the Group sought and received agreement from the Groups banks to amend the Groups
Bank Facilities to provide for financial covenant headroom up to and including June 2013 and to reschedule 28m of the December 2012
facility reduction. The Committee reviewed and discussed the amendments with management along with the stress-testing of forecasts
and the Committee is satisfied that the Group can continue to adopt the going concern basis in preparing the financial statements.
Exceptional Items (note 7). The Committee reviewed the Groups accounting policy in relation to the classification of exceptional
items. The Committee agrees that the separate disclosure of such items is relevant to a better understanding of the Groups financial
performance. Included in exceptional items in 2011 are non-cash impairment charges of 96.4m of which 87.2m related to impairment
charges on intangible assets in the Island of Ireland. The Committee reviewed and agreed the methodology used in arriving at these
charges. In addition, the Groups share of associates and joint ventures exceptional charges amounted to 29.5m of which 25.7m
related to a non-cash impairment charge in APN News & Media Limited. Exceptional items also included a net exceptional tax credit
of 30.8m. The exceptional tax credit primarily relates to the recognition of a deferred tax asset in relation to previously unrecognised
trading tax losses, the recognition of capital and other tax losses which reduce the deferred taxation liability on the Groups Balance
Sheet in relation to the Groups mastheads and a tax credit in relation to impairment charges with respect to intangible assets. The
Committee discussed these matters with management and the Committee is satisfied with the separate disclosure of this item.
Annual Audit Plan. The Committee reviewed the 2011 Audit Plan in detail with management and with the external auditors and the
Committee approved the plan.
internal control and internal audit
The Committee reviewed the Groups systems of internal control and the ongoing process for identifying, evaluating and managing risks
faced by the Group. The Committee reviewed and approved the statement to be issued in the Annual Report concerning internal control
and risk management.
The Committee received and reviewed periodic internal audit reports and agreed any actions arising therefrom. The Committee agreed
the internal audit plan for 2011. The Committee also considered the adequacy of the internal audit resource.
The importance of risk management is embedded within all levels and functions of the Groups activities. All significant business units and
regional corporate offices are required on a semi-annual basis to review the key risks facing their business.
Local management within these business units are also required to assess whether these key risks are being satisfactorily mitigated or
whether further action is required. The results of these self assessments are collated by internal audit and submitted in a report which is
presented to both the regions and Group for review.

28

corPorate GoVernance rePort (CONTINUED)


report from the audit committee (continued)
internal control and internal audit (continued)
The Audit Committee receives annually a detailed report arising from this risk self-assessment process for review. In Australasia, APN
News & Media Limited has an internal audit function which reports to its Audit Committee.
In addition, management advised the Audit Committee of the detailed weekly financial reporting requirements for each region to Group
head office. These reports, which are reviewed in detail at Group head office, include a comparison of actual results against budget and
against last year with detailed explanations of significant variances.
The Group Chief Executive Officer, Group Chief Financial Officer and the Group Chief Operating Officer visited each regional head office
and conducted detailed reviews with local executives. In addition, quarterly Executive Committee meetings, chaired by the Group Chief
Executive Officer, were conducted with regional management to assess business and operational performances and market conditions.
external auditor objectivity and independence
The Committee is required to explain how, if the auditors provide non-audit services, auditor objectivity and independence is safeguarded.
The Committee reviewed the total fees (audit and non-audit) paid to the auditors in 2011 and assessed the fees paid for non-audit services.
The Committee discussed this with the auditors. The auditors have described how auditor independence is managed in their firm and
also confirmed that they complied with all regulatory and ethical guidelines in this matter. The Committee was satisfied with the
explanations received.

relations with Shareholders


The Group attaches considerable importance to open and regular shareholder communications and has a well-established investor
relations function. There is regular dialogue with institutional investors, as well as detailed presentations and roadshows after the
announcement of interim and final results. This dialogue is primarily with key executive Directors who meet institutional investors regularly
throughout the year and participate in broker/investment conferences. The non-executive Directors are informed of any significant
shareholder concerns. The Annual Report is made available to all shareholders either by post or on the Companys website and results
announcements, together with detailed investor presentations, are published on the Companys website at inmplc.com. The website
contains additional information for investors which is regularly updated.
At the Companys AGM, the Chairman and the Group Chief Executive Officer make presentations and all Directors are available to answer
questions on any aspect of the Groups strategy, business and performance during the prior year.
Arrangements have been made for the 2011 Annual Report and AGM notice to be available to shareholders at least 20 working days before
the meeting and for the level of proxy votes cast on each resolution, and the numbers for and against, to be announced at the meeting.
The details of the levels of votes cast will be announced to the Dublin and London Stock Exchanges and will also be published on the
Companys website at inmplc.com. This years AGM will be held at Citywest Hotel, Saggart, Dublin 24 at 11am on 8 June 2012.

corporate Social responsibility


The Group is committed to acting in the best interests of all its stakeholders: customers; employees; suppliers; and shareholders
(see Corporate Social Responsibility statement on page 14).
The Board has a Committee with responsibility for corporate social responsibility. The terms of reference of the Committee are available
from the Company Secretary and on the Companys website at inmplc.com.
The members of the Committee are:
Baroness M Jay (Chairman); and
V Crowley.
employment
The Group is committed to equal opportunity of employment and all employment decisions are based on merit, qualifications and abilities.
The Group is committed to providing a working environment that is free from all forms of discrimination and harassment. Many of the
Groups employees are represented by trade unions and any such trade unions are recognised by the Group. At a minimum, all Group
companies are required to comply with all applicable local legislation in employment matters.
health and Safety
The Group is committed to creating and maintaining a safe and healthy working environment for all employees. This includes providing
appropriate training to enable employees perform their work safely and effectively. All Group companies are required, at a minimum,
to comply with all applicable local legislation in this area.
Social, community and environmental
The Group supports a wide variety of charitable organisations by making financial contributions and by providing editorial coverage. The
Group provides significant editorial coverage and support for environmental and health issues, with the Groups South African company
particularly supportive of campaigns to highlight the HIV/AIDS issues. The Group is committed to supporting best practice and complying
with all relevant legislation in relation to the production of its products and to environmental issues. The Group is in regular dialogue with
suppliers in relation to new products and processes, and environmental issues are considered in the decision-making process.

29

remUneration rePort
The Remuneration Committee is comprised of three independent non-executive Directors. The members of the Committee are:
Baroness M Jay (Chairman);
L Lanz; and
F Murray.
The Committee held one meeting during the year and all the members were present at that meeting.
The purpose of the Committee is to assist the Board in fulfilling its responsibilities to the Company and its shareholders by determining
and agreeing with the Board the framework of Board policy for the remuneration of the Companys Chief Executive, Chairman of the
Board, executive Directors and such other members of the executive management as it is designated to consider.
INMs record of long-term performance, operational consistency and a track record of executive retention are directly connected to how
the Company compensates its executive management. The Remuneration Committees ongoing work is designed to align the interests
of executive Directors with all shareholders and to give executive Directors the appropriate incentive to perform at the highest levels,
rewarding consistent, strong performance. A full copy of the terms of reference of the Committee is available from the Company Secretary
and on the Companys website at inmplc.com.
The Committees functions include:
determining the remuneration of the Chairman of the Board;
determining the remuneration of the Chief Executive;
determining, in consultation with the Chief Executive, the remuneration of the executive Directors and other members of the
executive management;
satisfying itself that remuneration is competitive so as to attract, retain and incentivise key personnel; and
advising on the share option scheme (or other share-based incentives), determining eligibility to participate therein and the granting
of options (or other share-based incentives).
The remuneration of non-executive Directors is determined by the Chairman of the Board and the executive Directors and is regularly
referenced to other media companies in its peer group. Such remuneration consists of a basic fee of 45,000 (2010: 45,000) payable to
each non-executive Director and additional fees are payable based on participation on Board sub-committees. There was no increase in
individual Director basic fees in 2011. Non-executive Directors emoluments are detailed on page 33.
total non-executive Directors emoluments amounted to 568,000 in 2011 (2010: 585,000).
Non-executive Directors of INM receive no additional remuneration from the Company apart from a Directors fee. Non-executive
Directors are not eligible to participate in the Groups share option scheme. None of the remuneration of the non-executive Directors is
performance related. Non-executive Directors fees are not pensionable and non-executive Directors are not eligible to join any Group
pension plan.
Remuneration for executive Directors consists of basic salary, potential for performance-related annual bonus (short-term incentive plan),
participation in a share option scheme (long-term incentive plan) as warranted, pension benefits and a company car. Executive Directors
do not receive any separate fees for serving as a Director of any Group company or of any company where the Director is nominated by
the Company. Executive Directors emoluments are detailed on page 32.
total executive Directors emoluments amounted to 1,423,000 in 2011 (2010: 1,683,000).

Basic Salary
Salaries for executive Directors are reviewed annually. In December 2008, the executive Directors voluntarily agreed to a 10% reduction in
their annual salaries with effect from 1 January 2009.
In December 2011, again in recognition of the ongoing challenging economic circumstances, the executive Directors agreed to accept
salary reductions of 5% from 1 January 2012.

Performance-related annual Bonus (Short-term incentive Plan)


Annual incentive compensation or performance-related annual bonus is tied to clear performance objectives, both financial and
individual, and is the primary mechanism by which the Company rewards performance.
The Remuneration Committee approved a new short-term incentive plan in 2011, based on the achievement of defined financial metrics.
The annual Short-Term Incentive Plan (STIP) provides for a performance incentive payable in cash, based on the achievement of
specific Company financial performance criteria and individual executive performances, as agreed by the Board, as recommended by
the Remuneration Committee.
The STIP comprises of two performance assessments: (i) financial and (ii) individual, which are weighted as to 75% and 25% respectively.
No payments under the STIP will be payable to any executive in any circumstances in which the annual Target Operating Profit1 is not
achieved. In addition, 40% of any award will be deferred in cash for one year.

1.

Operating Profit (before exceptional items) including any bonus payable

30

remUneration rePort (CONTINUED)


Performance-related annual Bonus (Short-term incentive Plan) (continued)
Eligibility for the STIP is based on the Target Operating Profit for that year as approved by the Board of Directors. Operating Profit
performance has been selected as the most suitable performance measure to maintain focus on underlying earnings growth.
(i)

The following table details the awards payable under the STIP based on the financial assessment:
Financial achievement
Attainment of Target Operating Profit
At least equal to +2.5% over Target Operating Profit
At least equal to +5.0% over Target Operating Profit
At least equal to +7.5% over Target Operating Profit
At least equal to +10.0% over Target Operating Profit

Percentage of base salary payable


50% of base salary payable
Additional 10% of base salary payable
Additional 15% of base salary payable
Additional 20% of base salary payable
Additional 25% of base salary payable

The maximum bonus award under the STIP is therefore 75% of base salary, based on a minimum 10% over-achievement of the Target
Operating Profit.
(ii) In addition, an individual bonus payment of up to 25% (of base salary) may be payable to executive management based on their
individual performance, based on strategic objectives defined by the Chief Executive at the commencement of the trading year, in
conjunction with the Remuneration Committee. Such discretionary/individual performance criteria may relate to the achievement of
strategic initiatives (for example: project management, market share, etc.). However, no individual incentive payments will be payable
to any executive, if the Target Operating Profit performance is not achieved.
Any award under the STIP will be payable as soon as practical following the completion of the audit for the particular year. Executives who
leave the Group will not usually be entitled to any part of a STIP for that year. In total, the maximum bonus payment payable under the
STIP in any given year is 100% of basic annual salary.
There were no bonus payments under the STIP for the year ended 31 December 2011.

Share option Scheme (long-term incentive Plan)


The Group operates a share option scheme for Directors and executives which was approved by the shareholders on 12 June 2009.
The percentage of share capital which can be issued under the scheme and the individual grant limits comply with the guidelines
published by the Irish Association of Investment Managers (IAIM). First tier options cannot be exercised before the expiry of three years
from the date of grant and second tier options cannot be exercised before the expiry of five years from the date of grant.
Share options are granted to executive Directors and executive management of the Group to encourage key management to build, over
time, a shareholding in the Company which is material to their net worth. The Committee believes that this long-standing incentive policy
has been instrumental in motivating and retaining the quality of senior management required to optimally manage a successful business.
Share options are offered on a phased basis and all employees are encouraged to hold their options beyond the earliest exercise date.
On 30 December 2010, the executive Directors (and key senior executive management) voluntarily agreed to cancel their full share option
entitlements, as it was extremely unlikely that the share options would ever be exercisable. As these option entitlements were cancelled,
INM engaged with the IAIM in respect of the issue of future options and the maximum number of shares for which options to subscribe
may be granted over three and ten year periods. The IAIM agreed that INM can exclude these cancelled options from the calculation of
the percentage of share capital which can be issued under the proposed scheme over three and ten year periods.
The IAIM agreed that these cancelled options can be excluded from the calculation of the total options granted to an executive where the
limit is such that the exercise price of any options granted to the executive cannot, when added to the exercise price of all other options
granted within the previous ten years, exceed eight times his annual salary as defined in the share option plan.
In June 2011 the Remuneration Committee proposed a range of amendments to the 2009 Share Option Scheme and these amendments
were approved by shareholders at the AGM on 3 June 2011. This amended Share Option Plan is the basis for the Long-Term Incentive Plan
(LTIP).
The percentage of share capital which can be used under the amended scheme complies with the guidelines published by the IAIM.
The maximum number of shares for which options to subscribe may be granted cannot, within the 10 years prior to such grant, exceed 10%
of the issued share capital of the Company and cannot, within the three years prior to such grant, exceed 3% of the issued share capital of
the Company.
The exercise price of any options granted to an executive cannot, when added to the exercise price of all other options granted within the
previous 10 years (excluding those share options forfeited on 30 December 2010), exceed eight times his annual salary as defined in the
share option plan. In addition, the maximum grant of options in any one year cannot exceed 100% of the executives annual basic salary.
The granting of options will be equally divided between first tier and second tier options.

31

remUneration rePort (CONTINUED)


Share option Scheme (long-term incentive Plan) (continued)
Details of the exercise criteria and vesting schedule are as follows:
exercise criteria
The LTIP is based on two performance measures, being a combination of earnings per share (EPS) and total shareholder return (TSR).
30% of the options are subject to the EPS measure over three or five years as appropriate and 70% of the options are subject to the TSR
measure over three or five years as appropriate. If the options do not meet the performance criteria as described, the options will lapse.
In order for any First Tier Options to vest, the EPS must have increased by 5.0% compound in excess of the increase in the Consumer Price
Index (CPI) over the three financial years beginning in the year in which the options are granted, and the TSR must be greater than the
median TSR over the same period (or as near as practical) for those companies listed in the FTSE 350 Media Index of the London Stock
Exchange (based on the published audited accounts of those companies).
In order for any Second Tier Options to vest, the EPS must have increased by 7.5% in excess of the increase in the CPI compound over
the five financial years beginning in the year in which the options are granted, and the TSR must be greater than the median TSR over the
same period (or as near as practical) for those companies listed in the FTSE 350 Media Index of the London Stock Exchange (based on the
published audited accounts of those companies).
Vesting Schedule
The following tables summarise the performance hurdles on which awards under the LTIP will be based:
earnings per Share measure representing 30% of ltiP
compound annual ePS Growth
First tier: 3 Year
less than CPI plus 5.0% per annum
between CPI plus 5.0% and
CPI plus 7.5% per annum

compound annual ePS Growth


Second tier: 5 Year
less than CPI plus 7.5% per annum
between CPI plus 7.5% and
CPI plus 10.0% per annum

amount Vesting
0% vesting
50% to 100% vesting (pro rata)

total Shareholder returns measure representing 70% of ltiP


relative to FtSe 350 media index tSr
Below median
Median + to upper quartile
Above upper quartile

amount Vesting
0% vesting
25% to 100% vesting (pro rata)
100% vesting

Notwithstanding that the Target Operating Profit and individual performance targets under the STIP, or the TSR and EPS conditions under
the LTIP, may be satisfied, the Remuneration Committee retains an overriding discretion to disallow the vesting of awards, in full or in part,
if in its opinion, the Companys underlying financial performance or total shareholder return, or both, has been unsatisfactory during the
relevant performance period.
There were no share options granted in 2011.

Pension Benefits
Pension benefits for executive Directors are based on basic salary only. The Company provides defined benefit or defined contribution
plans for executive Directors.
The Company currently operates a Defined Benefit pension scheme. Under the terms of the pension scheme executives accrue pension
entitlements of 1/60th of salary for each year of service with the Company up to a maximum of 40/60ths at age 65.
The rules of the pension scheme are currently being reviewed and the defined benefit pension benefits may be capped at a percentage of
existing basic salary and any further pension benefits may be provided by way of a defined contribution pension plan. Implementation of
a pension restructuring is delayed pending further clarification of recently announced Government policy in relation to pensions.
In addition, the Finance Act 2006 effectively introduced a cap on pension provision by imposing a substantial tax charge on pension
assets for individuals above a value of 5 million at 31 December 2005. The cap was subsequently reduced to 2.3 million with effect from
7 December 2010.
In view of this change, the Remuneration Committee reviewed the pension arrangements for executive Directors and the Committee
agreed to offer the executives the option of (a) continuing with the existing arrangements, or (b) entering a new arrangement by electing
to accept that the pension fund would be limited to the cap and instead receive a taxable non-pensionable payment to be agreed with the
Company, in lieu of further pension benefits.

32

remUneration rePort (CONTINUED)


Service contracts
There are no service contracts between Directors (executive and non-executive) and the Company with notice periods of more than
12 months.

emoluments executive Directors


Pension1
000

2011
audited
total
000

2010
Audited
Total
000

Salary
000

Bonus
000

Benefits
in kind
000

750
444

27
25

101
76

878
545

1,036
647

total for 2011

1,194

52

177

1,423

total for 2010

1,195

54

434

1,683

executive Directors
GK OReilly2
DJ Buggy

1.

In 2011 the employer pension contribution was changed to reflect the normal cost of providing the current promised pension benefit
of 1/60th of salary for each year of service (2010 on the same basis would have been 156,000).

GK OReilly served as a non-executive Director of a number of companies during 2011 and he retained Directors fees totalling
30,543 in respect of these appointments. GK OReilly resigned as a Director and Chief Executive Officer with effect from 19 April
2012 and the Company paid GK OReilly 1,870,000 under the terms of a compromise agreement. V Crowley was appointed a
Director and Chief Executive Officer with effect from 19 April 2012.

Pensions executive Directors


Benefits Under Defined Benefit Schemes
Pension benefits attributable to existing executive Directors:
increase in
accrued pension
during the year
000

transfer value
of the decrease in
accrued pension
000

2011
audited
total accrued
pension
000

2010
Audited
Total accrued
pension
000

GK OReilly
DJ Buggy

10
6

(7)
(4)

232
112

216
103

total for 2011

16

(11)

344

total for 2010

10

(1,418)

319

33

remUneration rePort (CONTINUED)


emoluments non-executive Directors
a
000

b
000

2011
audited
total
000

37
7
45
22
45
45
45
45
41
45

92
22
5
3

5
20
20
12
12

129
29
50
25
45
50
65
65
53
57

158

37
50
45
50
65
65
65
50

total for 2011

377

191

568

total for 2010

393

192

585

non-executive Directors
Dr. B Hillery (retired 24/10/11)
J Osborne (appointed 24/10/11)
B Braun
L Buckley (retired 02/06/11)
P Connolly
L Gaffney
Baroness M Jay
L Lanz
B Mulroney (retired 24/11/11)
F Murray
D Reid Scott (appointed 19/12/11)

a.
b.

2010
Audited
Total
000

Basic Directors Fee


Chairman of the Board and Committees and membership of Committees

Pensions non-executive Directors


Pensions payable to past Directors during the current financial year amounted to 29,222 (2010: 35,387).

Further information
Total Directors remuneration for the year amounted to 1,991,000, 568,000 for services as Directors of INM and 1,423,000 for other
services (2010: 2,268,000, 585,000 for services as Directors of INM and 1,683,000 for other services).

Payments to Former executive Directors


In 2011 the Group paid 616,000 (2010: 3,094,572) in respect of the entitlements of two former executive Directors.

Directors and company Secretary and their interests


The interests of the Directors and Company Secretary of Independent News & Media PLC in office at 31 December 2011 in the share capital
of Independent News & Media PLC and APN News & Media Limited at the beginning (or date of appointment, if later) and end of the year
are set out in the table following.
The Company has a policy on dealing in shares that applies to all Directors. This policy adopts the terms of the Model Code as set out in
the Listing Rules published by the UK Listing Authority and the Irish Stock Exchange. Under this policy Directors are required to obtain
clearance from the Company before dealing in INM shares. Directors are prohibited from dealing in INM shares during designated close
periods and at any other time when they are in possession of Inside Information (as defined by the Market Abuse (Directive 2003/6/EC)
Regulations 2005).

34

remUneration rePort (CONTINUED)


Directors and company Secretary and their interests (continued)
interests in Share capital:
Independent News & Media PLC
Ordinary Shares of 0.35 each
at 31 December
2011

At 31 December
2010

375,388
129,330
64,285
142,857
142,857

3,590
3,114

375,388
129,330
64,285
142,857
142,857

3,590
3,114

861,421

861,421

25,292

25,292

Beneficial
J Osborne
GK OReilly1
DJ Buggy
B Braun
P Connolly
L Gaffney
L Lanz
Baroness M Jay
F Murray
D Reid Scott
Company Secretary
A Donagher
1.

GK OReilly resigned as a Director and Chief Executive Officer with effect from 19 April 2012. V Crowley was appointed a Director and
Chief Executive Officer with effect from 19 April 2012.

APN News & Media Limited


Ordinary Shares of A$0.40 each
at 31 December
2011

At 31 December
2010

20,000

20,000

Beneficial
GK OReilly*

* GK OReilly resigned as non-executive Chairman of APN News & Media Limited with effect from 19 April 2012.
interests in Share options:
The Executive Directors and the Company Secretary do not have any share options.
The market price of Ordinary Shares of 0.35 each was 0.21 at 31 December 2011 and ranged from 0.639 to 0.20 during the year.
Details of outstanding options in the Company are given in note 25 to the financial statements.
The Directors and Company Secretary and their families had no other beneficial interests in the shares of the Company or any subsidiary
undertaking of the Company at 31 December 2011, other than interests in Independent News & Media PLC and APN News & Media Limited
as noted above.
Full details of Directors shareholdings and options are included in the Register of Directors Interests.
Post Year end
There have been no changes in any of the above interests between 31 December 2011 and 25 April 2012 other than the following:
On 25 April 2012, J Osborne purchased 50,000 ordinary shares; and
On 25 April 2012, V Crowley purchased 150,000 ordinary shares and now holds 315,639 ordinary shares.

35

DirectorS rePort
The Directors have pleasure in submitting their report and financial statements for the year ended 31 December 2011.

Principal activities
The principal activities of the Group during 2011 continued to be the printing and publishing of national, metropolitan, provincial and
regional newspapers in Australia, the Island of Ireland, New Zealand and South Africa. The Group has leading radio operations in Australia
and New Zealand and leading outdoor advertising operations in Australia, New Zealand and South-East Asia. The Group also has online
operations across each of its principal markets.

results and Dividends


Loss of the Group attributable to equity holders of the parent was 40.6m.
No dividends were paid during the year.

research and Development


Certain of the Companys subsidiary undertakings are engaged in ongoing research and development aimed at improving production
processes and expanding product ranges. Further information in relation to product development is contained in the Operations Review
which appears on pages 8 to 13.

review of the Business


The Chairmans Statement, the Group Chief Executives Review, the Financial Review, the Operations Review, the Corporate Social
Responsibility statement and the Environmental Sustainability statement sections of the Annual Report provide a review of the Groups
business for 2011, including comments on key performance and operational indicators, and a general outlook for 2012.

risks and Uncertainties


There is an ongoing process for the identification, evaluation and management of the significant risks faced by the Group. See Corporate
Governance Report on pages 22 to 28 which discusses the Groups systems of internal control and the ongoing process for identifying,
evaluating and managing risks faced by the Group. The principal risks and uncertainties are set out below.
liquidity
As detailed in note 1, the Groups Bank Facilities contain certain covenant tests, which have to be assessed quarterly. Failure of a covenant
test would render the facilities in default and repayable on demand at the option of the banks if an amendment or waiver is not granted
by the banks in advance. While the Group has successfully renegotiated certain elements of its Bank Facilities in 2012, to ensure that
sufficient financial covenant and liquidity headroom is available to the Group for a period of at least one year from the date of approval
of these financial statements, the Group is engaged in ongoing discussions with the Groups banks in relation to its ongoing refinancing
requirements thereafter, including capital repayments in June and December 2013 and the maturity of the Bank Facilities in May 2014.
The Group recognises that the current uncertain economic environment and the turmoil in financial markets gives rise to a level of
uncertainty with respect to the Groups ability to meet its future financial covenants and to continue to access financing facilities on
commercially acceptable terms.
However, the Directors are working on a proactive basis with the banks, with the objective of refinancing the Bank Facilities well in
advance of their maturity in 2014. While there can be no certainty that refinancing discussions with the banks will be successfully
concluded, the Groups banks remain supportive, with ongoing constructive discussions taking place as evidenced by the recent
amendments. The Directors are of the opinion that sufficient options and time are available to the Group to enable a satisfactory
refinancing of the Bank Facilities.
exposure to changes in the economies in which we operate and changing customer Spending Patterns
General economic conditions can positively or negatively affect the performance of the Groups businesses to some degree. The current
global economic outlook represents a significant risk to the Group. A significant proportion of the Groups revenue is derived from
advertising which has historically been cyclical, with companies spending less on advertising in times of economic slowdown. The global
advertising environment continues to be depressed due to weak economic activity. It is uncertain when the economies in which the Group
operates will emerge from the current economic recession and therefore the outlook for consumer advertising in the Groups markets
remains uncertain. The Groups commitment to investment in its core brands and products and the diverse nature of the Groups revenues
helps to reduce the effect of these fluctuations.

36

DirectorS rePort (CONTINUED)


risks and Uncertainties (continued)
the impact of technological and market changes
The Group operates in highly competitive environments that can be subject to rapid change. The Groups products and services, and their
means of delivery, are affected by technological innovations, changing legislation, competitor activity or changing customer behaviour.
A structural change in advertising markets resulting in significant advertising moving away from traditional products to the internet may
affect the Groups results both positively and negatively. Also, print media operations have been facing declining circulation numbers for
some time due to factors including, but not limited to, the proliferation of internet use. The Group continues to develop online strategies
to complement its products.
The Groups businesses are dependent on technology. Information systems are critical for the effective management and provision
of services around the Group. Disruption to the Groups information technology infrastructure could result in lost revenue. Business
continuity plans are in place for all significant businesses.
Political, economic and Social risks
The markets in which the Group operates may be affected by numerous factors, many of which are beyond the Groups control and the
exact effect of which cannot be accurately predicted. Within geographical markets, such factors include general economic and political
activities, including the extent of any governmental regulation and taxation. The Group could be adversely affected by changes in
economic, political, administrative, taxation or other regulatory factors, whether under Irish law or in any other jurisdictions in which the
Group may operate now or in the future.
environmental, health and Safety laws, regulations and Standards
The Group is subject to a broad range of laws, regulations and standards, including those relating to pollution, the health and safety of
employees, protection of the public, protection of the environment and the storage and handling of hazardous substances and waste
materials. These regulations and standards are becoming increasingly stringent. It is the Groups policy to require that all of its subsidiaries
comply with applicable laws, regulations and standards. However, violations of such laws, regulations and standards, in particular
environmental and health and safety laws, could result in restrictions on the operations of the Groups sites, damages, fines or other
sanctions and increased costs of compliance with potential reputational damage.
newsprint Price risk/Supply risk
Newsprint represents a significant cost within the Groups publishing operations. Newsprint price volatility is a factor facing all operators
in the print media industry and can influence a companys profitability significantly, depending on the prevailing economic conditions
at a particular time. In some instances it is possible that cover prices can be increased to offset newsprint price increases and thereby
maintain margins, although there can be no assurance that cover prices can be effectively increased. As the price of newsprint affects
all such operators in broadly equal terms, it does not tend to result in competitive advantage or disadvantage for any one participant in
that market. Newsprint prices are subject to volatility arising from variations in supply and demand. Generally, these variations are not
large but from time to time increases may be significant. The Groups newsprint requirements are monitored closely and where deemed
advantageous, long-term arrangements are agreed with suppliers to limit the potential for price volatility. The Group has a number of
newsprint suppliers to reduce dependency on any specific supplier.
employee retirement Benefit obligations
The Group operates a number of defined benefit pension schemes. Reported earnings may be adversely affected by changes in pension
costs and funding requirements due to lower than expected investment returns, changes in demographics and particularly longer life
expectancy. Although these are carefully monitored and there are regular reviews with trustees, there are a number of factors which are
outside the Groups control including bond yields, inflation rates, mortality and regulatory change.
The rules of the pension scheme are currently being reviewed and the defined benefit pension benefits may be capped at a percentage of
existing basic salary and any further pension benefits may be provided by way of a defined contribution pension plan. Implementation of a
pension restructuring is delayed pending further clarification of recently announced Government policy in relation to pensions.
taxation risk
The Group operates within many jurisdictions and earnings are therefore subject to taxation at differing rates across these jurisdictions.
Whilst endeavouring to manage its tax affairs in an efficient manner, due to an ever more complex international tax environment, there
will always be a level of uncertainty when provisioning for the Groups tax liabilities. There is also a risk of tax laws being amended by
authorities in the different jurisdictions in which the Group operates which could have an adverse effect on the Groups results. The Group
continually takes the advice of external experts to help minimise this risk.

37

DirectorS rePort (CONTINUED)


risks and Uncertainties (continued)
litigation
From time to time, by the nature of their business, newspapers are subject to libel or other types of litigation. Although the Groups
newspaper titles have procedures in place to attempt to limit the nature and extent of any exposure in this area and the Group also
makes provisions, where necessary, in this regard on an annual basis, there can be no assurance that litigation in the future will not
have a material adverse effect on the Groups business, results or financial condition.
Financial risks
Details of financial risks are given in note 32 to the financial statements.

events since the Year end


Information in respect of events since the year end as required by the Companies (Amendment) Act, 1986 is contained in the Operations
Review which appears on pages 8 to 13 and in note 39 to the financial statements.

related Party transactions


There have not been any contracts or arrangements with the Company or any subsidiary undertaking during the year in which a Director
of the Company was materially interested and which was significant in relation to the Companys business, except as detailed in note 34 to
the financial statements.

Substantial Shareholdings
The Company has been notified by Denis OBrien that he held 22.00%, by Sir Anthony OReilly that he held 13.30%, by IIU Nominees Ltd
that it held 5.75%, by Investec Asset Management Ltd that it held 5.05%, by Marathon Asset Management LLP that it held 5.02% and by
Pioneer Asset Management that it held 3.02% of the issued Ordinary Share capital of the Company at 25 April 2012.
As far as the Board is aware, other than the shareholdings set out above, no person or corporation held 3% or more of the Ordinary Share
capital of the Company at 25 April 2012.

Subsidiary, associate and Joint Venture Undertakings


Principal subsidiaries, associates and joint ventures are listed in note 36 to the financial statements.

european communities (takeover Bids (Directive 2004/25/ec)) 2006


As required by the European Communities (Takeover Bids (Directive 2004/25/EC)) 2006.
Particulars of the authorised and issued Ordinary Share capital of the Company are set out in note 24 to the financial statements.
Holders of Ordinary Shares are entitled:
to receive duly declared dividends in cash or, when offered, additional Ordinary Shares;
to receive notice of and to attend, speak and vote in person or by proxy, at general meetings having, on a show of hands, one vote,
and, on a poll, a vote for each Ordinary Share held;
to appoint a proxy to attend, speak and/or vote at general meetings;
to receive, 21 days at least before the Annual General Meeting, a copy of the Annual Report and Financial Statements; and
in a winding-up of the Company, and subject to payments of amounts due to creditors and to any holders of shares ranking in priority to
the Ordinary Shares, repayment of the capital paid up on the Ordinary Shares and a proportionate part of any surplus of the Company.
When served with notice from the Directors, shareholders are required to inform the Company in writing, not more than 14 days thereafter,
of the capacity in which the shareholder holds any Ordinary Shares and if the entire beneficial interest is not held, to furnish, so far as
the shareholder is aware, the name and address of any person having any beneficial interest in the Ordinary Shares. Where there is a
failure to furnish the information required, the Directors are entitled to resolve that the shareholder shall not be entitled to attend general
meetings nor to exercise voting rights attached to such Ordinary Shares and, if the shareholder holds 0.25 per cent or more of the issued
Ordinary Shares, the Directors are entitled to withhold any dividends payable on such Ordinary Shares and no transfer of such shares can
take place except through a Stock Exchange to a bona fide unconnected third party. Such sanctions will cease after not more than seven
days from the earlier of receipt by the Company of notice that the member has sold the Ordinary Shares to an unconnected third party or
satisfactory compliance with the notice served as provided for above.

38

DirectorS rePort (CONTINUED)


european communities (takeover Bids (Directive 2004/25/ec)) 2006 (continued)
There are no limitations in Irish law on the holding of the Ordinary Shares and transfers of Ordinary Shares require no approval save that
the Directors may decline to register a transfer of Ordinary Shares on which the Company has a lien or, in the case of a single transfer of
Ordinary Shares in favour of more than four persons jointly, upon notice to the transferee within two months after the lodgement of
such transfer.
Certificated Ordinary Shares are transferable upon production to the Companys Registrars of the original share certificate and the usual
form of stock transfer duly executed by the holder of the Ordinary Shares; Uncertificated Ordinary Shares are transferable in accordance
with the rules or conditions imposed by the operator of the relevant system which enables title to be evidenced and transferred without
a written instrument and in accordance with the Companies Act, 1990 (Uncertificated Securities) Regulations, 1996; Rights attaching to
Ordinary Shares remain with the transferor until the transferees name is entered on the Register of Members of the Company.
Where a person is appointed as proxy, the instrument of appointment must be received by the Company not less than 48 hours (or such
lesser time as the Directors may from time to time decide) before the meeting or adjourned meeting or, in the case of a poll, not less than
48 hours (or such lesser time as the Directors may from time to time decide) before the taking of the poll. The Articles may be amended
by a special resolution of the shareholders.
Directors are appointed by the shareholders in general meeting. No person, other than a Director retiring at a general meeting, is eligible
for appointment without a recommendation by the Directors unless, not less than 7 nor more than 21 days before the date of the general
meeting, written notice by a shareholder, duly qualified to be present and vote at the meeting, of the intention to propose the person for
election and notice in writing signed by the person of his willingness to act, shall have been given to the Company. The Directors may fill a
casual vacancy and any Director so appointed holds office only to the next Annual General Meeting following his appointment, when the
Director concerned shall retire, but shall be eligible for re-appointment at that meeting. One third of the Directors, for the time being, are
obliged to retire from office at each Annual General Meeting on the basis of the Directors who have been longest in office since their last
appointment. From 2011 the Group has agreed to a policy of annual re-election of all Directors.
The Board of Directors is responsible for the management of the business of the Company and may exercise all the power of the
Company subject to the provisions of the Companys Memorandum and Articles of Association. The powers relating to the issuing, buying
back and reissuing of Ordinary Shares are included in the Articles of Association. A copy of the Articles is available on request from the
Company Secretary.

treasury Shares
The total number of shares held as Treasury Shares at 31 December 2011 was 5,597,077 (2010: 5,597,077).

Going concern
After making enquiries the Directors confirm that they have a reasonable expectation that the Group has adequate resources to continue
in operational existence for the foreseeable future. For this reason they continue to adopt the going concern basis in preparing the
financial statements. See note 1 of the financial statements for further information.

corporate Governance
During the year ended 31 December 2011, the Group was compliant with the Principles and Provisions of the UK Corporate Governance
Code June 2010 and the provisions of the Irish Corporate Governance Annex in relation to the membership of the Audit Committee and
the Remuneration Committee.

Statement of Directors responsibilities


The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable laws and
regulations.
Irish company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have
prepared the Group and Parent Company financial statements in accordance with International Financial Reporting Standards (IFRS)
as adopted by the European Union (EU). The financial statements are required by law to give a true and fair view of the state of affairs of
the Company and the Group and of the profit or loss of the Group.
In preparing these financial statements the Directors are required to:



select suitable accounting policies and then apply them consistently;


make judgements and estimates that are reasonable and prudent;
state that the financial statements comply with IFRS as adopted by the EU; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue
in business.

39

DirectorS rePort (CONTINUED)


Statement of Directors responsibilities (continued)
The Directors confirm that they have complied with the above requirements in preparing the financial statements.
The Directors are also required by applicable law and the Listing Rules issued by the Irish Stock Exchange, to prepare a Directors Report
and reports relating to Directors remuneration and corporate governance. In accordance with the Transparency (Directive 2004/109/EC)
Regulations 2007 (the Transparency Regulations), the Directors are required to include a management report containing a fair review of
the business and a description of the principal risks and uncertainties facing the Group.
The Directors are responsible for keeping proper books of account which disclose with reasonable accuracy at any time the financial
position of the Company and enable them to ensure that the financial statements comply with the Companies Acts, 1963 to 2009, and,
as regards the Group financial statements, Article 4 of the IAS Regulation.
They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities. The measures taken by Directors to secure compliance with the Companys
obligation to keep proper books of account are the use of appropriate systems and procedures and the employment of competent
persons. The books of account are kept at the registered office of the Company.
A copy of these financial statements will be published on the Companys website at inmplc.com. The maintenance and integrity of
the Independent News & Media PLC website is the responsibility of the Directors. Legislation in Ireland governing the preparation and
dissemination of financial statements may differ from legislation in other jurisdictions.

Directors Statement Pursuant to the transparency regulations


Each of the Directors, whose names are listed on page 18, confirms that to the best of each persons knowledge and belief:
the financial statements, prepared in accordance with IFRS as adopted by the EU, give a true and fair view of the assets, liabilities and
financial position of the Company and the Group and of the loss of the Group; and
the Annual Report includes a fair review of the development and performance of the business and the position of the Company and
Group, together with a description of the principal risks and uncertainties that they face.

auditors
The Auditors, PricewaterhouseCoopers, will be re-appointed in accordance with Section 160(2) of the Companies Act, 1963.
on behalf of the Board
Vincent C Crowley
Dnal J Buggy
27 April 2012

40

inDePenDent aUDitorS rePort to the memBerS oF


inDePenDent newS & meDia Plc
We have audited the Group and Parent Company financial statements (the financial statements) of Independent News & Media PLC
for the year ended 31 December 2011 on pages 42 to 118, which comprise the Group Income Statement, the Group and Parent Company
Balance Sheets, the Group and Parent Company Cash Flow Statements, the Group Statement of Comprehensive Income, the Group
and Parent Company Statements of Changes in Equity and the related notes. These financial statements have been prepared under
the accounting policies set out on pages 51 to 61. We have also audited certain information that is so described on pages 32 to 33 of the
Remuneration Report.

respective responsibilities of Directors and auditors


The Directors responsibilities for preparing the Annual Report, the Remuneration Report and the financial statements, in accordance
with applicable Irish law and International Financial Reporting Standards (IFRS) as adopted by the European Union, are set out in the
Statement of Directors Responsibilities.
Our responsibility is to audit the financial statements and the part of the Remuneration Report to be audited in accordance with relevant
legal and regulatory requirements and International Standards on Auditing (UK and Ireland). This report, including the opinion, has been
prepared for, and only for, the Companys members as a body in accordance with Section 193 of the Companies Act, 1990 and for no other
purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this
report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
We report to you our opinion as to whether the Group financial statements give a true and fair view, in accordance with IFRS as adopted
by the European Union. We report to you our opinion as to whether the Parent Company financial statements give a true and fair view,
in accordance with IFRS as adopted by the European Union, as applied in accordance with the provisions of the Companies Acts, 1963 to
2009. We also report to you whether the financial statements and the part of the Remuneration Report to be audited have been properly
prepared in accordance with Irish statute comprising the Companies Acts, 1963 to 2009, and, as regards the Group financial statements,
Article 4 of the IAS Regulation. We state whether we have obtained all the information and explanations we consider necessary for the
purposes of our audit, and whether the Parent Company Balance Sheet is in agreement with the books of account. We also report to you
our opinion as to:
whether the Company has kept proper books of account;
whether the Directors Report is consistent with the financial statements; and
whether at the Balance Sheet date there existed a financial situation which may require the Company to convene an Extraordinary
General Meeting of the Company. Such a financial situation may exist if the net assets of the Company, as stated in the Parent Company
Balance Sheet, are not more than half of its called-up share capital.
We also report to you if, in our opinion, any information specified by law or the Listing Rules of the Irish Stock Exchange regarding
Directors remuneration and Directors transactions is not disclosed and, where practicable, include such information in our report.
We are required by law to report to you our opinion as to whether the description in the Corporate Governance Report of the main
features of the internal control and risk management systems in relation to the process for preparing the Group financial statements is
consistent with the Group financial statements. In addition, we review whether the Corporate Governance Report reflects the Companys
compliance with the nine provisions of the UK Corporate Governance Code and the two provisions of the Irish Corporate Governance
Annex specified for our review by the Listing Rules of the Irish Stock Exchange, and we report if it does not. We are not required to
consider whether the Boards statements on internal control cover all risks and controls, or form an opinion on the effectiveness of the
Groups corporate governance procedures or its risk and control procedures.
We read the other information contained in the Annual Report and consider whether it is consistent with the audited financial statements.
The other information comprises only the Chairmans Statement, the Chief Executives Review, the Financial Review, the Operations
Review, the Corporate Social Responsibility Statement, the Environmental Sustainability Statement, the Corporate Governance Report,
the Directors Report and the unaudited part of the Remuneration Report. We consider the implications for our report if we become
aware of any apparent misstatements or material inconsistencies within the financial statements. Our responsibilities do not extend to
any other information.

Basis of audit opinion


We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) 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 and the
part of the Remuneration Report to be audited. It also includes an assessment of the significant estimates and judgments made by
the Directors in the preparation of the financial statements, and of whether the accounting policies are appropriate to the Groups and
Companys 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 and the part of the Remuneration Report
to be audited 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.

41

inDePenDent aUDitorS rePort to the memBerS oF


inDePenDent newS & meDia Plc (CONTINUED)
opinion
In our opinion:
the Group financial statements give a true and fair view, in accordance with IFRS as adopted by the European Union, of the state of the
Groups affairs as at 31 December 2011 and of its loss and cash flows for the year then ended;
the Parent Company financial statements give a true and fair view, in accordance with IFRS as adopted by the European Union, as
applied in accordance with the provisions of the Companies Acts, 1963 to 2009, of the state of the Companys affairs as at
31 December 2011 and of its cash flows for the year then ended; and
the financial statements and the part of the Remuneration Report to be audited have been properly prepared in accordance with the
Companies Acts, 1963 to 2009, and, as regards the Group financial statements, Article 4 of the IAS Regulation.
We have obtained all the information and explanations which we consider necessary for the purposes of our audit. In our opinion proper
books of account have been kept by the Company. The Parent Company Balance Sheet is in agreement with the books of account.
In our opinion the information given in the Directors Report on pages 35 to 39 is consistent with the financial statements and the
description in the Corporate Governance Report of the main features of the internal control and risk management systems in relation to
the process for preparing the Group financial statements is consistent with the Group financial statements.
The net assets of the Company, as stated in the Parent Company Balance Sheet on page 46, are more than half of the amount of its calledup share capital and, in our opinion, on that basis there did not exist at 31 December 2011 a financial situation which under Section 40(1) of
the Companies (Amendment) Act, 1983 would require the convening of an Extraordinary General Meeting of the Company.
John Dillon
for and on behalf of Pricewaterhousecoopers
chartered accountants and Statutory audit Firm
Dublin
27 april 2012

42

GroUP income Statement


Year ended 31 December 2011
Before
exceptional exceptional
items
items*
total
notes
m
m
m
revenue

558.0

operating profit/(loss)

75.5
20.1

Share of results of associates and joint ventures


Finance income/costs:
Finance income
Finance costs

Year Ended 31 December 2010


Before
Exceptional Exceptional
Items
Items*
Total
m
m
m

558.0

626.4

(96.1)

(20.6)

82.6

(29.5)

(9.4)

2.9

2.9

1.3
(34.9)

1.4
(49.6)

1.4
(49.6)

(32.7)

626.4
49.9

4
1.3
(34.9)

Profit/(loss) before taxation

62.0

(125.6)

(63.6)

37.3

(32.7)

4.6

(8.2)

30.8

22.6

(8.6)

8.8

0.2

Profit/(loss) for the year from continuing


operations
Profit for the year from discontinued operations

53.8

(94.8)

(41.0)

28.7
85.9

(23.9)
21.2

4.8
107.1

Profit/(loss) for the year

53.8

(94.8)

(41.0)

114.6

(2.7)

111.9

Taxation (charge)/credit

0.4

Attributable to non-controlling interests

54.2

Attributable to equity holders of the parent


(loss)/earnings per ordinary share (cent)
Continuing operations
Discontinued operations**
Total operations Basic & Diluted

(94.8)

0.4

(62.9)

4.6

(58.3)

(40.6)

51.7

1.9

53.6

12
(7.4c)

1.0c
9.6c

(7.4c)

10.6c

* Note 7.
** Discontinued operations: this represents the results of APN for 2010 which, under accounting standards, were deemed to be a
discontinued operation in 2010 even though INMs shareholding in APN remained unchanged at that time. With effect from 2011
onwards, INMs share of APNs results is reported as part of Share of Results of Associates and Joint Ventures. See note 26 for
further details.

on behalf of the Board


Vincent C Crowley
Dnal J Buggy

43

GroUP Statement oF comPrehenSiVe income


Year ended
Year ended
31 December 31 December
2011
2010
notes
m
m
(loss)/profit for the year

(41.0)

111.9

(3.4)
(0.4)

189.6

(32.2)
3.6
(1.5)

(10.5)
0.5
(1.2)

other comprehensive (expense)/income for the year, net of tax

(33.9)

178.4

total comprehensive (expense)/income for the year

(74.9)

290.3

attributable to:
Non-controlling interests
Equity holders of the parent

(0.4)
(74.5)

173.3
117.0

(74.9)

290.3

(74.9)

116.6
173.7

(74.9)

290.3

other comprehensive (expense)/income


Currency translation adjustments
Share of other comprehensive income/(expense) of associates
Retirement benefit obligations:
Actuarial losses
Movement on deferred tax asset
Losses relating to cash flow hedges/available-for-sale financial assets

Continuing operations
Discontinued operations

on behalf of the Board


Vincent C Crowley
Dnal J Buggy

35
22

44

GroUP Balance Sheet


31 December 31 December
2011
2010
notes
m
m
assets
non-current assets
Intangible assets
Property, plant and equipment
Investments in associates and joint ventures
Deferred tax assets
Available-for-sale financial assets
Trade and other receivables

175.9
134.2
263.6
44.9
4.1
2.1

277.2
142.3
286.9
28.8
11.9
1.9

624.8

749.0

5.3
54.0
0.8
14.4

6.0
70.2
0.4
15.6

74.5

92.2

699.3

841.2

93.0
2.0
40.3
2.8
12.1

103.5
3.6
31.7
3.5
15.2

150.2

157.5

400.9
147.0
4.5
2.6

16.9

457.5
132.0
23.3
2.0
1.1
15.7

571.9

631.6

total liabilities

722.1

789.1

net (liabilities)/assets

(22.8)

52.1

194.6
680.2
(897.8)

194.6
685.2
(825.6)

(23.0)

54.2

current assets
Inventories
Trade and other receivables
Derivative financial instruments
Cash and cash equivalents

13
14
15
22
16
19

18
19
17
29

total assets
liabilities
current liabilities
Trade and other payables
Current income tax liabilities
Borrowings
Derivative financial instruments
Provisions for other liabilities and charges

non-current liabilities
Borrowings
Retirement benefit obligations
Deferred taxation liabilities
Other payables
Derivative financial instruments
Provisions for other liabilities and charges

equity
capital and reserves attributable to companys equity holders
Share capital
Other reserves
Retained losses

non-controlling interests
total equity
on behalf of the Board
Vincent C Crowley
Dnal J Buggy

20
20
23
17
21

23
35
22
17
21

24

0.2
(22.8)

(2.1)
52.1

45

GroUP Statement oF chanGeS in eQUitY

At 31 December 2009
Profit for the year
Other comprehensive
income/(expense)
Issue of share capital
Issue of equity
non-controlling
interest
Share based payment
Deconsolidation of APN
Cancellation of
deferred shares
Dividends
non-controlling
interests

Share
capital
capital currency
option conversion redemption translation
reserve
reserve
reserve
reserve
m
m
m
m

Share
capital
m

Share
Premium
m

396.6

572.8

8.6

4.5

17.7

10.6

(219.7)

2.8
(1.3)

equity
noninterest of controlling
Parent
interests
m
m

other*
m

retained
losses
m

(189.4)

11.2

(849.5)
53.6

(45.2)
53.6

590.6
58.3

545.4
111.9

103.5

(10.8)

(29.3)

63.4
28.3

115.0

178.4
28.3

(0.2)

(46.5)

(0.3)

(0.4)

(0.6)
2.8
(48.1)

15.3

(748.3)

14.7
2.8
(796.4)

219.7

(33.0)

(33.0)

at 31 December 2010

194.6

583.4

10.1

4.5

219.7

54.2

(2.1)

52.1

Loss for the year


Other comprehensive
expense
Arising on acquisition
of non-controlling
interest
Share based payment
Dividends
non-controlling
interests

(0.4)

(41.0)

0.3

at 31 December 2011

194.6

583.4

10.4

4.5

219.7

(132.6)

(3.8)

(136.4)

total
m

0.1

(825.6)

(40.6)

(40.6)

(28.6)

(33.9)

(33.9)

(3.0)

(3.0)
0.3

2.8

(0.2)
0.3

(0.1)

(0.1)

(1.5)

(1.4)

(897.8)

(23.0)

0.2

(22.8)

* 2011: Other of (1.4m) includes cash flow hedging reserve (2.0m) and available-for-sale financial assets reserve 0.6m. (2010: Other of
0.1m includes cash flow hedging reserve (4.2m) and available-for-sale financial assets reserve 4.3m).

on behalf of the Board


Vincent C Crowley
Dnal J Buggy

46

comPanY Balance Sheet


31 December 31 December
2011
2010
notes
m
m
assets
non-current assets
Investments in subsidiary undertakings

549.4

579.2

591.0
3.9

903.1
9.2

594.9

912.3

1,144.3

1,491.5

468.2

456.7

total liabilities

468.2

456.7

net assets

676.1

1,034.8

current assets
Trade and other receivables
Cash and cash equivalents

19
29

total assets
liabilities
current liabilities
Trade and other payables

equity
capital and reserves attributable to companys equity holders
Share capital
Other reserves
Retained losses
total equity

on behalf of the Board


Vincent C Crowley
Dnal J Buggy

20

24

194.6
841.7
(360.2)
676.1

194.6
863.8
(23.6)
1,034.8

47

comPanY Statement oF chanGeS in eQUitY

Share
capital
m

Share
Premium
m

Share
option
reserve
m

capital
capital
nonconversion redemption Distributable
reserve
reserve
reserve
m
m
m

retained
losses
m

total
m

At 31 December 2009
Total comprehensive income
Issue of share capital
Share based payment
Cancellation of deferred shares
Transfer from capital reserve

396.6

17.7

(219.7)

566.1

10.6

7.1

2.8

4.5

219.7

99.4

(46.4)

(142.5)
72.5

46.4

931.2
72.5
28.3
2.8

at 31 December 2010
Total comprehensive expense
Share based payment
Transfer from capital reserve

194.6

576.7

9.9

0.3

4.5

219.7

53.0

(22.4)

(23.6)
(359.0)

22.4

1,034.8
(359.0)
0.3

at 31 December 2011

194.6

576.7

10.2

4.5

219.7

30.6

(360.2)

676.1

The share premium reserve, share option reserve, capital conversion reserve, capital redemption reserve and non-distributable reserve
total 841.7m (2010: 863.8m). The non-distributable reserve primarily relates to profits arising on the sale of assets to a Group company.

on behalf of the Board


Vincent C Crowley
Dnal J Buggy

48

GroUP caSh Flow Statement


Year ended
Year ended
Year ended
Year ended
31 December 31 December 31 December 31 December
2011
2011
2010
2010
m
m
m
m
continuing operations
cash generated from operations (before cash exceptional items)
(note 28)
Exceptional expenditure
cash generated from operations
Income tax paid

76.3
(5.6)

79.4
(22.5)

70.7
(12.8)

56.9
(23.2)

cash generated by operating activities


cash flows from investing activities
Dividends received
Purchases of property, plant and equipment
Purchases of intangible assets
Proceeds from sale of property, plant and equipment
Purchase of subsidiary undertakings
Purchase of non-controlling interest in subsidiary undertaking
Disposal of associates and joint ventures
Purchases of associates and joint ventures
Advances to associates and joint ventures
Purchases of available-for-sale financial assets
Proceeds from sale of available-for-sale financial assets
Interest received

57.9

15.8
(4.1)
(2.8)
9.4
(0.4)
(0.2)
1.5
(0.2)
(0.5)
(0.1)
1.8
1.2

net cash generated by investing activities


cash flows from financing activities
Proceeds from issuance of ordinary shares
Interest paid
Proceeds from borrowings
Repayment of borrowings
Payments relating to finance lease liabilities
Dividends paid to non-controlling interests
net cash used in financing activities

33.7

14.7
(4.5)
(3.1)
0.2

76.5
(0.3)
(2.4)
(0.1)
0.2
1.3
21.4

82.5

(30.6)
7.5
(54.0)
(1.0)
(0.1)

28.3
(44.6)
14.5
(135.7)
(0.8)
(0.1)
(78.2)

(138.4)

net increase/(decrease) in cash and cash equivalents and bank


overdrafts in the year
Balance at beginning of the year
Foreign exchange (losses)/gains

1.1
11.3
(0.5)

(22.2)
32.0
1.5

cash and cash equivalents and bank overdrafts at end of the year

11.9

11.3

49

GroUP caSh Flow Statement (CONTINUED)


Year ended
Year ended
Year ended
Year ended
31 December 31 December 31 December 31 December
2011
2011
2010
2010
m
m
m
m
continuing operations (continued)
cash and cash equivalents and bank overdrafts at end of the year

11.9

11.3

aPn Discontinued operations*

cash generated from operations (before cash exceptional items)


(note 28)
Exceptional expenditure

173.3
(9.8)

cash generated from operations


Income tax paid

163.5
(11.0)

cash generated by operating activities


net cash used in investing activities
net cash used in financing activities

152.5
(31.5)
(94.8)

net increase in cash and cash equivalents and bank overdrafts


in the year

26.2

Balance at beginning of the year


Foreign exchange gains
Deconsolidation of APN at end of the year

20.6
1.8
(48.6)

aPn discontinued cash and cash equivalents and bank overdrafts


at end of the year

total operations
cash and cash equivalents and bank overdrafts at end of the year
(note 29)

11.9

11.3

* Discontinued operations represent the net cash flows of APN in 2010 which, under accounting standards, were deemed to be a
discontinued operation in 2010 even though INMs shareholding in APN remained unchanged at the time APN was deemed to be
a discontinued operation. From 2011 onwards, APNs cash flows are not reported as part of INMs cash flows except INMs share of
APNs dividends paid which are reported as part of dividends received within Investing Activities. In 2010 as a result of the change in
accounting treatment from subsidiary to associate at 31 December 2010, separate cashflows have been presented for continuing and
discontinued operations. Dividends received from APN in 2010 have been shown as part of the Groups continuing cashflows within
Investing Activities and have been shown as an outflow under financing in APN discontinued operations. APN has been treated as
an associate with effect from 31 December 2010.

on behalf of the Board


Vincent C Crowley
Dnal J Buggy

50

comPanY caSh Flow Statement


Year ended
Year Ended
31 December 31 December
2011
2010
notes
m
m
net cash used in operating activities

(0.5)

(1.1)

cash flows from investing activities


Interest received
Dividends received

0.1
21.3

0.1
15.0

net cash received from investing activities

21.4

15.1

cash flows from financing activities


Proceeds from issuance of ordinary shares
Interest paid
Repayment of borrowings
Movement on loans due to/from Group companies

(26.2)

28.3
(0.4)
(13.1)
(23.8)

net cash generated by financing activities

(26.2)

(9.0)

(5.3)
9.2

5.0
4.2

3.9

9.2

28

net (decrease)/increase in cash and cash equivalents and bank overdrafts in the year
Balance at beginning of the year
cash and cash equivalents and bank overdrafts at end of the year

on behalf of the Board


Vincent C Crowley
Dnal J Buggy

29

51

noteS to the Financial StatementS


1.

accounting Policies
The significant accounting policies adopted by the Group are set out below. These policies have been consistently applied to
all the years presented, unless otherwise stated.
Basis of Preparation and Going concern
In accordance with EU Regulations, the Group financial statements for the year ended 31 December 2011 have been
prepared in accordance with EU adopted International Financial Reporting Standards (IFRS) and IFRIC interpretations,
and with those parts of the Companies Acts, 1963 to 2009, and Article 4 of the IAS Regulation, applicable to companies
reporting under IFRS.
The Group consolidated financial statements have been prepared on the going concern basis, which assumes that the Group
will continue to be able to meet its liabilities as they fall due for the foreseeable future.
The Groups Bank Debt Facilities (the Bank Facilities), which were entered into in 2009, based upon a 4 year maturity of
May 2014, contain certain covenant tests, which have to be assessed quarterly, relating to Debt to EBITDA, EBITDA to Net
Interest and Cashflow Cover. Amounts of 439.3m in respect of these Bank Facilities are included within borrowings (note 23)
at 31 December 2011. Failure of a covenant test would render the facilities in default and repayable on demand at the option of
the banks if an amendment or waiver is not granted by the banks in advance.
The Group was compliant with its banking covenants during 2011 and is budgeting to be both profitable and cash generative
in 2012.
Given the impact of the global financial crisis and the continued difficult trading conditions within which the Group is
currently operating, the Board has undertaken a detailed review of the Groups anticipated future results and working capital
requirements, and subsequently stress-tested these. These detailed, bottom-up financial forecasts have been prepared by,
and reviewed with, each of the Groups major business units. The extent of this review reflects the still-uncertain economic
outlook, and the weakness in advertising revenues experienced during 2011. The forecasts reflect key assumptions, based on
information available to the Directors at the time of approval of these financial statements, and include:

Detailed monthly forecasting by business for FY12, reflecting trends experienced up to the date of preparation; and

Future advertising revenues for FY13-FY14 based on regional managements assessment of trends across individual
regions and principal operating units.

The critical assumptions underlying the forecast were then stress-tested to ensure sufficient financial covenant headroom
exists to cope with a reasonable level of negative movement in the key assumptions.
Having completed this forecasting process, the Group sought the consent of its banks in early 2012 to amend the Bank
Facilities to provide for financial covenant headroom up to and including June 2013, and to reschedule 28m of the December
2012 facility reduction. All of the Groups banks have agreed to these amendments to the Bank Facilities. The Directors expect
that the Group will meet these amended covenants under the Bank Facilities and consider that there is sufficient liquidity
available to the Group for a period of at least one year from the date of approval of these financial statements.
Separately, with the engagement of all its banks, the Group is now considering its future refinancing requirements
(including the capital repayments falling due in June and December 2013 and relevant covenants for the period post
June 2013), with the ultimate objective of refinancing the Bank Facilities in advance of their scheduled maturity in May 2014.
The Group recognises that the current uncertain economic environment and the turmoil in financial markets gives rise to
a level of uncertainty with respect to the Groups ability to meet its future financial covenants and to continue to access
financing facilities on commercially acceptable terms.
While there can be no certainty that refinancing discussions with the banks will be successfully concluded, the Groups
banks remain supportive, with ongoing constructive discussions taking place as evidenced by the recent amendments.
The Directors are of the opinion that sufficient options and time are available to the Group to enable a satisfactory
refinancing of the Bank Facilities.
After making due enquiries, the Directors have a reasonable expectation that the Group and Company will be able to operate
within the terms and conditions of the Groups financing facilities and has and will have adequate resources to continue in
operational existence for the foreseeable future. For this reason, the Directors continue to adopt the going concern basis in
preparing this financial information.
historical cost convention
This financial information has been prepared on the historical cost basis and the measurement at fair value of certain
financial instruments.

52

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


Basis of consolidation
The consolidated financial statements include the financial statements of the Company and its subsidiary undertakings.
(i)

Subsidiary undertakings are included in the financial statements from the date on which control over the operating
and financial policies is obtained and cease to be consolidated from the date on which control is transferred out of the
Group. Subsidiaries are all entities (including special purpose entities) over which the Group has the power to govern
the financial and operating policies. The existence and effect of potential voting rights that are currently exercisable or
convertible are considered when assessing whether the Group controls another entity. Control exists when the Group
has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain economic
benefits from its activities.

(ii) Non-controlling interests represent the proportion of the profit or loss and net assets of a subsidiary attributable to
equity interests that are not owned, directly or indirectly through subsidiaries, by the Parent Company. The Group
treats transactions with non-controlling interests as transactions with equity owners of the Group. For purchases from
non-controlling interests, the difference between any consideration paid and the relevant share acquired of the carrying
value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are
also recorded in equity.
(iii) Share issue programmes by subsidiaries in which the Group does not participate can give rise to changes in the Groups
shareholding. Gains or losses arising from a dilution in the Groups shareholding from such transactions are recognised
in equity where there is no change of control. Any difference between consideration paid and the relevant share of net
assets acquired when purchases of non-controlling interests are made is also reflected in equity.
(iv) A discontinued operation is a component of an entity that either has been disposed of, or is classified as held for
sale, and:
(a) represents a separate major line of business or geographical area of operations; or
(b) is part of a single co-ordinated plan to dispose of a separate line of business or geographical area of operations.
Under accounting standard IAS 27 the change in accounting treatment from subsidiary undertaking to associate
undertaking resulted in APN being deemed to be a discontinued operation in 2010 even though INMs shareholding in
APN remained unchanged and no disposal of shares had taken place.
(v)

When the Group ceases to have control, any retained interest in the entity is re-measured to its fair value at the date
when control is lost, with the change in carrying amount recognised in profit or loss. The fair value is the initial carrying
amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial
asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are
accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts
previously recognised in other comprehensive income are reclassified to profit or loss.

associates and Joint Ventures


Associates are entities, not being subsidiary undertakings or joint ventures, over which the Group has the ability to exercise
significant influence over the operating and financial policies. Joint ventures are entities which the Group jointly controls with
one or more entities/companies.
The Groups share of the results and net assets of associates and joint ventures are included based on the equity method
of accounting. The Groups share of its associates and joint ventures post-acquisition profits or losses is recognised in
the Income Statement and its share of post-acquisition movement in reserves is recognised in reserves. The cumulative
post-acquisition movements are adjusted against the carrying amount of the investment. The Group ceases to recognise its
share of post-acquisition losses when its investment in the relevant associate or joint venture has been written down to nil,
once the Group does not have a constructive or legal obligation to fund the associate or joint venture. The Groups investment
in associates and joint ventures includes goodwill identified on acquisition, net of any accumulated impairment loss. Losses
recognised under the equity method in excess of the investors investment in ordinary shares are applied to the other
components of the investors interest in an associate or joint venture in the reverse order of their seniority. The results of
associates and joint ventures are included from the effective date on which the Group obtains significant influence/joint
control and are excluded from the effective date on which the Group ceases to have significant influence/joint control.
The fair value of any investment retained in a former subsidiary shall be regarded as the cost on initial recognition of an
investment in an associate or joint venture.
Share issue programmes by associates and joint ventures in which the Group does not participate can give rise to changes
in the Groups shareholding. Gains or losses arising from a dilution in the Groups shareholding from such transactions are
recognised in the Income Statement within exceptional items.

53

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


exceptional items
The Group has adopted an Income Statement format which highlights significant items within the Groups results for the year.
Exceptional items are those items of income and expense that the Group considers are material and/or of such a nature that
their separate disclosure is relevant to a better understanding of the Groups financial performance. Judgement is used by the
Group in assessing the particular items which, by virtue of their materiality and/or nature, are disclosed in the Group Income
Statement and related notes as exceptional items. The tax element of exceptional items is included as exceptional tax.
Segmental reporting
During 2011, based on the internal reporting information provided, it was determined that there were the following reportable
segments: Island of Ireland Publishing, Island of Ireland Non-Publishing, South Africa Publishing and within associates
and joint ventures APN is disclosed separately. The key performance measure that was reviewed for these segments was
operating profit/(loss) before exceptional items. Exceptional items were reviewed at a Group level across different categories
and appear separately from the key performance measure reviewed by the Chief Operating Decision Maker (CODM).
Interest income and expense, share of result of associates and joint ventures (with the exception of significant associates
which are separately considered) and taxation were reviewed and considered by the CODM at a Group level only.
The Group continued to report its revenues and operating profit before exceptional items by geographical areas with
a further analysis of the geographical areas by class of business also provided. The Groups subsidiaries operate in two
geographical areas: Island of Ireland and South Africa. The Group previously operated in the United Kingdom and this
business was disposed of on 30 April 2010. Any transactions between reportable segments are on an arms length basis.
revenue recognition
Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for
goods and services provided in the normal course of business, net of discounts, returns and Value Added Tax. Where the
Group enters barter transactions to provide advertising services in exchange for receiving advertising services, the Group
recognises revenue from the advertising services provided once the advertising services exchanged are dissimilar and the
amount of revenue can be measured reliably.
Circulation and printing revenue is recognised when control of the goods passes to the buyer. Circulation revenue is net
of publication returns. Advertising revenue (net of agency commission) from publishing is recognised when a newspaper
or magazine is published. Online advertising revenue is recognised over the period that the advertisement is displayed.
Distribution revenue is recognised when the newspaper or magazine has been delivered.
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate over the
period to expected maturity.
Dividend income is recognised when the right to receive payment is established.
Property, Plant and equipment
Property, plant and equipment is stated at historical cost less accumulated depreciation and any recognised impairment
loss. Historical cost includes all expenditure that is directly attributable to the acquisition of the items. Cost will also include
transfers from equity of any gains/losses on qualifying cash flow hedges of foreign currency purchases of property, plant and
equipment. Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of
the item is depreciated separately.
Depreciation is charged so as to write off the cost of assets, other than land, over their estimated useful lives, using the
straight-line method as follows:
Buildings
Plant and equipment
Vehicles

40-100 years
3-25 years
4-6 years

The assets residual values and useful lives are reviewed, and adjusted if appropriate, at each Balance Sheet date.
Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when
it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be
measured reliably. All other repairs and maintenance are charged to the Income Statement during the financial year in which
they are incurred.
Borrowing costs directly attributable to the construction of property, plant and equipment are capitalised as part of the cost
of those assets.

54

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


leases
Leases of property, plant and equipment where the Group has substantially all of the risks and rewards of ownership are
classified as finance leases. Finance leases are capitalised at the outset of the lease at the fair value of the leased property,
plant and equipment or, if lower, at the present value of the minimum lease payments. Each lease payment is allocated
between the liability and finance charges so as to achieve a constant periodic rate of interest on the balance of the liability
outstanding. The interest element of the finance cost is charged to the Income Statement over the lease period so as to
produce a constant periodic rate of interest on the remaining balance of the liability for each period. Property, plant and
equipment acquired under finance leases are depreciated over a useful economic life consistent with that for depreciable
assets that are owned. If there is no reasonable certainty that title to the asset will transfer to the lessee at the end of the
lease period, the asset shall be depreciated over the shorter of the lease term and its useful life.
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as
operating leases. Payments made under operating leases, excluding contingent payments, are charged to the Income
Statement on a straight-line basis over the period of the lease.
intangible assets
(i)

Goodwill
Goodwill arising in respect of acquisitions completed prior to 1 January 2004 is included at its carrying amount as
recorded under Irish GAAP.
The Group recognises goodwill as of the acquisition date measured as the excess of (a) over (b) below:
(a)

the aggregate of:


(i) the consideration transferred measured in accordance with IFRS 3;
(ii) the amount of any non-controlling interest in the acquiree measured in accordance with IFRS 3; and
(iii) in a business combination achieved in stages, the acquisition-date fair value of the acquirers previously held
equity interest in the acquiree.

(b) the net of the acquisition date amounts of the identifiable assets acquired and the liabilities assumed measured in
accordance with IFRS 3.
Goodwill acquired in a business combination is recognised as an asset and is allocated, from the acquisition date, to
the respective cash generating units (CGUs) or groups of cash generating units that are expected to benefit from the
business combination in which the goodwill arose. Goodwill is reviewed for impairment at least annually. Any impairment
is recognised immediately in the Income Statement and is not subsequently reversed. Goodwill on acquisition of
subsidiaries is included in intangible assets. Goodwill on acquisition of associates and joint ventures is included in
investments in associates and joint ventures. When calculating gains and losses on the disposal of an entity, the carrying
value of goodwill relating to that entity is included in the carrying amount of the entity sold.
If tax losses of a company acquired in a business combination are recognised in a period subsequent to the period in
which the business combination took place, then the Group recognises acquired deferred tax benefits that it realises
after the business combination as follows:
(a)

Acquired deferred tax benefits recognised within the measurement period that result from new information about
facts and circumstances that existed at the acquisition date shall be applied to reduce the carrying amount of any
goodwill related to that acquisition. If the carrying amount of that goodwill is zero, any remaining deferred tax
benefits shall be recognised in profit or loss.

(b) All other acquired deferred tax benefits realised shall be recognised in profit or loss (or, if IAS 12 requires, outside
profit or loss).
(ii) mastheads, radio licences, transit and electronic Systems and Brands
All references to radio licences, transit and electronic systems and brands relate to the period up to 31 December 2010.
As at 31 December 2010, following the deconsolidation of APN there are no radio licences, transit and electronic systems
and brands on the Group Balance Sheet. An intangible asset shall be recognised if, and only if, it is probable that the
expected future economic benefits that are attributable to the asset will flow to the entity and the cost of the asset can
be measured reliably.
Mastheads, radio licences, transit and electronic systems and brands are initially recorded at cost. Where these assets
have been acquired through a business combination, cost will be the fair value allocated in acquisition accounting.

55

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


intangible assets (continued)
(ii) mastheads, radio licences, transit and electronic Systems and Brands (continued)
An intangible asset shall be regarded by the Group as having an indefinite useful life when, based on an analysis of all
of the relevant factors, there is no foreseeable limit to the period over which the asset is expected to generate net cash
inflows for the entity. Based on an analysis of relevant factors (such as the actions of competitors and typical product life
cycles), most of the Groups mastheads, radio licences, transit and electronic systems and brands are regarded as having
an indefinite useful life. This is supported by a range of factors including their proven value over long periods, their
sustainable position in the market and durability, because they are expected to maintain market share and profitability
over a long period. This is also supported by the barriers to entry that exist, the nature of competition in these industries,
the intellectual property rights and the quality of branding associated with these mastheads, radio licences, transit and
electronic systems and brands.
These mastheads, radio licences, transit and electronic systems and brands are subject to an annual impairment review
at CGU level to identify whether the carrying amount exceeds the recoverable amount.
A number of the Groups New Zealand radio licences were considered to have a finite economic life as they are due to
expire on 31 March 2031. Therefore during 2010, such licences were amortised on a straight-line basis to 31 March 2031.
With the deconsolidation of APN from 31 December 2010 (see note 26 for further details) these New Zealand radio
licences are no longer carried as intangible assets on the Groups Balance Sheet. Similarly, APNs mastheads, radio
licences, transit and electronic systems and brands were deconsolidated from the Groups Balance Sheet as at
31 December 2010.
Internally generated mastheads, radio licences, transit and electronic systems and brands are not capitalised and any
expenditure on such assets is charged to the Income Statement in the year in which the expenditure is incurred.
(iii) computer Software
Acquired computer software licences are capitalised as intangible assets on the basis of the costs incurred to acquire
and bring to use the specific software.
Costs that are directly attributable to the production of identifiable and unique software products controlled by
the Group, and that will probably generate economic benefits exceeding costs beyond one year, are recognised as
intangible assets. Directly attributable costs include software development, employee costs and an appropriate portion
of relevant overheads.
Computer software costs are amortised over their estimated useful lives (ranging in most cases from three to five years,
but up to 10 years where specific bespoke software has been developed which is expected to provide benefits over a
longer period). Other costs in respect of computer software are recognised as an expense as incurred.
Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are
included within equity as a deduction from the proceeds.
Where any Group company purchases the Parent Companys equity share capital (treasury shares), the consideration paid,
including any directly attributable incremental costs is deducted from equity attributable to the Parent Companys equity
holders until the shares are reissued. Where such shares are subsequently reissued, any consideration received, net of any
directly attributable incremental transaction costs, is included in equity attributable to the Parent Companys equity holders.
impairment of non-Financial assets
Assets that have an indefinite useful life are not subject to amortisation and are tested for impairment annually and whenever
there is an indication that the asset may be impaired. Assets that are subject to amortisation are reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
The impairment loss recognised is the amount by which the assets carrying amount exceeds its recoverable amount.
The recoverable amount is the higher of an assets fair value less costs to sell and value in use.
Where an asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable
amount of the CGU to which the asset belongs. A CGU is the lowest level for which there are separately identifiable cash
flows. Certain of the Groups intangibles are held centrally as these have arisen as a result of the Groups acquisitions. For the
purposes of carrying out impairment reviews at the individual CGU level, these centrally held intangibles are allocated to the
relevant CGU which appropriately reflects the history of the acquisition of these intangibles.

56

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


impairment of non-Financial assets (continued)
If an impairment loss is recognised for a CGU, it is allocated to reduce the carrying amount of the assets of the unit in the
following order:
(i) first, to reduce the carrying amount of any goodwill allocated to the CGU; and
(ii) then, to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
Business combinations
The Group availed of the IFRS 1 exemption in relation to business combinations and has not restated business combinations
prior to the date of transition to IFRS on 1 January 2004. The Group uses the acquisition method of accounting to account for
business combinations by the Group. The consideration transferred for the acquisition of a subsidiary is the fair values of the
assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred includes
the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition related costs are
expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination
are measured initially at their fair values at the acquisition date. On an acquisition-by-acquisition basis, the Group recognises
any non-controlling interest in the acquiree either at fair value or at the non-controlling interests proportionate share of the
acquirees net assets.
The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the
acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Groups share of the
identifiable net assets acquired is recorded as goodwill. If this is less than the fair value of the net assets of the subsidiary
acquired in the case of a bargain purchase, the difference is recognised directly in the Income Statement.
Intercompany transactions, balances and unrealised gains and losses on transactions between Group companies are
eliminated upon consolidation.
employee Benefits
(i)

Pension obligations
The Group operates a number of defined benefit and defined contribution plans, the assets of which are held in separate
trustee administered funds.
Defined contribution Plans
Contributions to defined contribution plans are recognised as an expense in the Income Statement as incurred.
Defined Benefit Plans
The pension costs relating to the Groups defined benefit pension schemes (both funded and unfunded schemes) are
assessed in accordance with the advice of independent qualified actuaries using the projected unit credit method.
In applying IAS 19 Employee Benefits, the Group has chosen the option to recognise all actuarial gains and losses in the
period that they occur. Such gains and losses are recognised in other comprehensive income.
The amount recognised in the Balance Sheet in respect of defined benefit pension plans is the present value of the
defined benefit obligation at the Balance Sheet date less the fair value of the plan assets.
The pension obligations are measured at the present value of the estimated future cash outflows, discounted using
interest rates of high quality corporate bonds in the currency in which the obligation is measured, which have terms to
maturity approximating the terms of the related liability. Plan assets are measured at bid values.
The amounts charged to the Income Statement in respect of defined benefit plans consist of current service cost,
interest cost (charged to operating profit), the expected return on any plan assets, the effect of any curtailments or
settlements and past service costs.
The Group recognises gains or losses on the curtailment or settlement of a defined benefit plan when the curtailment or
settlement occurs. The gain or loss on a curtailment or settlement comprises:
(a) any resulting change in the present value of the defined benefit obligation; and
(b) any resulting change in the fair value of the plan assets.
Past service costs (whether negative or positive) are recognised as an expense or as income over the average period
until the benefits vest, unless they are already vested, in which case the past service costs are recognised as either
income or an expense immediately.
Post-retirement medical aid
The Group also has post-retirement medical aid obligations in respect of certain employees. The expected costs of
these benefits are accrued over the period of employment, using the projected unit credit method and determined by
independent qualified actuaries.

57

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


employee Benefits (continued)
(ii) Share Based compensation
The Group operates an equity-settled share based compensation plan for Directors and executives.
In accordance with IFRS 1, the Group has elected to implement the measurement requirements of IFRS 2 in respect
of only those equity-settled share options that were granted after 7 November 2002 and that had not vested as at
1 January 2005.
The fair value of the employee services received in exchange for the grant of options is recognised as an expense over
the vesting period. The total amount to be expensed over the vesting period is determined by reference to the fair value
of the options granted at the grant date. At each Balance Sheet date, the Group revises its estimate of the number of
options that are expected to vest. It recognises the impact of the revision of original estimates, if any, in the Income
Statement and a corresponding adjustment to equity over the remaining vesting period. When share options are
cancelled, the Group accounts for the cancellation as an acceleration of vesting and therefore recognises immediately
the amount that otherwise would have been recognised for services received over the remainder of the vesting period.
The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and
share premium when the options are exercised.
The fair value of share options has been assessed using the Binomial Model. The 2009 scheme includes market and
performance conditions as described in note 25.
(iii) termination Benefits
Termination benefits are payable when employment is terminated before normal retirement date or whenever an
employee is expected to accept voluntary redundancy in exchange for these benefits. The Group recognises these
benefits when it is demonstrably committed to terminating the employment of current employees in line with a formal
plan, or providing termination benefits as a result of the expected take-up of an offer for voluntary redundancy.
inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in, first-out (FIFO)
method. Cost comprises cost of purchase, i.e. suppliers invoice price (net of discounts), with the addition of charges such as
freight or duty where appropriate.
Net realisable value comprises the actual or estimated selling price (net of discounts) less all costs to be incurred in marketing,
selling and distribution.
Dividends
Dividends are recognised as a liability in the financial statements in the period in which the dividends are approved. Proposed
dividends that are approved after the Balance Sheet date are not recognised as a liability at that Balance Sheet date but are
disclosed in a note to the financial statements.
taxation
The tax expense represents the sum of current and deferred tax.
Current tax is based on taxable profit for the year and is calculated using tax rates that have been enacted or substantively
enacted by the Balance Sheet date.
Deferred tax is provided, using the liability method, on temporary differences that exist at the Balance Sheet date.
A temporary difference is a difference arising between the tax base of all assets (except goodwill) and liabilities and their
carrying amounts in the financial statements. However, if the deferred tax arises from initial recognition of an asset or
liability in a transaction other than a business combination, that at the time of the transaction affects neither accounting nor
taxable profit or loss, it is not accounted for. Deferred tax is determined using tax rates (and laws) that have been enacted or
substantively enacted by the Balance Sheet date and are expected to apply when the related deferred tax asset is realised
or the deferred tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that future taxable
profit will be available against which the temporary differences can be utilised.
Deferred tax is provided on temporary differences arising on investments in subsidiaries, joint ventures and associates, except
where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary
difference will not reverse in the foreseeable future.
Tax income or expense is reported in the Income Statement if it relates to items that are reported in the Income Statement.
For items that are recognised in equity, the related tax is also recognised in equity.

58

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is more
likely than not that an outflow of resources will be required to settle the obligation and the amount can be reliably estimated.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined
by considering the class of obligations as a whole. Provisions include onerous contracts in which the unavoidable costs of
meeting the obligations under a contract exceed the economic benefits expected to be received under it.
Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a
pre-tax rate that reflects current market assumptions of the time value of money and the risks specific to the obligation.
Financial assets
The Group classifies its financial assets in the following categories: financial assets at fair value through profit or loss; loans
and receivables; and available-for-sale financial assets. Financial assets that meet the criteria to be designated as financial
assets at fair value through profit or loss, or loans and receivables, as listed below, are so designated, with all other financial
assets classified as available-for-sale financial assets. Management determines the classification of its financial assets at
initial recognition.
(i)

Financial assets at Fair Value through Profit or loss


Financial assets at fair value through profit or loss are financial assets that are classified as held-for-trading or financial
assets that the Group designates as at fair value through profit or loss on initial recognition. Derivative financial
instruments are always categorised as held-for-trading financial assets at fair value through profit or loss unless they
are accounted for as effective hedging instruments. The Group has not chosen to designate any other financial assets
within this category.

(ii) loans and receivables


Loans and receivables are non-derivative financial assets, with fixed or determinable payments that are not quoted in
an active market. They arise when the Group provides money, goods or services directly to a debtor with no intention of
trading the receivable. They are initially recognised at fair value and subsequently recorded at amortised cost. They are
included in current assets, except for maturities greater than 12 months after the Balance Sheet date. Those loans and
receivables with a maturity greater than 12 months are classified as non-current assets. Loans and receivables are
included in trade and other receivables in the Balance Sheet.
(iii) available-for-Sale Financial assets
Available-for-sale financial assets are non-derivative assets. They mainly include investments in equity securities
in which the Group does not have significant influence or control. They are included in non-current assets unless
management intends to dispose of the investment within 12 months of the Balance Sheet date.
Purchases and sales of available-for-sale financial assets are recognised on trade-date, the date on which the Group
commits to purchase or sell the asset. Available-for-sale financial assets are initially recognised at fair value plus
transaction costs. Available-for-sale financial assets are derecognised when the rights to receive cash flows from the
available-for-sale financial assets have expired or have been transferred and the Group has transferred substantially
all risks and rewards of ownership.
Available-for-sale financial assets are carried at fair value. Changes in the fair value of available-for-sale financial
assets are recognised in other comprehensive income. When available-for-sale financial assets are sold or impaired the
accumulated fair value adjustments, previously recognised in equity, are included in the Income Statement as gains and
losses. The fair values of quoted available-for-sale financial assets are based on current bid prices.
The Group assesses at each Balance Sheet date whether there is objective evidence that a financial asset or a group of
financial assets are impaired. In the case of equity securities classified as available-for-sale, a significant or prolonged
decline in the fair value of the security below its cost is considered in determining whether the securities are impaired.
If any such evidence exists on available-for-sale financial assets the cumulative loss, measured as the difference between
the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in
the Income Statement, is recognised in the Income Statement.
For available-for-sale financial assets, past impairment losses recognised in the Income Statement are not reversed
through the Income Statement when fair value increases. Subsequent increases in fair value that have the effect of
reversing earlier impairment losses are recognised in equity.

59

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


accounting for Derivative Financial instruments and hedging activities
Derivative financial instruments are mainly used to manage exposures to foreign exchange and interest rate risks.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured at their fair value. The Group designates certain derivatives as hedges of the variability in cash flow attributable
to a particular risk associated with assets and/or liabilities or highly probable forecast transactions (cash flow hedges).
The Group documents at the inception of the hedging transaction the relationship between hedging instruments and hedged
items, as well as its risk management objective and strategy for undertaking various hedge transactions. The Group also
documents its assessment, both at hedge inception and on an ongoing basis, of the effectiveness of the hedge in offsetting
changes in cash flows of hedged items. The fair value of a hedging derivative is classified as a non-current asset or liability if
the remaining maturity of the hedged item is more than 12 months and as a current asset or liability if the remaining maturity
of the hedged item is less than 12 months. Trading derivatives are classified as a current asset or liability.
(i)

cash Flow hedges


The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges
are recognised in equity. The gain or loss relating to the ineffective portion is recognised immediately in the Income
Statement. Amounts accumulated in equity are recycled to the Income Statement in the periods when the hedged item
affects profit or loss.
When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting,
any cumulative gain or loss existing in equity at that time is recognised in the Income Statement when the forecast
transaction to which it relates occurs. When a forecast transaction is no longer expected to occur, the cumulative gain
or loss that was reported in equity is immediately transferred to the Income Statement.

(ii) Derivatives at Fair Value through Profit or loss


Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of such derivative
instruments are recognised immediately in the Income Statement.
(iii) net investment hedges
Where foreign currency borrowings provide a hedge against a net investment in a foreign operation, foreign exchange
differences are taken directly to the currency translation reserve (being a separate component of equity). Cumulative
gains and losses remain in equity until disposal of the net investment in the foreign operation at which point the related
foreign exchange differences are transferred to the Group Income Statement as part of the overall gain or loss on sale.
Borrowings
Interest bearing loans and overdrafts are recognised initially at fair value, which is the proceeds received, net of transaction
costs. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction
costs) and the redemption value is recognised in the Income Statement over the period of the borrowings using the effective
interest method. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement
of the liability for at least 12 months after the Balance Sheet date.
cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held on call with banks, other short-term highly liquid investments
with maturities of three months or less at inception and bank overdrafts where a legal right of set-off exists. Bank overdrafts
where no legal right of set-off exists are shown within borrowings in current liabilities on the Balance Sheet.
trade receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective
interest method, less provision for impairment. The carrying amount of trade receivables is reduced through the use of
a provision for impairment when there is objective evidence that the Group will not be able to collect all amounts due
according to the original terms of receivables. Significant financial difficulties of the debtor, probability that the debtor will
enter bankruptcy or financial reorganisation and default in payments, are considered indicators that the trade receivable
is impaired. The amount of the provision is the difference between the assets carrying amount and the present value of
estimated future cash flows. The amount of the provision is recognised in the Income Statement.
trade Payables
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective
interest method.

60

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


Foreign currency translation
(i)

Functional and Presentation currency


The consolidated financial statements are presented in Euro, which is the Companys functional and presentation
currency. Items included in the financial statements of each of the Groups entities are measured using the currency that
reflects the primary economic environment in which the entity operates (the functional currency).

(ii) transactions and Balances


Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the
dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and
from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are
recognised in the Income Statement, except when deferred in equity as qualifying cash flow hedges or hedges of net
investments in foreign entities.
(iii) Group companies
The results and financial position of all of the Group entities and associates and joint ventures that have a functional
currency different from the presentation currency are translated into the presentation currency as follows:
(a)

assets and liabilities for each Balance Sheet presented are translated at the closing rate at the date of that
Balance Sheet;

(b) goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities
of the foreign entity and are translated at the closing rate;
(c)

income and expenses for each Income Statement are translated at average exchange rates; and

(d) all resulting exchange differences are recognised as a separate component of equity.
On consolidation, exchange differences arising from the translation of the net investment in foreign entities and of
borrowings and other currency instruments designated as hedges of such investments, are taken to equity. When the
Group disposes of its investment in a foreign entity, all cumulative exchange differences previously taken to equity are
recycled and booked as part of the gain or loss on disposal in the Income Statement.
Subsidiary Undertakings and intercompany loans
Shares in subsidiary undertakings are stated in the Parent Companys Balance Sheet at cost less provision for impairment.
Cost is adjusted to reflect changes in consideration arising from contingent consideration amendments. Intercompany loans
are payable on demand and are stated at cost less provision for impairment.
earnings Per Share
Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the year (excluding treasury shares). For diluted earnings per share, the
weighted average number of ordinary shares outstanding is adjusted to assume conversion of all potential dilutive options
over ordinary shares once the adjustment does not reduce a loss per share.
Basic and diluted earnings per share before exceptional items are presented in order to give a betterunderstanding of the
Groups financial performance.
non-current assets classified as held for Sale
The Group classifies a non-current asset (or disposal group) as held for sale if its carrying amount will be recovered principally
through a sale transaction rather than through continuing use. For this to be the case, the asset (or disposal group) must
be available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such
assets (or disposal groups) and its sale must be highly probable.
critical Judgements in applying the Groups accounting Policies
The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting assumptions.
It also requires management to exercise its judgement in the process of applying the Groups accounting policies.
The areas requiring a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to
the consolidated financial statements, relate primarily to accounting for income taxes, deferred income tax, retirement benefit
obligations, indefinite life intangible assets and exceptional items.

61

noteS to the Financial StatementS (CONTINUED)


1.

accounting Policies (continued)


critical Judgements in applying the Groups accounting Policies (continued)
(i)

Determination of Useful lives and assessment for impairment intangibles and other assets
Estimates of value in use or fair value are key judgemental estimates in the financial statements. A number of key
assumptions have been made as a basis for the impairment tests. In each case, these key assumptions have been made
by management reflecting past experience and are consistent with relevant external sources of information (see note 13
for further information).
An intangible asset shall be regarded by the Group as having an indefinite useful life when, based on an analysis of all
of the relevant factors, there is no foreseeable limit to the period over which the asset is expected to generate net cash
inflows for the entity. Based on an analysis of relevant factors (such as the actions of competitors and typical product
life cycles), most of the Groups mastheads are regarded as having an indefinite useful life. These mastheads are subject
to an annual impairment review at CGU level to identify whether the carrying amount exceeds the recoverable amount.
Deferred tax on indefinite life intangible assets is assessed on a sales basis.

(ii) exceptional items


The Group has adopted an Income Statement format which highlights significant items within the Groups results for
the year. Exceptional items are those items of income and expense that the Group considers are material and/or of
such a nature that their separate disclosure is relevant to a better understanding of the Groups financial performance.
Judgement is used by the Group in assessing the particular items which, by virtue of their materiality and/or nature,
are disclosed in the Group Income Statement and related notes as exceptional items.
(iii) accounting treatment of aPn news & media limited (aPn)
Up to 31 December 2010, INM owned 31.6% of APN and had the ability to cast the majority of votes at meetings of the
Board of Directors of APN and therefore treated APN as a subsidiary undertaking up to 31 December 2010. As explained
in note 26 there were a number of changes to the Board of Directors of APN as at 31 December 2010 and, as a result, INM
representatives on the Board of APN no longer comprised the majority on the APN Board. Therefore, from 31 December
2010, APN was no longer consolidated in INMs Group financial statements and instead, given that INM continued to
have significant influence over APN, INM accounts for its shareholding as an associate from that date.
As at 31 December 2011, INM carried its investment in APN on its Balance Sheet at an amount of 255.1m or A$1.68 per
APN share held. However, at 31 December 2011, the APN share price as listed on the Australian Stock Exchange was
only A$0.71 per share (value of INM stake was approx. 108m at 31 December 2011 and increased to approx. 123m at
24 April 2012). The carrying value of APN is supportable under IFRS based on a value in use basis. See note 26 for
further details.
Share issue programmes by APN in which the Group does not participate can give rise to changes in the Groups
shareholding in APN. Gains or losses arising from a dilution in the Groups shareholding in APN from such transactions
are recognised in the Income Statement within exceptional items of the Group.
(iv) income tax
The Group is subject to income taxes in numerous jurisdictions. Significant judgement is required in determining the
estimates in relation to the worldwide provision for income taxes. There are many transactions and calculations for
which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities
for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome
of these matters is different from the amounts that were initially recorded, such differences will impact the income tax
and deferred tax provisions in the period in which such determination is made.
(v) Deferred income tax
Deferred tax assets and liabilities require management judgement in determining the amounts to be recognised.
Significant judgement is used when assessing both the extent to which deferred tax assets should be recognised and
the amount to be recognised, with consideration given to the timing and level of future taxable income in the relevant
tax jurisdiction.
(vi) retirement Benefits
The determination of the pension cost and defined benefit obligation of the Groups defined benefit pension schemes
and its post-retirement medical aid obligation depends on the selection of certain assumptions which include, inter alia,
the discount rate, inflation rate, salary growth, longevity and expected return on scheme assets, all of which are key
judgements. Advice is sourced from independent actuaries in selecting suitable assumptions.

62

noteS to the Financial StatementS (CONTINUED)


2.

Group Financial Statements


The audited financial statements of the Parent Company and its subsidiary undertakings for the year to 31 December 2011 are
incorporated in the Group financial statements. The Groups share of results of joint ventures and associates is based on their
financial statements for the year to the end of December 2011. Certain Income Statement disclosures include both continuing
operations and discontinued operations, as required by the Companies Acts, 1963 to 2009.
The presentation currency of the Group financial statements is Euro and the functional and presentation currency of the
Parent Company, Independent News & Media PLC, is Euro. The Group financial statements are rounded to hundreds of
thousands. In certain instances, the comparative notes to the financial statements have been restated for consistency of
classifications adopted in 2011.

3.

analysis of operating Profit/(loss)


Before
exceptional
items
m
2011
Revenue
Cost of sales
Gross profit/(loss)
Distribution expenses
Administration expenses
Other operating expenses (net)*
operating profit/(loss)

2010
Revenue
Cost of sales
Gross profit/(loss)
Distribution expenses
Administration expenses
Other operating expenses (net)*
operating profit/(loss)
* Exceptional items include impairment charges of 96.4m (2010: 53.1m).

exceptional
items
m

total
m

558.0
(302.6)

(6.0)

558.0
(308.6)

255.4
(72.7)
(54.9)
(52.3)

(6.0)

(7.4)
(82.7)

249.4
(72.7)
(62.3)
(135.0)

75.5

(96.1)

(20.6)

626.4
(341.1)

(4.6)

626.4
(345.7)

285.3
(79.2)
(66.6)
(56.9)

(4.6)
(0.3)
(12.9)
(14.9)

280.7
(79.5)
(79.5)
(71.8)

82.6

(32.7)

49.9

63

noteS to the Financial StatementS (CONTINUED)


4.

5.

net Finance costs


2011
m

2010
m

Finance income
Finance costs

(1.3)
34.9

(1.4)
49.6

Net finance costs (note 23 and note 32)

33.6

48.2

2011
m

2010
m

224.7
162.2
171.1

256.2
180.8
189.4

558.0

626.4

revenue
An analysis of the Groups revenue for the year is as follows:

revenue from operating activities


Advertising revenues
Revenue from sale of newspapers and magazines
Revenue from distribution/commercial printing activities/education

64

noteS to the Financial StatementS (CONTINUED)


6.

Profit/(loss) for the Year


2011
m

2010
m

7.6
3.3
90.2

32.3
7.1
51.0

101.1

90.4

5.0

95.8
8.5

5.0

104.3

Group
Profit/(loss) for the year has been arrived at after charging:
Depreciation, amortisation and impairment
Depreciation (note 14)
Amortisation (note 13)
Impairment/Accelerated Depreciation (note 13 and note 14)

Operating lease rentals


Minimum lease payments*
Contingent rentals

* Includes 0.2m of sublease payments in 2011 (2010: 0.3m).


During the year, the Group obtained the following services from the Groups auditors, PricewaterhouseCoopers (PwC)
and others:

Statutory audit of Group accounts


PwC Ireland (statutory auditor)
PwC (other network firms)
other assurance services
PwC Ireland (statutory auditor)
PwC (other network firms)

2011
m

2010
m

0.2
0.7

0.3
0.7

0.2
0.1

0.2
0.1

1.2

1.3

In addition, fees were paid to PwC Ireland (statutory auditor to the Group) in respect of tax advisory services of 0.2m
(2010: 0.3m) and in respect of other non-audit services nil (2010: nil). Fees were paid to PwC (other network firms) in
respect of tax advisory services of 0.2m (2010: 0.1m) and in respect of other non-audit services of 0.1m (2010: 0.1m).
Fees paid to PwC network firms in respect of services provided to APN were 1.0m (2010: 0.9m) in respect of audit services,
0.1m (2010: 0.1m) in respect of other assurance services and 0.9m (2010: 0.7m) in respect of taxation advisory fees.
Fees of 0.3m (2010: 0.3m) were paid for audit services to APN other than to PwC.
During the year, the Company obtained audit services from the Groups auditors to the value of 33k (2010: 35k).

65

noteS to the Financial StatementS (CONTINUED)


7.

exceptional items
Exceptional items are those items of income and expense that the Group considers are material and/or of such a nature that
their separate disclosure is relevant to abetterunderstanding of the Groups financial performance.
2011
m

2010
m

(91.3)
(4.8)

(21.3)
(11.4)

(96.1)

(32.7)

Included in (loss)/profit before taxation are the following:


Impairment of assets and gains/(losses) on sale of assets
Restructuring charges
Share of associates and joint ventures exceptional items (net of tax and
non-controlling interests)

(i)
(ii)

(iii)

Net exceptional tax credit (note 8)


Discontinued operations* exceptional items (net of tax and non-controlling interest)
Exceptional items net of taxation and non-controlling interests

(iv)

(29.5)

30.8

8.8

25.8

(94.8)

1.9

* Discontinued operations in 2010 represent the exceptional items (net of tax and non-controlling interest) in respect of APN
which, under accounting standards, were deemed to be a discontinued operation in 2010 even though INMs shareholding in
APN remained unchanged. From 2011 onwards, INMs share of APNs exceptionals is reported as part of Share of Results of
Associates and Joint Ventures.
(i)

2011
Primarily relates to the following:
(a)

Non-cash impairment charges of 96.4m as follows:


1.

2.
3.
4.

87.2m due to non-cash impairment charges on intangible assets in the Island of Ireland. This impairment is as
a result of a number of factors, including the impact of the global financial crisis and the prolonged economic
downturn in the Island of Ireland and the resulting impact of these on the expected recovery of the advertising
markets in the Island of Ireland (note 13);
3.0m due to non-cash impairment charges on certain property, plant and equipment in the Island of Ireland
(note 14);
4.2m non-cash impairment charge on available-for-sale financial asset investments (note 16); and
2.0m non-cash impairment charge on investments in and loans to associates and joint ventures (note 15 and
note 19).

(b) 3.9m non-cash deemed disposal loss on the Groups investment in APN;
(c)

7.5m gain on the disposal of property, plant and equipment in the Groups South African business; and

(d) a net gain of 1.5m arising on other items.


2010
Primarily relates to the following:
(a)

a 45.4m gain which arose on the disposal of the Groups 13.5% stake in Jagran Prakashan Limited (India);

(b) a 14.8m net loss on the Groups disposal of The Independent and The Independent on Sunday in the
United Kingdom;
(c)

53.1m due to a non-cash impairment/accelerated depreciation charge, arising on certain property, plant and
equipment, intangible assets and on loans to associates and joint ventures; and

(d) a net gain of 1.2m arising on other items.

66

noteS to the Financial StatementS (CONTINUED)


7.

exceptional items (continued)


(ii) 2011
Primarily relates to the following:
(a)

Headcount restructuring charges of 3.8m across the Group;

(b) Onerous contracts of 9.1m, in respect of property, other assets across the Group and a contract entered into
with the London Independent in April 2010 on disposal of the Groups investment in that business which are now
onerous; and
(c)

a credit of 8.1m in respect of the Groups retirement benefit obligations arising on a curtailment gain of 6.9m in
South Africa and a negative past service cost of 1.2m in the Island of Ireland.

2010
Relates to restructuring charges (12.6m), a charge on the cancellation of share options previously granted to certain
employees (2.1m) and onerous contracts (11.2m) arising across the Group. It also includes a credit of 14.5m arising on
the Groups retirement benefit obligations.
(iii) 2011
Mainly relates to a non-cash impairment charge of 25.7m arising in APN News & Media Limited (APN) which primarily
relates to the New Zealand mastheads. This impairment is as a result of a number of factors, including the impact of the
Christchurch earthquakes on the New Zealand economy, the slower than expected recovery of the advertising markets
and the ongoing impacts of the global financial crisis. The remaining net cost of 3.8m mainly relates to restructuring
costs and asset write downs in APN and in the Star in Ireland.
(iv) 2010
Net gain of 21.2m (25.8m after non-controlling interests), comprises a fair value gain of 27.5m arising on the
deconsolidation of APN offset by 6.3m of exceptional items mainly relating to restructuring costs incurred within APN.

8.

taxation
2011
m

2010
m

Current tax
Deferred tax
Origination and reversal of temporary differences
Credit in respect of tax losses
Changes in tax rates
Over provision of current Corporation Tax in prior years

11.2

14.4

(2.0)
(29.6)
(1.1)
(1.1)

(10.7)
(0.6)
(2.4)
(0.9)

Taxation credit

(22.6)

(0.2)

67

noteS to the Financial StatementS (CONTINUED)


8.

taxation (continued)
The total tax charge for the year is different from the standard rate of Corporation Tax in Ireland of 12.5% (2010: 12.5%).
The differences are explained below:
2011
m

2010
(restated)*
m

(Loss)/profit before taxation


Less share of results of associates and joint ventures

(63.6)
9.4

4.6
(2.9)

(Loss)/profit of subsidiary undertakings before taxation

(54.2)

1.7

(6.8)

0.2

1.6
(18.8)
2.2
(1.1)
0.3

3.7
(4.8)
1.4
(0.9)
0.2

(22.6)

(0.2)

(Loss)/profit of subsidiary undertakings before taxation multiplied by standard rate of


Corporation Tax in Ireland of 12.5% (2010: 12.5%)

Effects of:
Income/expense subject to higher rate of tax than Irish statutory rate
Exceptional items with a higher/lower tax effect than Irish statutory rate
Income/expense subject to lower rate of tax than Irish statutory rate
Adjustments to tax in respect of previous years
Other

* 2010 figures restated to show share of results of associates and joint ventures as a separate reconciling item.
The 29.6m deferred tax credit in respect of tax losses primarily represents the following:
1.

The recognition of trading tax losses that were previously unrecognised as they now meet the recognition criteria to be
brought on to the Groups Balance Sheet. The recognition of these trading losses is the primary reason for the increase in
the Groups deferred tax asset on the Groups Balance Sheet from 28.8m at 31/12/2010 to 44.9m at 31/12/2011; and

2.

The recognition of capital and other tax losses which now meet the criteria to be recognised. The recognition of these
tax losses in the Income Statement is the primary reason for the decrease in the deferred taxation liability from 23.3m
at 31/12/2010 to 4.5m at 31/12/2011, as these losses offset the deferred taxation liability that was previously recognised
on the Groups Balance Sheet under IAS 12 in respect of the Groups mastheads.

Within the total tax credit of 22.6m (2010: 0.2m), a net credit of 30.8m (2010: 8.8m) is classified as exceptional tax.
The exceptional tax credit primarily relates to the recognition of a deferred tax asset in relation to previously unrecognised
trading tax losses, the recognition of capital and other tax losses which reduce the deferred taxation liability on the Groups
Balance Sheet in relation to the Groups mastheads and a tax credit in relation to impairment charges with respect to
intangible assets. The Group has unrecognised tax losses as at 31 December 2011 of 66.0m which have a tax value of 16.5m.
tax effect on items in Statement of comprehensive income
2011
m

2010
m

Retirement benefit obligations


Losses/gains relating to cash flow hedges/available-for-sale financial assets

3.6

0.5
0.1

Total tax effect

3.6

0.6

68

noteS to the Financial StatementS (CONTINUED)


9.

employees
The average number of persons employed by the Group (including executive Directors) during the year was as follows:

Printing, publishing, online, distribution and commercial printing*


Radio
Outdoor advertising

2011

2010

2,834

6,487
1,032
403

2,834

7,922

2011
m

2010
m

99.6
7.8
2.9
0.3

334.5
9.4
10.8
2.8

110.6

357.5

* Including Education business.


Staff costs (excluding termination payments see note 21) are comprised of:

Wages and salaries


Social welfare costs
Retirement benefit costs
Share based payment (note 25)

10.

Segmental reporting
Segment information is presented on the same basis as that used for internal reporting purposes. Operating segments
are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM).
The CODM has been identified as the Board of Directors. The reportable segments based on the internal reporting
information provided are listed in the table on the following page. The key performance measure that is reviewed for these
segments is operating profit/(loss) before exceptional items. Exceptional items are reviewed at a level higher than these
operating segments and appear as a reconciling item from the key performance measure reviewed by the CODM to the
IFRS result. Finance income and expense, share of result of associates and joint ventures (with the exception of significant
associates which are separately considered) and taxation are reviewed and considered by the CODM at a Group level only.
The Groups subsidiaries operate in two geographical areas: Island of Ireland and South Africa. The Group previously operated
in the United Kingdom and this business was disposed of on 30 April 2010.
The components of the Group whose operating results are regularly reviewed by the CODM to make decisions about the
allocation of resources, and in performance assessment are contained in the table on the following page. The Groups
Australasian operations were previously reported to the Board of Directors as part of the Groups subsidiaries operations.
However, with effect from 31 December 2010, the Groups investment in APN is treated as an associate and the results are
reported to the CODM as part of the Groups share of results of associates and joint ventures. Thus the results of the Groups
Australasian operations for 2010 have been restated to reflect this on a consistent basis.

69

noteS to the Financial StatementS (CONTINUED)


10.

Segmental reporting (continued)


2011
m
Island of Ireland Publishing
Island of Ireland Non-Publishing*

359.0
4.4

island of ireland total

United Kingdom total

47.4
(1.8)

21.1

194.6

common/Unallocated

55.5
(1.6)
45.6

399.1

South africa total

operating Profit/(loss)
(Before exceptional items)
2011
2011
2010
2010
(restated) (restated)
m
m
m
m

394.5
4.6
363.4

United Kingdom Publishing

South Africa Publishing

revenue
(3rd Party)
2011
2010
2010
(restated) (restated)
m
m
m

(5.3)

21.1
37.6

206.2
194.6

206.2

558.0

626.4

53.9

(5.3)
43.5

37.6

43.5

(7.7)

(9.5)

75.5

82.6

* Island of Ireland Non-Publishing contains the Education business.


Year ended 31 December 2011
Before
exceptional exceptional
items
items
m
m

total
m

Year ended 31 December 2010


(restated)
Before
Exceptional Exceptional
Items
Items
Total
m
m
m

operating profit/(loss)

75.5

(96.1)

(20.6)

82.6

(32.7)

49.9

Share of results of associates and joint


ventures (after tax and non-controlling
interests)
APN
Other associates and joint ventures

17.5
2.6

(28.2)
(1.3)

(10.7)
1.3

22.6
2.9

25.8

48.4
2.9

(33.6)

(48.2)

Net finance costs

(33.6)

(48.2)

Profit/(loss) before taxation

62.0

(125.6)

(63.6)

59.9

(6.9)

53.0

Taxation (charge)/credit

(8.2)

30.8

22.6

(8.6)

8.8

0.2

Profit/(loss) for the year

53.8

(94.8)

(41.0)

51.3

1.9

53.2

0.4

0.4

0.4

(40.6)

51.7

1.9

53.6

Attributable to non-controlling interests


Attributable to equity holders of
the parent

0.4

54.2

(94.8)

APNs revenues for the year ended 31 December 2011 were 754.5m (2010: 712.1m) and APNs operating profit before
exceptional items for the year ended 31 December 2011 was 121.0m (2010: 139.2m).

70

noteS to the Financial StatementS (CONTINUED)


10.

Segmental reporting (continued)


capital additions
(Property, Plant, equipment
and intangible assets)
2011
2010
(restated)
m
m
other Segment information
Island of Ireland Publishing
Island of Ireland Non-Publishing*

5.0
2.3

3.6
0.1

island of ireland total

7.3

3.7

South Africa Publishing

2.3

1.4

South africa total

2.3

1.4

common/Unallocated

0.1

0.2

total continuing operations

9.7

5.3

impairment
m

total
m

Depreciation amortisation
m
m
2011
Island of Ireland Publishing
Island of Ireland Non-Publishing*

6.5
0.1

2.9

90.2

99.6
0.1

island of ireland total

6.6

2.9

90.2

99.7

South Africa Publishing

0.9

0.4

1.3

South africa total

0.9

0.4

1.3

common/Unallocated

0.1

0.1

total continuing operations

7.6

3.3

90.2

101.1

2010 (restated)
Island of Ireland Publishing
Island of Ireland Non-Publishing*

7.0
0.2

3.3

44.4

54.7
0.2

island of ireland total

7.2

3.3

44.4

54.9

South Africa Publishing

1.4

0.6

6.6

8.6

South africa total

1.4

0.6

6.6

8.6

common/Unallocated

0.1

0.1

total continuing operations

8.7

3.9

51.0

63.6

* Island of Ireland Non-Publishing contains the Education business.


Third party revenue of 282.8m (2010: 310.2m) relates to Republic of Ireland and 275.2m (2010: 316.2m) to the rest of
the world. Within non-current assets (excluding deferred tax) of 579.9m (2010: 720.2m), 83.5m (2010: 88.5m) relates
to assets located in the Republic of Ireland.

71

noteS to the Financial StatementS (CONTINUED)


11.

(loss)/Profit Dealt with in the Parent company


Losses of 359.0m (2010: profits of 72.5m) have been dealt with in the financial statements of Independent News & Media
PLC, whose Income Statement, as permitted by Section 148(8) of the Companies Act, 1963 is not presented in these
financial statements and, as permitted by Section 7(1A) of the Companies (Amendment) Act, 1986, is not filed with the
Registrar of Companies.

12.

(loss)/earnings Per Share

(Loss)/Profit attributable to the equity holders of the parent:


Continuing operations
Discontinued operations*
Continuing operations:
Exceptional items (note 7)
Net exceptional tax credit (note 7)
Share of associate and joint ventures exceptional items (net of tax and
non-controlling interests)
Discontinued operations*:
Exceptional items (net of tax)
Non-controlling interests share of exceptional items (net of tax)

2011
m

2010
m

(40.6)

5.2
48.4

(40.6)

53.6

96.1
(30.8)

32.7
(8.8)

29.5

(21.2)
(4.6)

Profit before exceptional items

54.2

51.7

Profit before exceptional items attributable to the equity holders of the parent:
Continuing operations
Discontinued operations*

54.2

29.1
22.6

54.2

51.7

550,418,282

507,211,112

550,418,282

507,211,112

Weighted average number of shares outstanding during the year


(excluding treasury shares)**
Effect of:
Conversion of options
Diluted number of shares**
Basic/Diluted (loss)/earnings per share
Continuing operations
Discontinued operations*

(7.4c)

1.0c
9.6c

Total

(7.4c)

10.6c

Basic/Diluted earnings per share before exceptional items


Continuing operations
Discontinued operations*

9.8c

5.7c
4.5c

Total

9.8c

10.2c

* The results of APN, under accounting standards, are required to be shown separately as they are deemed to be a
discontinued operation in 2010 even though INMs shareholding in APN remains unchanged. From 2011 onwards,
INMs share of APNs results is reported as part of Share of Results of Associates and Joint Ventures. See note 26 for
further details.
** The average number of shares outstanding for 2010 has been adjusted to reflect the share consolidation (on a
one-for-seven basis) which took place in June 2010.

72

noteS to the Financial StatementS (CONTINUED)


12.

(loss)/earnings Per Share (continued)


Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the year.
For diluted earnings per share, the weighted average number of ordinary shares outstanding is adjusted to assume
conversion of all potential dilutive options over ordinary shares once the adjustment does not reduce a loss per share.
Basic and diluted earnings per share before exceptional items are presented in order to give a betterunderstanding of the
Groups financial performance.

13.

intangible assets
mastheads
m

Goodwill
m

Software
m

total
m

2011
Group
Cost
At 1 January 2011
Additions
Arising on acquisition (note 27)
Transfer (note 14)
Disposals
Exchange movements

473.1

(4.3)

18.3

2.1

33.4
2.8

(0.9)
(2.8)
(0.7)

524.8
2.8
2.1
(0.9)
(2.8)
(5.0)

At 31 December 2011

468.8

20.4

31.8

521.0

Accumulated Amortisation
and Impairment
At 1 January 2011
Disposals
Amortisation*
Impairment**
Exchange movements

(227.1)

(86.2)
(10.2)

(3.4)

(17.1)
2.7
(3.3)
(1.0)
0.5

(247.6)
2.7
(3.3)
(87.2)
(9.7)

At 31 December 2011

(323.5)

(3.4)

(18.2)

(345.1)

net Book amount


At 1 January 2011

246.0

14.9

16.3

277.2

at 31 December 2011

145.3

17.0

13.6

175.9

73

noteS to the Financial StatementS (CONTINUED)


13.

intangible assets (continued)


radio
licences and
mastheads
Brands
m
m
2010
Group
Cost
At 1 January 2010
Additions
Disposals
Exchange movements
Transfer
Deconsolidation of APN
(note 26)

transit and
electronic
Systems
m

Goodwill
m

Software
m

total
m

1,188.0
0.3
(71.3)
147.4
8.5

237.8
25.5

50.3
(8.5)

33.9

7.5

330.0

60.1

45.7
5.5
(2.7)
3.9

1,835.4
31.3
(74.0)
269.2

(799.8)

(305.1)

(41.4)

(371.8)

(19.0)

(1,537.1)

18.3

33.4

524.8

At 31 December 2010

473.1

Accumulated Amortisation
and Impairment
At 1 January 2010
Disposals
Amortisation*
Impairment**
Exchange movements
Transfer
Deconsolidation of APN
(note 26)

(266.5)
71.3

(38.7)
(11.5)
(0.9)

(10.8)

(1.7)

(2.2)
0.9

(124.3)

(0.9)
(19.4)

(24.9)
2.5
(5.4)
(1.6)
(3.0)

(426.5)
73.8
(7.1)
(41.2)
(36.1)

19.2

13.8

141.2

15.3

189.5

At 31 December 2010

(227.1)

(17.1)

(247.6)

net Book amount


At 1 January 2010

921.5

227.0

33.9

205.7

20.8

1,408.9

at 31 December 2010

246.0

14.9

16.3

277.2

* Charged to cost of sales.


** Charged to other operating expenses.

(3.4)

74

noteS to the Financial StatementS (CONTINUED)


13.

intangible assets (continued)


impairment testing of cash Generating Units (cGUs) containing Goodwill or other intangible assets with an
indefinite Useful life
The Group tests goodwill and other indefinite life intangible assets for impairment on an annual basis or whenever there is an
indication that the intangible assets may be impaired. Goodwill and other indefinite life intangible assets have been allocated
as appropriate to the relevant CGUs. These CGUs are the lowest level of asset for which there are separately identifiable
cash flows, having carrying amounts of goodwill, or other intangible assets with an indefinite useful life, that are considered
significant in comparison with the Groups total goodwill and indefinite useful life intangible assets. The CGUs represent the
lowest level at which the related goodwill and intangible assets are monitored for internal management purposes and are
not larger than the segments determined in accordance with IFRS 8. Certain of the Groups intangibles are held centrally as
these have arisen as a result of the Groups acquisitions. For the purposes of carrying out impairment reviews at the individual
CGU level, these centrally held intangibles are allocated to the relevant CGU which appropriately reflects the history of the
acquisition of these intangibles.
This testing involves determining the CGUs value in use and comparing this to the carrying amount of the CGU. Where the
value in use exceeds the carrying value of the CGU, the asset is not impaired, but where the carrying amount exceeds the
value in use, a provision for impairment is raised to reduce the carrying amount of the CGU to its value in use. Estimates
of value in use are key judgemental estimates in the financial statements. A number of key assumptions have been made
as a basis for the impairment tests. In each case, these key assumptions have been made by management reflecting past
experience and are consistent with relevant external sources of information. These are set out on the following pages:

75

noteS to the Financial StatementS (CONTINUED)


13.

intangible assets (continued)


impairment testing of cash Generating Units containing Goodwill or other intangible assets with an
indefinite Useful life (continued)
mastheads

Goodwill

total

58.3m
Value in use
10.1%
1.9%

N/A
N/A
N/A

58.3m

N/A
N/A
N/A

9.2m
Value in use
11.9%
2.5%

9.2m

island of ireland Sligo champion (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate

4.8m
Value in use
11.9%
2.5%

N/A
N/A
N/A

4.8m

island of ireland Sunday world (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate

3.3m
Value in use
11.9%
2.5%

N/A
N/A
N/A

3.3m

island of ireland newspread (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate

N/A
N/A
N/A

5.7m
Value in use
11.9%
2.5%

5.7m

island of ireland international house (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate

N/A
N/A
N/A

2.1m
Value in use
11.9%
2.5%

2.1m

78.9m
Value in use
16.5%
4.3%

N/A
N/A
N/A

78.9m

145.3m

17.0m

162.3m

2011
island of ireland Belfast Publishing (net book amount)
Basis of recoverable amount
Discount rate applied
Long-term growth rate
island of ireland irish independent, Sunday independent &
evening herald (net book amount)
Basis of recoverable amount
Discount rate applied
Long-term growth rate

South africa (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate
at 31 December 2011

76

noteS to the Financial StatementS (CONTINUED)


13.

intangible assets (continued)


impairment testing of cash Generating Units containing Goodwill or other intangible assets with an
indefinite Useful life (continued)
mastheads

Goodwill

total

141.3m
Value in use
11.4%
1.9%

N/A
N/A
N/A

141.3m

N/A
N/A
N/A

9.2m
Value in use
11.5%
3.3%

9.2m

island of ireland Sligo champion (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate

7.6m
Value in use
11.5%
3.3%

N/A
N/A
N/A

7.6m

island of ireland Sunday world (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate

3.3m
Value in use
11.5%
3.3%

N/A
N/A
N/A

3.3m

N/A
N/A
N/A

5.7m
Value in use
11.5%
3.3%

5.7m

93.8m
Value in use
16.6%
4.0%

N/A
N/A
N/A

93.8m

246.0m

14.9m

260.9m

2010
island of ireland Belfast Publishing (net book amount)
Basis of recoverable amount
Discount rate applied
Long-term growth rate
island of ireland irish independent, Sunday independent &
evening herald (net book amount)
Basis of recoverable amount
Discount rate applied
Long-term growth rate

island of ireland newspread (net book amount)


Basis of recoverable amount
Discount rate applied
Long-term growth rate
South africa (net book amount)
Basis of recoverable amount
Discount rate applied
Long-term growth rate
at 31 December 2010

During 2010 the businesses of Property News Limited and Belfast Telegraph Newspapers were merged to form a new CGU
Island of Ireland Belfast Publishing. This new CGU is the smallest identifiable group of assets that generates cash flows that
are largely independent of the cash flows from other assets or groups of assets.
The indefinite life intangibles net book amounts above are after booking impairment provisions of 86.2m (2010: 39.6m)
which have been included in exceptional items in the Income Statement.
Value in Use calculations
Where a value in use approach is used to assess the recoverable amount of the CGU, calculations use pre-tax cash flow
projections based on financial budgets/projections approved by management covering a five year period. Cash flows beyond
the five year period are extrapolated using the estimated growth rates stated above. The growth rate does not exceed the
long-term average growth rate for the country in which the CGU operates. The key assumptions used in determining the
value in use are:

77

noteS to the Financial StatementS (CONTINUED)


13.

intangible assets (continued)


impairment testing of cash Generating Units containing Goodwill or other intangible assets with an
indefinite Useful life (continued)
Value in Use calculations (continued)
Forecasted cash flows
Forecasted cash flows are based on budgeted EBITDA as adjusted for expenditure necessary to maintain the asset or CGU
at its current standard of performance and, in certain instances, also stress-tested for downside sensitivities. The budgeted
EBITDA results are based on the approved 2012 budget and projections for 2013 to 2016.
long-term growth rates
Cash flow projections beyond year five are extrapolated by applying estimated growth rates reflecting the expected average
long-term growth in GDP in the market in which the CGU operates.
Discount rates
The discount rate applied to the cash flows of each of the Groups operations is based on the pre-tax risk adjusted Weighted
Average Cost of Capital, which is calculated based on the cost of equity and the cost of debt.
Inputs required to calculate the cost of equity include the risk free rate and an adjustment for a risk premium to reflect
both the increased risk of investing in equities and the systematic risk of the specific Group operating CGU. In making this
adjustment, inputs required include the equity market risk premium (i.e. the increased return required over and above a risk
free rate by an investor who is investing in the market as a whole) and the risk adjustment beta applied to reflect the risk
specific to the Group relative to the market as a whole.
The equity market risk premium used in the calculation has been based on credit default spreads and relative volatility of the
equity index specific to the region in which the CGU operates. The risk adjusted beta has been based on betas of comparable
companies in the newspaper publishing industry.
The cost of debt is calculated based on the margin over the risk free rate and is based on market rates and not specific
individual company rates.
Risk adjusted discount rates used for each CGU tested for impairment are set out in the previous tables.
impairments
As a result of the foregoing impairment tests, the carrying amount of certain intangible assets has been reduced to their
recoverable amount through the recognition of an impairment provision of 87.2m (2010: 41.2m). The impairment provision
in 2011 arose in Mastheads 86.2m and Software 1.0m.
The amounts of the impairment loss recognised by major class of intangible asset and by CGU were as follows:
mastheads
m

Software
m

total
m

2011
Belfast Publishing
Irish Independent, Sunday Independent & Evening Herald
Sligo Champion

83.3

2.9

1.0

83.3
1.0
2.9

total

86.2

1.0

87.2

mastheads
m

Goodwill
m

Software
m

total
m

2010
Belfast Publishing
Irish Independent, Sunday Independent & Evening Herald
Sligo Champion

33.3

5.4

0.9

1.6

34.2
1.6
5.4

total

38.7

0.9

1.6

41.2

The impairment provision in 2011 is a result of the continued weak advertising conditions in the Island of Ireland.

78

noteS to the Financial StatementS (CONTINUED)


13.

intangible assets (continued)


impairment testing of cash Generating Units containing Goodwill or other intangible assets with an
indefinite Useful life (continued)
Value in Use calculations (continued)
Sensitivity
The Group has conducted a sensitivity analysis on the impairment test of each CGUs carrying value.
2011
A decrease in the long-term growth rate of 0.5% would result in a further impairment of 2.4m in Belfast Publishing and a
further impairment of 0.1m in Sligo Champion.
An increase in the discount rate of 0.5% would result in a further impairment of 3.4m in Belfast Publishing and a further
impairment of 0.2m in Sligo Champion.
A reduction of 5% in the terminal value multiples used would result in a further impairment of 0.9m in Belfast Publishing.
A reduction of 5% in managements estimate of future profitability would result in a further impairment of 3.6m in
Belfast Publishing and a further impairment of 0.2m in Sligo Champion.
2010
A decrease in the long-term growth rate of 0.5% would result in a further impairment of 4.2m in Belfast Publishing and a
further impairment of 0.2m in Sligo Champion.
An increase in the discount rate of 0.5% would result in a further impairment of 6.6m in Belfast Publishing and a further
impairment of 0.4m in Sligo Champion.
A reduction of 5% in the terminal value multiples used would result in a further impairment of 1.4m in Belfast Publishing
and a further impairment of 0.1m in Sligo Champion.
A reduction of 5% in managements estimate of future profitability would result in a further impairment of 6.4m in
Belfast Publishing and a further impairment of 0.4m in Sligo Champion.
intangible assets Supplementary non-iFrS information
The Balance Sheet reports the carrying value of newspaper mastheads at their acquired cost. Where these assets have been
acquired through a business combination, cost will be the fair value allocated in acquisition accounting. The value of
internally generated newspaper mastheads or post-acquisition revaluations are not permitted to be recognised in the Balance
Sheet in accordance with IFRS and, as a result, no value for certain of the Groups internally generated newspaper mastheads
(e.g. the three main Irish titles, the Irish Independent, the Sunday Independent and the Evening Herald) is reflected in the
Balance Sheet.
While impairment charges have been recorded during the period on certain of the Groups intangible assets, the Directors are
of the view that the Group has many other intangible assets which have substantial value that is not reflected on the Groups
Balance Sheet. This is because these intangible assets are carried in the Groups Balance Sheet at either a nil value or a value
which is much less than their recoverable amount. The Directors are of the view that if these intangible assets were allowed to
be carried on the Groups Balance Sheet then the Groups intangible assets would be greater than currently reported.

79

noteS to the Financial StatementS (CONTINUED)


14.

Property, Plant and equipment


land &
Buildings
m

Plant &
equipment
m

Vehicles
m

total
m

2011
Group
Cost
At 1 January 2011
Exchange movements
Additions
Transfer (note 13)
Disposals

70.5
(1.1)
0.9

(3.1)

196.3
(5.0)
3.4
0.9
(16.8)

3.2
(0.4)
0.5

(0.6)

270.0
(6.5)
4.8
0.9
(20.5)

At 31 December 2011

67.2

178.8

2.7

248.7

Accumulated Depreciation
and Impairment
At 1 January 2011
Disposals
Depreciation
Impairment*
Exchange movements

(17.9)
1.1
(1.3)

0.1

(107.4)
16.4
(6.0)
(3.0)
5.4

(2.4)
0.5
(0.3)

0.3

(127.7)
18.0
(7.6)
(3.0)
5.8

At 31 December 2011

(18.0)

(94.6)

(1.9)

(114.5)

net Book amount


At 1 January 2011

52.6

88.9

0.8

142.3

at 31 December 2011

49.2

84.2

0.8

134.2

80

noteS to the Financial StatementS (CONTINUED)


14.

Property, Plant and equipment (continued)


land &
Buildings
m
2010
Group
Cost
At 1 January 2010
Exchange movements
Additions
Disposals
Deconsolidation of APN (note 26)

Plant &
equipment
m

Vehicles
m

total
m

116.8
9.9
0.2
(3.4)
(53.0)

520.6
75.7
16.3
(28.4)
(387.9)

3.4
0.9
0.7
(0.7)
(1.1)

640.8
86.5
17.2
(32.5)
(442.0)

70.5

196.3

3.2

270.0

Accumulated Depreciation
and Impairment
At 1 January 2010
Disposals
Depreciation
Impairment/Accelerated Depreciation*
Exchange movements
Deconsolidation of APN (note 26)

(21.6)
1.5
(2.1)
(1.5)
(1.8)
7.6

(277.8)
25.0
(29.7)
(8.3)
(48.5)
231.9

(2.4)
0.7
(0.5)

(0.7)
0.5

(301.8)
27.2
(32.3)
(9.8)
(51.0)
240.0

At 31 December 2010

(17.9)

(107.4)

(2.4)

(127.7)

net Book amount


At 1 January 2010

95.2

242.8

1.0

339.0

at 31 December 2010

52.6

88.9

0.8

142.3

At 31 December 2010

* The Directors continually review the carrying value of property, plant and equipment and in 2011 wrote down 3.0m
(2010: 9.8m) of certain printing plant and equipment within other operating expenses in the Island of Ireland to its
recoverable amount. This impairment was driven by the downturn in the economy. This assessment was based on a value
in use basis. This testing involved determining the CGUs value in use and comparing this to the carrying amount of the
CGU. As the carrying value exceeded the value in use of the CGU, the asset was impaired and an impairment of 3.0m was
recognised. (In 2010 the impairment mainly arose in respect of plant and equipment in South Africa and Island of Ireland,
where certain printing plant and equipment were written down to their recoverable amount due to a reassessment of the
useful lives of the plant and equipment).
(i)

Included in property, plant and equipment are amounts in respect of land and buildings and computer equipment held
under finance leases by Group companies as follows:

net Book amount

2011
m

2010
m

0.8

(ii) No finance costs were capitalised within plant and equipment during 2011 or 2010.
(iii) Certain of the Groups Bank Facilities benefit from fixed and floating charges over certain assets held by material
subsidiaries, as defined in the Bank Facilities. Included in property, plant and equipment at 31 December 2011 are assets
with a net book value of 120.8m (2010: 125.8m) subject to such charges.

81

noteS to the Financial StatementS (CONTINUED)


15.

investments in associates and Joint Ventures


2011
m

2010
m

Group
At 1 January
Disposals/transfer to available-for-sale financial assets (note 27)
Acquisitions
Share of results
Impairment*
Reversal of previous impairment
Dividends
Transfer to available-for-sale financial assets**
Deconsolidation of APN***
Loss arising from change in ownership interest
Share of other comprehensive income/(expense) of associates
Exchange movements

286.9

0.4
(9.4)
(1.5)

(15.8)

(4.2)
(0.4)
7.6

48.1
(23.7)
0.3
5.0

2.3
(5.7)
(1.2)
252.3

9.5

at 31 December****

263.6

286.9

In 2011 the carrying value of certain investments in associates and joint ventures were reduced to their recoverable
amount through the recognition of an impairment provision of 1.5m. This impairment provision was the result of the
impact of the economic downturn.
** Due to a reduction in the Groups shareholding from 20.0% to 10.3% in PT Mahaka Media Tbk.
*** Initial recognition in 2010 of APN as an associate at fair value of 283.7m, offset by deconsolidation of APN of 31.4m.
**** The closing balance primarily relates to the Groups 30.4% investment in APN. See note 26 for details of the carrying
value and impairment assessment relating to the Groups investment in APN.
(i)

carrying Value
263.1
0.5

286.4
0.5

263.6

286.9

289.2
(26.1)

285.5
0.9

263.1

286.4

1,594.2
(710.9)

1,826.7
(768.3)

Net assets

883.3

1,058.4

Groups share of associates net assets (including goodwill arising on acquisition)

263.1

286.4

Groups share of associates revenues

248.9

59.6

Groups share of associates (losses)/profits after tax

(10.0)

3.3

Associates
Joint ventures

(ii) associates
The Groups significant associates are listed in note 36 to the financial statements.
Cost of investment in associates
Share of post-acquisition results, net of dividends received

Summarised financial information in respect of the Groups associates is set out below:
Group
Total gross assets
Total gross liabilities

82

noteS to the Financial StatementS (CONTINUED)


15.

investments in associates and Joint Ventures (continued)


(ii) associates (continued)
APN was deconsolidated as at 31 December 2010 and became an associate on that date. Within the summarised
financial information for 2011 are the following amounts in respect of APN: gross assets 1,581.2m (2010: 1,809.1m);
gross liabilities 700.5m (2010: 756.5m); Groups share of associates revenues 232.9m (2010: 40.1m); and Groups
share of associates losses after tax 10.7m (2010: profits after tax 2.1m).
The Group did not recognise losses of 0.1m (2010: 0.7m) during the year as the Groups investment in the relevant
associate was already written down to nil. Cumulatively, 2.2m of losses have not been recognised.
The fair value of the Groups interests in associates, which are stock exchange quoted as at 31 December 2011 was
107.6m (2010: 283.7m), all of which relates to APN.
(iii) Joint Ventures
The Groups significant joint ventures are listed in note 36 to the financial statements. Summarised financial information
in respect of the Groups share of its joint ventures is set out below:

Group share of:


Income
Expenses (including interest and tax)
Profits after tax
Group share of:
Current assets
Non-current assets
Current liabilities
Non-current liabilities

2011
m

2010
m

17.9
(17.3)

21.7
(20.0)

0.6

1.7

2.7
0.8
(2.8)

2.9
0.8
(3.0)

83

noteS to the Financial StatementS (CONTINUED)


16.

available-for-Sale Financial assets


m
Group
At 1 January 2010
Additions
Fair value of JPL on transfer from associates
Fair value movement on JPL to date of sale (recognised in equity)
Disposal of JPL (includes 3.5m previously recognised in equity)
Other disposals
Fair value movement (recognised in equity)
Exchange movements
Associate transfer to available-for-sale financial assets*
Fair value gain on transfer from associate to available-for-sale financial assets*
Deconsolidation of APN (note 26)

22.4
0.2
29.3
3.5
(32.8)
(0.8)
4.2
3.7
1.2
1.0
(20.0)

at 31 December 2010

11.9

Additions
Fair value movement (recognised in equity)
Impairment (note 7)

0.1
(3.7)
(4.2)

at 31 December 2011

4.1

* Due to a reduction in the Groups shareholding from 20.0% to 10.3% in PT Mahaka Media Tbk during 2010.
The Group has not designated any financial assets as held to maturity. The investments included above represent investments
in listed and unlisted equity securities that offer the Group the opportunity for return through dividend income and fair value
gains. They have no fixed maturity or coupon rate. The fair values are based on quoted market prices where available. While
these investments are classified as available-for-sale financial assets in accordance with IFRS, it is not currently the intention
of management to sell these assets.
Certain of the Groups available-for-sale financial assets comprise of equity instruments that do not have a quoted market
price in an active market and whose fair value cannot be reliably measured. Such unquoted instruments are measured at cost
less provision for impairment where required. The carrying value of such investments amounts to 1.2m at 31 December 2011
(2010: 4.5m).
The Group follows the guidance of IAS 39 to determine when an available-for-sale financial asset is impaired. This
determination requires significant judgement. In making this judgement the Group evaluates, among other things, the
duration and extent to which the fair value of an investment is less than cost. In 2011, the financial position of the Groups
investment in one of its unquoted investments deteriorated, which resulted in an impairment loss of 4.2m being recorded.
No impairment was recorded in 2010.

84

noteS to the Financial StatementS (CONTINUED)


17.

Derivative Financial instruments

2011
Group
Forward foreign exchange contracts
Interest rate swaps

assets
m

liabilities
m

0.8

2.8

0.8

2.8

Analysed as:
Current

0.8

2.8

2010
Group
Forward foreign exchange contracts
Interest rate swaps

0.4

4.6

0.4

4.6

0.4

3.5
1.1

0.4

4.6

Analysed as:
Current
Non-Current

Forward foreign exchange contracts


The currency derivatives above have been used to hedge certain significant future transactions and cash flows. These
currency forward contracts have been designated as hedging instruments and, where effective as cash flow hedges, the fair
value thereof is deferred in equity. Gains and losses in equity as at 31 December 2011 will be released to the Income Statement
at various dates up to one year from the Balance Sheet date.
interest rate swaps
Floating to fixed interest rate swap contracts have been used to protect the Group against the risk of variability in interest
payments arising from changes in interest rates. Swap contracts outstanding at 31 December 2011, with a fair value of 2.8m
have been designated and are effective as cash flow hedging instruments. Gains and losses deferred in equity at 31 December
2011 will be released to the Income Statement at various dates up to one year from the Balance Sheet date.
hedges of net investment in foreign operations
The Group uses loans denominated in the functional currency of the foreign entity to hedge the foreign currency exposure
associated with its net investment in certain of its foreign operations.

18.

inventories

Group
Raw materials
Work in progress
Finished goods

2011
m

2010
m

3.1
0.5
1.7

3.3
0.6
2.1

5.3

6.0

The amount of inventories recognised in the continuing business as an expense in 2011 was 64.9m (2010: 68.2m).

85

noteS to the Financial StatementS (CONTINUED)


19.

trade and other receivables

Group
Current
Trade receivables
Provision for impairment of trade receivables
Trade balances owed by joint ventures
Trade balances owed by associates
Prepayments and accrued income
Value added tax recoverable
Non-Current
Loans to joint ventures
Other

2011
m

2010
m

53.5
(6.1)
0.9
0.6
5.0
0.1

65.4
(7.8)
2.3
2.6
7.4
0.3

54.0

70.2

0.2
1.9

0.2
1.7

2.1

1.9

Loans to associates and joint ventures include an impairment provision booked in 2011 of 0.5m (2010: 2.1m).

company
Current
Loans owed by subsidiary undertakings

2011
m

2010
m

591.0

903.1

Loans owed by subsidiary undertakings include an impairment provision booked in 2011 of 342.3m (2010: nil).

20.

trade and other Payables

Group
Current
Trade payables
Trade balances owed to joint ventures
Trade balances owed to associates
Payables for taxation and social welfare
Accrued liabilities
Payables for taxation and social welfare included above are as follows:
Income tax deducted under PAYE
Other income tax deducted at source
Pay related social insurance
Value added tax payable

2011
m

2010
m

38.7
2.3

8.8
43.2

44.1
2.3
0.3
10.7
46.1

93.0

103.5

1.4
1.6
2.1
3.7

1.1
2.0
2.3
5.3

8.8

10.7

86

noteS to the Financial StatementS (CONTINUED)


20.

trade and other Payables (continued)

company
Current
Loans owed to subsidiary undertakings
Payables for taxation and social welfare
Accrued liabilities
Payables for taxation and social welfare included above are as follows:
Income tax deducted under PAYE

2011
m

2010
m

468.0
0.1
0.1

456.6
0.1

468.2

456.7

0.1

0.1

The Groups current income tax liability as disclosed on the Balance Sheet at 31 December 2011 was 2.0m (2010: 3.6m).

21.

Provisions for other liabilities and charges


restructuring
Provision
m

other
Provisions
m

total
m

Group
At 1 January 2011
Discount unwinding
Income Statement charge
Utilised during year
Reclassification from trade and other payables
Exchange movements

22.3
0.2
12.6
(15.1)
2.6
0.5

8.6

4.7
(6.6)
(0.3)
(0.5)

30.9
0.2
17.3
(21.7)
2.3

at 31 December 2011

23.1

5.9

29.0

2011
m

2010
m

12.1
16.9

15.2
15.7

29.0

30.9

Analysis of total provisions:


Current provisions
Non-current provisions

The restructuring charge incurred during the year primarily relates to the restructuring of operations across the Group
(includes onerous contracts in respect of property, other assets across the Group and a contract entered into with the London
Independent in April 2010 on the disposal of the Groups investment in that business which is now onerous see note 32)
and includes 2.5m (2010: 15.5m) in termination payments. Other provisions primarily includes provisions for holiday
entitlements and libel.

87

noteS to the Financial StatementS (CONTINUED)


22.

analysis of Deferred taxation Balances


accelerated retirement
capital
Benefit
allowances obligations
m
m

arising on
tax intangible
losses
assets
m
m

other
m

total
m

Group
At 1 January 2010
Charge/(credit) to Income Statement
Reclassification
Recognised in other comprehensive income*
Exchange movements
Deconsolidation of APN (note 26)

11.0
2.9
5.3

4.3
(18.9)

(18.8)
(2.6)

(0.5)
(1.7)

(18.3)
4.0
(0.2)

(3.5)
17.3

130.8
(11.9)

10.2
(109.7)

(11.1)
0.2
(5.1)

(3.7)
14.5

93.6
(7.4)

(0.5)
5.6
(96.8)

at 31 December 2010
Charge/(credit) to Income Statement
Recognised in other comprehensive income*
Exchange movements

4.6

(0.3)

(23.6)
2.8
(3.6)
1.5

(0.7)
(17.5)

(0.6)

19.4
(18.5)

(0.2)

(5.2)
0.5

1.0

(5.5)
(32.7)
(3.6)
1.4

at 31 December 2011

4.3

(22.9)

(18.8)

0.7

(3.7)

(40.4)

* Tax effect of actuarial gains/(losses) on retirement benefits.


Deferred tax assets and liabilities require management judgement in determining the amounts to be recognised. In particular,
significant judgement is used when assessing the extent to which deferred tax assets should be recognised, with consideration
given to the timing and level of future taxable income in the relevant tax jurisdiction. The net deferred tax asset at 31 December
2011 was 40.4m and the Group estimates that the majority of this will be settled/recovered more than 12 months after the
Balance Sheet date.
The recognition of the deferred tax asset in relation to the tax losses is supported by managements forecasts of the future
profitability of the relevant business units.
The above net deferred tax balance is reflected in the Balance Sheet as follows:

Deferred taxation liabilities


Deferred taxation assets

2011
m

2010
m

4.5
(44.9)

23.3
(28.8)

(40.4)

(5.5)

2.9
0.7
0.9

3.1
19.4
0.8

4.5

23.3

1.4
(22.9)
(18.8)
(4.6)

1.5
(23.6)
(0.7)
(6.0)

(44.9)

(28.8)

Analysis of deferred taxation liabilities:


Accelerated capital allowances
Arising on intangible assets
Other

Analysis of deferred taxation assets:


Accelerated capital allowances
Retirement benefit obligations
Tax losses
Other

88

noteS to the Financial StatementS (CONTINUED)


22.

analysis of Deferred taxation Balances (continued)


The Group has unrecognised tax losses as at 31 December 2011 of 66.0m (2010: 140.7m) which have a tax value of 16.5m
(2010: 38.0m).
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets
against current tax liabilities and when the deferred income taxes relate to the same fiscal authority. Deferred income tax has
not been recognised for withholding and other taxes that may be payable on the unremitted earnings of certain subsidiaries
as the timing of the reversal of these temporary differences is controlled by the Group and it is probable that these temporary
differences will not reverse in the foreseeable future.

23.

Borrowings
2011

2011

2010

loans &
overdrafts
m

2011
Finance
lease
liabilities
m

total
m

Group
Repayable as follows:
Between one and two years
Between two and five years
More than five years

47.6
352.7

0.3
0.3

Total due after one year


Due within one year or on demand

400.3
40.1

2010

Loans &
Overdrafts
m

2010
Finance
Lease
Liabilities
m

47.9
353.0

37.6
419.6
0.3

37.6
419.6
0.3

0.6
0.2

400.9
40.3

457.5
30.7

1.0

457.5
31.7

Total
m

Total borrowings

440.4

0.8

441.2

488.2

1.0

489.2

Split of total borrowings between:


Secured
Unsecured

440.4

0.8

441.2

488.2

1.0

489.2

Total borrowings

440.4

0.8

441.2

488.2

1.0

489.2

Cash and cash equivalents

(14.4)

(15.6)

Net debt

426.8

473.6

The following is included in Loans and Overdrafts:


439.3m (2010: 487.1m) drawn under the 2009 Bank Facilities* repayable up to May 2014 (further details in relation to this
facility are included in note 1 and under Capital Management and Currency and Interest Rate Exposure of Financial Liabilities
in note 32).
minimum lease Payments
2011
2010
m
m
Group
Repayable as follows:
Between one and five years

0.7

Total due after one year


Due within one year

0.7
0.3

1.0

1.0
(0.2)

1.0

0.8

1.0

Less future finance charges

Finance lease liabilities above are secured over the related property, plant and equipment.

89

noteS to the Financial StatementS (CONTINUED)


23.

Borrowings (continued)
Undrawn Facilities
The Group has various borrowing facilities available to it. The undrawn facilities available to it at the year end in respect of
which all conditions precedent have been met at that date were as follows:

Expiring in less than one year


Expiring in more than one but less than two years
Expiring in more than two years

2011
m

2010
m

20.4

11.5

0.4
20.0
5.0

31.9

25.4

* As in the prior year certain material subsidiaries in the Group, as defined in the Bank Facilities, have granted fixed and
floating charges over certain Group assets in connection with the 2009 Bank Facilities. An Intercreditor Agreement also
exists in relation to these facilities. This agreement provides that, in a liquidation situation, all intergroup debt within those
companies which have signed up to the agreement is subordinated to the Bank Facilities until such time as this debt has
been discharged in full. All subsidiaries with materialintergroup debt within the Group have signed up to this Intercreditor
Agreement, with the exception of any Group company incorporated in South Africa.

24.

Share capital

Group and company


Authorised:
658,017,542 ordinary shares of 0.35 each

Issued and fully paid

2011
m

2010
m

230.3

230.3

230.3

230.3

194.6

194.6

2011

2010

The movement in the number of issued and fully paid ordinary shares was as follows:
At the beginning of the year
Share consolidation 1 for 7
Share placement

556,015,359 3,538,279,562
(3,032,811,053)

50,546,850

At the end of the year


Treasury shares (no voting rights)

556,015,359
(5,597,077)

556,015,359
(5,597,077)

At the end of the year (net of treasury shares)

550,418,282

550,418,282

There were no changes to the Companys Share Capital during 2011.


In June 2010, resolutions were passed consolidating the authorised and issued share capital of the Company on a
one-for-seven basis and cancelling 878,775,439 Deferred Shares of 0.25 each. The cancellation of these Deferred Shares
resulted in the transfer of an amount of 219.7m from share capital to a capital redemption reserve. These Deferred Shares
had no voting rights and they did not entitle the holder to receive any dividends or distributions. Following these changes the
authorised share capital of the Company was 658,017,542 Ordinary Shares of 0.35 each and the issued share capital of the
Company as at 31 December 2010 was 556,015,359 Ordinary Shares of 0.35 each. The number of treasury shares reduced as
a result of the one-for-seven consolidation.
In November 2010, the Company raised gross proceeds of 29.3m by way of a placing of 50,546,850 new Ordinary
Shares. The Company used the proceeds of the placing to repay approximately 29.3m of the principal of Bank Facility C
outstanding. Facility C was a 36m PIK Note, which bore interest at a rate of 25 per cent per annum, and arose as part of the
Groups refinancing in December 2009. The Company redeemed the outstanding balance of Bank Facility C (6.7m) in
March 2011.
No dividends were paid during the year and no final dividend will be paid in respect of the year ended 31 December 2011.

90

noteS to the Financial StatementS (CONTINUED)


25.

Share Based Payment


The Company operates the following equity-settled share option schemes which provide for options to be granted to
executive Directors and executives as follows:
(a) INM Share Option Scheme 1999;
(b) INM Employee Share Scheme 2008; and
(c) INM Share Option Scheme 2009 (Long-Term Incentive Plan).
(a) inm Share option Scheme 1999
Participants may be granted basic options and/or super options under the 1999 Scheme.

Basic options may be exercised between the third and tenth anniversary of grant, only if earnings per share growth
has increased over a period of three years in excess of 5% compound per annum over the percentage increase in
the Consumer PriceIndex; and

Super options may be exercised between the fifth and tenth anniversary of grant, only if earnings per share growth
has over a period of five years (i) increased in excess of 10% compound per annum over the percentage increase
in the Consumer Price Index, and (ii) increased to a greater extent than the earnings per share in respect of
corresponding periods of 75% of the companies quoted on the Irish Stock Exchange.

(b) inm employee Share Scheme 2008


Eligibility is restricted to certain employees who agree to amend the terms and conditions of their employment to
provide for a permanent reduction in salary. No option shall be exercisable more than 10 years from the date it was
granted or before the expiration of three years from the date it was granted. No other performance conditions attach
to these options.
(c) inm Share option Scheme 2009 (long-term incentive Plan)
In June 2011 the Remuneration Committee proposed a range of amendments to the 2009 Share Option Scheme and
these amendments were approved by shareholders at the AGM on 3 June 2011. This amended Share Option Plan is the
basis for the Long-Term Incentive Plan (LTIP). No options have been granted to date under this Scheme.
Participants may be granted options equally divided between first tier and second tier options.
Details of the exercise criteria and vesting schedule are as follows:
exercise criteria
The LTIP is based on two performance measures, being a combination of earnings per share (EPS) and total
shareholder return (TSR). 30% of the options are subject to the EPS measure over three or five years as appropriate and
70% of the options are subject to the TSR measure over three or five years as appropriate. If the options do not meet the
performance criteria as described the options will lapse.
In order for any First Tier Options to vest, the EPS must have increased by 5.0% compound in excess of the increase in
the Consumer Price Index (CPI) over the three financial years beginning in the year in which the options are granted,
and the TSR must be greater than the median TSR over the same period (or as near as practical) for those companies
listed in the FTSE 350 Media Index of the London Stock Exchange (based on the published audited accounts of
those companies).
In order for any Second Tier Options to vest, the EPS must have increased by 7.5% in excess of the increase in the CPI
compound over the five financial years beginning in the year in which the options are granted, and the TSR must be
greater than the median TSR over the same period (or as near as practical) for those companies listed in the FTSE 350
Media Index of the London Stock Exchange (based on the published audited accounts of those companies).
The percentage of share capital which can be used under the amended scheme complies with the guidelines published
by the Irish Association of Investment Managers (IAIM). The maximum number of shares for which options to subscribe
may be granted cannot, within the 10 years prior to such grant, exceed 10% of the issued share capital of the Company
and cannot, within the three years prior to such grant, exceed 3% of the issued share capital of the Company.

91

noteS to the Financial StatementS (CONTINUED)


25.

Share Based Payment (continued)


(c) inm Share option Scheme 2009 (long-term incentive Plan) (continued)
Vesting Schedule
The following tables summarise the performance hurdles on which awards under the LTIP will be based:
earnings per Share measure representing 30% of ltiP
compound annual ePS Growth
First tier: 3 Year
less than CPI plus 5.0% per annum
between CPI plus 5.0% and CPI plus
7.5% per annum

compound annual ePS Growth


Second tier: 5 Year
less than CPI plus 7.5% per annum
between CPI plus 7.5% and CPI plus
10.0% per annum

amount Vesting
0% vesting
50% to 100% vesting
(pro rata)

total Shareholder returns measure representing 70% of ltiP


relative to FtSe 350 media index tSr
Below median
Median + to upper quartile
Above upper quartile

amount Vesting
0% vesting
25% to 100% vesting (pro rata)
100% vesting

The number of shares over which options may be granted may not exceed 10% of the Ordinary Shares of the Company in
issue. Details of the movements in share options outstanding during the year are as follows:
2011
number of
share
options
Outstanding at the beginning of the year
Share Consolidation 1 for 7
Restated balance
Forfeited/cancelled/lapsed during the year*
Outstanding at the end of the year
Exercisable at the end of the year
* 2011 includes 167,301 lapsed options (2010: 466,163).

2010
weighted
average
exercise
price

Number of
share
options

Weighted
average
exercise
price

2,518,478

6.136

68,499,065
(58,713,484)

1.352

2,518,478
(1,310,665)

6.136
9.343

9,785,581
(7,267,103)

9.485
10.645

1,207,813

2.655

2,518,478

6.136

4,770

8.144

458,271

8.571

92

noteS to the Financial StatementS (CONTINUED)


25.

Share Based Payment (continued)


All options have been adjusted for the one-for-seven share consolidation that took place in June 2010. No options were
exercised during either 2011 or 2010. The options outstanding at the end of the year have a weighted average remaining
contractual life of 6.8 years (2010: 6.3 years). No options were granted in 2011 or 2010.
The Group recognised total expenses of 0.3m (2010: 2.8m) related to equity-settled share based payment
transactions. The 2010 charge includes 2.1m arising on the cancellation of 4,440,064 share options previously granted
to certain employees across the Group, which certain employees agreed to cancel. Expected volatility is based on the
weighted average historic volatility over a period equal to the weighted average expected life. The above mentioned
options are exercisable at prices ranging from 1.32 to 13.69 per share as follows:
2011
no. of options
exercisable Price range
Up to 2.00
Between 8.00 and 10.00
Between 12.00 and 14.00

1,029,508
144,234
34,071
1,207,813

26.

equity interest in aPn and assessment of carrying Value


INM accounted for APN as a subsidiary undertaking up to 31 December 2010. As at 31 December 2010, there were a number
of changes to the board of directors of APN and as a result INM representatives on the Board of APN no longer comprised
the majority on the APN Board. As a result, from 31 December 2010, APN was no longer consolidated in INMs Group financial
statements and instead, given INM continued to have significant influence over APN, INM accounts for its shareholding in
APN as an associate from that date.
From 2011 onwards, INMs share of APNs Net Profit is reported in INMs Income Statement within Share of Results of
Associates and Joint Ventures. INMs Cash Flow Statement for 2011 does not reflect any cash flows relating to APN other
than any dividends received from APN. INMs Balance Sheet at 31 December 2010 reflects the deconsolidation of the assets,
liabilities and non-controlling interests of APN.
Under accounting standards (IAS 27), the change in accounting treatment from subsidiary undertaking to associate
undertaking results in APN being deemed to be a Discontinued Operation in INMs financial statements for 2010, even
though INMs shareholding remained unchanged at that time and no disposal of shares had taken place. As a result, in INMs
Income Statement and Cash Flow Statement for 2010, APN is reported as a Discontinued Operation. In 2010, when APN
ceased to be a subsidiary and became an associate the Group was required under IFRS to fair value its stake in APN. As a
result, a fair value gain of 27.5m arose in 2010, which was the differencebetween the carrying value of APN and the fair
value of APN at the date APN ceased to be a subsidiary. This fair value gain is reflected within net exceptional items of
21.2m from discontinued operations in 2010.
As at 31 December 2011 INM carried its investment in APN on its Balance Sheet at an amount of 255.1m or A$1.68 per APN
share held. However, at 31 December 2011 the APN share price as listed on the Australian Stock Exchange was only A$0.71
per share (value of INM stake was approx. 108m at 31 December 2011 and increased to approx. 123m at 24 April 2012).
As APN is an associate of INM, under IFRS, the Group is required to compare the carrying value of its investment in APN to
the recoverable amount of its investment in APN. Under IFRS, the recoverable amount of an asset is the higher of its fair value
less costs of disposal and its value in use. In this case, as the value in use of INMs investment in APN is higher than the fair
value less costs to sell of APN, INM calculated the value in use of its investment in APN in accordance with the accounting
standards. This calculation showed that the value in use of INMs investment in APN was greater than its carrying value of
A$1.68 per APN share and hence INMs investment in APN is not impaired.
As disclosed by APN, the value in use calculations are highly sensitive to changes in certain key assumptions. All the APN cash
generating units (CGUs) except for the New Zealand Media division CGUs have sufficient headroom such that reasonable
changes to key assumptions would not give rise to an impairment. As explained in note 7, INM recognised a non-cash
impairment charge of 25.7m in relation to the New Zealand Media division CGUs (being INMs share of the impairment
charge recorded by APN in respect of these CGUs). For the New Zealand Media CGUs a 0.5% increase in the discount rate
used would result in an increase of 11.9m in the impairment charge recognised by INM. A 0.5% decrease in long-term growth
rates would result in an increase of 10.3m in the impairment charge recognised by INM. If forecasted cash flows were to
decrease by 10% in each of the New Zealand Media CGUs, it would result in an increase of 17.6m in the impairment charge
recognised by INM.

93

noteS to the Financial StatementS (CONTINUED)


27.

acquisitions and Disposals


(i)

Subsidiary Undertaking
The Group acquired International House (an English language school) in December 2011. The assets and liabilities arising
from the acquisition were as follows:

Fair Value
m

acquirees
carrying
amount
m

Property, plant and equipment


Trade and other receivables
Trade and other payables
Cash

0.6
(1.2)
0.4

0.3
0.7
(1.2)
0.4

Net (liabilities)/assets acquired

(0.2)

0.2

Goodwill arising on acquisition

2.1

Consideration (includes deferred consideration of 1.1m)

1.9

The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis with
any amendments to these fair values to be finalised within the 12 month timeframe from the dates of acquisition as
permitted under IFRS 3. The principal factor contributing to the recognition of goodwill on the business combination
entered into by the Group is the profitable nature of the acquired business and the realisation of cost savings and
synergies with existing Group entities. The acquisition during the period contributed 0.1m to revenues and had an
operating loss of 0.1m. Had the business combination effected during the year occurred at the beginning of the year,
total Group revenue for the 12 months would be 562.4m and total Group operating profit before exceptional items
would be 76.0m. The deferred consideration of 1.1m is the maximum amount payable and is contingent on the
acquired company reaching certain revenue targets in the period up to 31 December 2014.
(ii) associate
During 2010, the Group sold its remaining 13.5% investment in Jagran Prakashan Limited (India) (JPL).
Net assets disposed of were as follows:
2010
m
Book value of assets disposed (note 15)*
Amounts recycled from currency translation reserve
Profit arising on disposals**

23.7
5.1
45.4

Proceeds of disposals

74.2

Satisfied by:
Consideration received in cash

74.2

* Cost includes cost in associates and joint ventures and cost in available-for-sale financial assets prior to the disposal of
the Groups final stake in JPL.
** Includes fair value gain on the Groups sale of 5.7% of JPL which was held as an available-for-sale financial asset prior
to disposal.

94

noteS to the Financial StatementS (CONTINUED)


27.

acquisitions and Disposals (continued)


(iii) non-current assets held For Sale
The Independent and The Independent on Sunday titles
On 30 April 2010, INM completed the disposal of The Independent and The Independent on Sunday titles to
Independent Print Limited (IPL), a company controlled by the family of Mr. Alexander Lebedev. IPL acquired all
rights to The Independent, The Independent on Sunday and the related website, independent.co.uk (the Titles).
The consideration payable by IPL was Stg1. As part of the transaction, INM agreed to pay IPL Stg9.25m over the
ten months post completion for use within the Titles, in exchange for IPL assuming all future trading liabilities and
obligations. The Titles continue to be printed by Trinity Mirror under a new five year contract agreed between IPL and
Trinity Mirror and INM will continue to print certain Trinity Mirror publications in INMs Northern Ireland production
facilities under an adjusted print contract. The total net loss to the Group arising on the disposal of these Titles was
14.8m. The net loss included a credit of 6.7m arising on amounts recycled from the foreign currency translation
reserve on disposal.
(iv) transactions within equity
acquisition
During 2011 INM increased its interest in Independent Colleges Limited from 73.68% to 99.96%. Changes in INMs
ownership interest in Independent Colleges Limited as a result of the above were as follows:
2011
m
Movement in equity interest of the parent
Movement in non-controlling interest

(3.0)
2.8

Consideration

(0.2)

Disposal
2010
APN issued shares to some shareholders in lieu of dividend payments (i.e. scrip dividends) in 2010. INM did not take any
shares in lieu of dividends and as a result the Groups shareholding in APN fell from 32.2% to 31.6%. The deemed disposal
loss of 0.6m (including currency translation adjustments), included within equity in accordance with the provisions of
IAS 27 is the difference between the carrying value of the Groups share of net assets in APN, prior to dilution (32.2%),
and the assessment of the Groups share of net assets in APN after dilution (31.6%) having adjusted for the fair value of
the scrip dividends. The issue of shares by APN to some shareholders in lieu of dividend payments (i.e. scrip dividends)
in 2011 is reported under deemed disposal loss below.
Changes in INMs ownership interest in APN as a result of the above were as follows:
2010
m
Proceeds of share issue/scrip dividends issued
Reduction of equity interest of the parent

14.7
0.6

Increase in non-controlling interest

15.3

(v) Deemed Disposal loss


A non-cash deemed disposal loss arose on the Groups investment in APN. APN issued shares to some shareholders
in lieu of dividend payments (i.e. scrip dividends). INM did not take any shares in lieu of dividends and as a result
the Groups shareholding in APN fell from 31.6% to 30.4%. The deemed disposal loss of 3.9m (including currency
translation adjustments) is the difference between the carrying value of the Groups share of net assets of APN, prior to
dilution (31.6%) and the assessment of the Groups share of net assets in APN after dilution (30.4%) having adjusted for
the fair value of the scrip dividends.

95

noteS to the Financial StatementS (CONTINUED)


28.

reconciliation of operating Profit before exceptional items to cash


Generated by operating activities
2011
m

2011
m

2010
m

2010
m

continuing operations
operating profit before exceptional items
Depreciation/amortisation
Non-cash share option charge

earnings Before interest, tax, Depreciation and amortisation

Decrease in inventories
Decrease in short term and medium term receivables*
Decrease in short term and long term payables
Decrease in provisions
Retirement benefit obligations

cash generated from operations (before cash


exceptional items)

Exceptional expenditure
cash generated from operations
Income tax paid
cash generated by operating activities

75.5
10.9

82.6
12.6
0.7

86.4

95.9

0.4
11.7
(6.4)
(12.0)
(3.8)

2.4
13.4
(25.9)
(4.3)
(2.1)

76.3

79.4

(5.6)

(22.5)

70.7
(12.8)

56.9
(23.2)

57.9

33.7

* Decrease in trade and other receivables on the Balance Sheet is mainly driven by tighter working capital management.
Within the Cash Flow Statement, proceeds from issuance of Ordinary Shares is net of costs of issuance of 1.0m in 2010.

96

noteS to the Financial StatementS (CONTINUED)


28.

reconciliation of operating Profit before exceptional items to cash


Generated by operating activities (continued)
2011
m

2011
m

2010
m

2010
m

Discontinued operations
operating profit before exceptional items
Depreciation/amortisation

earnings Before interest, tax, Depreciation and amortisation

Decrease in inventories
Decrease in short term and medium term receivables
Decrease in short term and long term payables
Decrease in provisions
Retirement benefit obligations

139.2
26.8

166.0

0.8
9.0
(1.9)
(0.3)
(0.3)

cash generated from operations (before cash


exceptional items)
Exceptional expenditure

173.3
(9.8)

cash generated from operations


Income tax paid

163.5
(11.0)

cash generated by operating activities

152.5

company
loss Before interest, tax, Depreciation and amortisation
Increase in short term payables

(9.0)
8.5

(12.1)
11.0

net cash used in operating activities

(0.5)

(1.1)

97

noteS to the Financial StatementS (CONTINUED)


29.

cash and cash equivalents


2011
m

2010
m

9.3
5.1

9.5
6.1

14.4

15.6

14.4
(2.5)

15.6
(4.3)

11.9

11.3

1.2
2.7

9.2

3.9

9.2

3.9

9.2

3.9

9.2

2011
m

2010
m

Group and share of joint ventures and associates


Contracted but not provided for:
Group
Associates
Authorised by Directors but not contracted for:
Group

2.0

0.9
0.9

0.1

At end of year

2.0

1.9

Group
Cash at bank and in hand
Short term deposits

Cash and cash equivalents and bank overdrafts include the following for the purposes of the
cash flow statement:
Cash and cash equivalents*
Bank overdrafts

* Net of bank overdrafts where a legal right of set-off exists.


company
Cash at bank and in hand
Short term deposits

Cash and cash equivalents and bank overdrafts include the following for the purposes of the
cash flow statement:
Cash and cash equivalents
Bank overdrafts

Significant non-cash transactions


There were no significant non-cash transactions during the year.

30.

capital commitments

Capital commitments relate to property, plant and equipment.

98

noteS to the Financial StatementS (CONTINUED)


31.

operating lease commitments


At the Balance Sheet date, the Group has outstanding commitments under non-cancellable operating leases, which fall due
as follows:

No later than one year


Later than one and no later than five years
Later than five years

2011
m

2010
m

8.9
25.9
12.6

9.1
28.8
7.2

47.4

45.1

Non-cancellable operating lease commitments include assets subleased to third parties on which income of 0.4m was
received in 2011.

32.

Financial risk and capital management


capital management
The Groups objectives when managing capital are to safeguard the Groups ability to continue as a going concern (as
disclosed in note 1), to comply with the financial covenants under the Groups Bank Facilities and to maintain an optimal
capital structure which maximises the return to shareholders, while reducing the cost of capital.
In order to maintain or adjust the capital structure (capital of the Group includes Equity of (22.8m) and Net Debt of 426.8m
as at 31 December 2011), the Group may, subject to bank approval, adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or buy back existing shares, increase or reduce debt or sell assets.
The Group monitors capital on the basis of the Net Debt to EBITDA* ratio, with a stated medium-term target of achieving a
Net Debt to EBITDA* ratio of below 3.0 times. Net debt consists of borrowings (as disclosed in note 23), net of cash and cash
equivalents (as disclosed in note 29).
The Net Debt to EBITDA* ratios at 31 December 2011 and 31 December 2010 were as follows:
2011
m

2010
m

Borrowings (note 23)


Cash and cash equivalents (note 29)

441.2
(14.4)

489.2
(15.6)

Net Debt

426.8

473.6

EBITDA*

102.2

110.6

net Debt/eBitDa* ratio

4.18x

4.28x

* EBITDA comprises earnings before interest, tax, depreciation and amortisation, before exceptional items, of continuing
operations and includes dividends received from associates and joint ventures (including APN).
The Groups Bank Facilities, which were entered into in 2009, based upon a 4 year maturity extending into 2014, include
cash flow cover, interest cover, leverage and capital expenditure covenants as calculated under the Bank Facilities.
Non-compliance with financial covenants would give the relevant lenders the right to terminate facilities and demand early
repayment of any sums drawn thereunder, thus altering the maturity profile of the Groups debt and the Groups liquidity,
unless an amendment or waiver is granted in advance by the lenders. Calculations for financial covenants are completed for
twelve-month periods ending quarterly on 31 March, 30 June, 30 September and 31 December. During 2011 all the quarterly
financial covenant tests under the Groups Bank Facilities were met.

99

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


capital management (continued)
Subsequent to the year end, the Group agreed with its banks an amendment to its financial covenants and scheduled debt
reductions, which provide the Group with significant financial headroom. See note 1 for further details.
The Bank Facilities contain a number of clauses in relation to the operations of the Group which are typical for a debt facility
of this type, including the following:
restrictions on the payment of dividends, buy-back of shares and to otherwise make changes to the Companys
share capital;
undertakings regarding the incurrence of further indebtedness and the granting of loans, guarantees or security interests
other than those contemplated in the Agreement;
undertakings regarding permitted capital expenditure, permitted acquisitions, and permitted asset disposals; and
obligations to apply the proceeds from permitted asset disposals towards the repayment of debt outstanding under
the Facilities.
In targeting a medium term Net Debt to EBITDA* ratio of below 3.0 times, the Group expects a recovery in EBITDA* over the
next few years. In addition, further meaningful debt reduction will remain a priority. No final dividend will be paid in respect
of the year ended 31 December 2011. Furthermore all major capital expenditure projects across the Group have now been
completed and no significant capital investment is required in the medium term.
Financial risk management
The Groups financial risks are managed by the Group Finance Department within parameters defined formally by the Board.
Group Treasurys activity is reported to the Audit Committee and to the Board. The main financial risks faced by the Group
relate to credit, interest, foreign exchange translation and liquidity. The Board agrees policies for managing these risks as
summarised below.
Financial instruments, including derivatives, are permitted to be used to manage financial risk arising from the Groups
operations.
credit risk
Credit risk arises from cash and cash equivalents, derivative financial instruments and trade and other receivables. The Board
establishes the policy which Group Treasury follows in managing credit risk. Exposure is managed by distributing the credit
risk, where possible, across banks or other institutions meeting required standards as assessed normally by reference to the
major credit rating agencies. Deals are authorised only with banks with which dealing mandates have been agreed. These
policies are regularly monitored to ensure credit exposure to any one financial institution is limited.
The Groups credit risk management policy in relation to trade receivables involves periodically assessing the financial
reliability of customers, taking into account financial position, past experience and other factors. The utilisation of credit
limits is regularly monitored. There is no concentration of credit risk with respect to trade receivables as the Group has a large
number of customers, geographically dispersed. The maximum exposure to the top five receivables in any of the Groups
geographical segments does not exceed 7.5m and the credit quality of such debtors in each case is good based on previous
payment history. Average credit terms, where given, range from 10 days to 45 days.
Included in the Groups trade and other receivables as at 31 December 2011 are balances of 23.6m (2010: 36.5m) which are
past due at the reporting date but not impaired in the majority of cases. The aged analysis of these balances is as follows:

Less than 1 month


1 3 months
3 6 months
Over 6 months

2011
m

2010
m

13.4
5.9
1.9
2.4

20.3
8.7
3.9
3.6

23.6

36.5

100

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
credit risk (continued)
The Groups policy for the determination of the provision for bad debts is based on a line-by-line assessment of the credit
risk attached to the individual debtors and an assessment of the resulting requirement for a provision for impairment.
In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade
receivable, including any indicators for impairment (which may include evidence of financial difficulty of the customer,
payment default, breach of contract, etc.) and any collateral held, which in certain limited cases exists in the form of deposits,
bank guarantees, sureties and agency security totalling 2.8m (2010: 2.7m). Amounts charged to the impairment provision
are written off when there is no expectation of recovery. Subsequent recoveries of amounts previously written off are
credited to the Income Statement. For the purposes of calculating the impairment provision, the Group does not take into
account the impact of discounting the trade receivables as it is considered not material given the age profile of the Groups
trade receivable balances.
Movements in the provision for impairment of trade receivables during the year were as follows:
2011
m
At 1 January
Provision for impairment recognised in year
Amounts recovered during the year
Amounts written off during the year
Exchange movements
Deconsolidation of APN (note 26)
At 31 December (note 19)

2010
m

7.8
1.8
(0.2)
(2.8)
(0.5)

12.7
8.5
(0.3)
(9.1)
1.7
(5.7)

6.1

7.8

The Groups other classes of financial assets do not contain impaired assets and are not past due other than the impairment
charges included in notes 16 and 19. The credit quality of financial assets that are neither past due nor impaired can be
assessed by reference to external credit ratings or to historical information about counterparty default rates. Based on the
credit history of these other assets, it is expected that these amounts will be received when due. The Groups maximum
exposure to credit risk in relation to financial assets (i.e. financial assets excluding available-for-sale financial assets and
prepayments) is 66.3m (2010: 80.7m).
company
There were no past due or impaired trade receivables in the Company Balance Sheet as at 31 December 2011 or
31 December 2010 other than the impairment charge included in note 19.
liquidity risk
Liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding through
an adequate amount of committed credit facilities and the ability to close out market positions. Management monitors the
adequacy of the Groups liquidity reserve (comprising undrawn borrowing facilities as detailed in note 23 and cash and cash
equivalents as detailed in note 29) against rolling cash flow forecasts. In addition the Groups liquidity risk management
policy involves monitoring Balance Sheet liquidity ratios against internal requirements and maintaining debt financing plans.
The influence of the global downturn has resulted in more restricted access to finance and credit markets are anticipated to
remain tight as long as the current uncertain economic environment prevails.
The following table analyses the Groups financial liabilities into relevant maturity groupings based on the remaining period
to contractual maturity at the Balance Sheet date. The amounts disclosed in the table are the contractual undiscounted
cash flows.

101

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
liquidity risk (continued)
>5 Years
m

total
m

353.3*
8.9

9.9
0.7

0.4

93.0
442.7
22.5
2.8
55.5
2.6

78.8
(21.9)

372.8
(9.9)

0.4

619.1
(55.5)

143.4

56.9

362.9

0.4

563.6

2010
Trade and other payables
Borrowings (principal repayments)
Onerous contracts
Derivative financial instruments (net-settled)
Future finance charges
Other payables

103.5
32.3
6.2
3.5
29.9

38.2
4.6
1.1
28.5
2.0

420.5*
9.4

35.7

0.3
1.1

103.5
491.3
21.3
4.6
94.1
2.0

Less future finance charges

175.4
(29.9)

74.4
(28.5)

465.6
(35.7)

1.4

716.8
(94.1)

145.5

45.9

429.9

1.4

622.7

Group
2011
Trade and other payables
Borrowings (principal repayments)
Onerous contracts
Derivative financial instruments (net-settled)
Future finance charges
Other payables
Less future finance charges

<1 Year
m

1-2 Years
m

93.0
40.9
6.7
2.8
23.7

48.5
6.5

21.9
1.9

167.1
(23.7)

2-5 Years
m

* Primarily relates to 2014 of which 352.3m (2010: 419.9m) falls due under the Groups Bank Facilities.
<1 Year
m

1-2 Years
m

2-5 Years
m

>5 Years
m

total
m

2011
Trade and other payables

468.2

468.2

2010
Trade and other payables

456.7

456.7

company

102

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
liquidity risk (continued)
Given the impact of the global financial crisis and the continued difficult trading conditions within which the Group is
currently operating, the Board has undertaken a detailed review of the Groups anticipated future results and working capital
requirements, and subsequently stress-tested these. These detailed, bottom-up financial forecasts have been prepared by,
and reviewed with, each of the Groups major business units. The extent of this review reflects the still-uncertain economic
outlook, and the weakness in advertising revenues experienced during 2011. The forecasts reflect key assumptions, based on
information available to the Directors at the time of the preparation of this financial information, and include:
Detailed monthly forecasting by business for FY12, reflecting trends experienced up to the date of preparation; and
Future advertising revenues for FY13-FY14 based on regional managements assessment of trends across individual
regions and principal operating units.
The critical assumptions underlying the forecast were then stress-tested to ensure sufficient financial covenant headroom
exists to cope with a reasonable level of negative movement in the key assumptions.
Having completed this forecasting process, the Group sought the consent of its banks in early 2012 to amend the Bank
Facilities to provide for financial covenant headroom up to and including June 2013, and to reschedule 28m of the December
2012 facility reduction. All of the Groups banks have agreed to these amendments to the Bank Facilities. The Directors expect
that the Group will meet these amended covenants under the Bank Facilities and consider that there is sufficient liquidity
available to the Group for a period of at least one year from the date of approval of these financial statements. Further details
are contained in note 1.
market risk
(a) Foreign exchange risk
Foreign exchange risk arises from recognised assets and liabilities and forecast future commercial transactions that are
denominated in a currency that is not the entitys functional currency. Foreign exchange risk arising from forecast future
commercial transactions is managed by the use of forward foreign exchange contracts where deemed appropriate.
Foreign exchange transaction exposure in the Group is limited due to the fact that trading companies in the Group tend
to have the majority of their revenues and expenses in their functional currency.
Foreign currency translation exposure arises from the retranslation of overseas subsidiaries Income Statements and
Balance Sheets into Euro. The Groups net assets are spread across a number of different currencies in the countries in
which it operates which limits its translation exposure to any individual currency.
In certain instances, where practicable and cost-effective, the Group manages translation exposure through the use of
foreign currency borrowings to hedge the impact of exchange rate movements on the Groups Balance Sheet. The Group
uses forward rate contracts to mitigate the impact of exchange rate movements on the Groups Income Statement,
when the Group considers it economically viable to do so. Further information on the Groups use of foreign exchange
contracts is given in note 17. Based on the net forward contracts outstanding at 31 December 2011, if the Euro had
moved by 4% against Sterling, with all other variables being constant, net assets and total equity would have increased
by 0.5m if rates had strengthened, or reduced by 0.5m if rates had weakened (2010: if the Euro had moved by 3%
against Sterling, with all other variables being constant, net assets and total equity would have increased by 0.3m if
rates had strengthened, or reduced by 0.3m if rates had weakened).
(b) interest rate risk
The Groups interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to
cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. Interest rate
risk arising from the Groups borrowings is managed by the issue of debt in a balanced portfolio which minimises the
interest rate cost by the use of interest rate swaps when the Group considers this to be economically viable, and also by
the issue of fixed rate debt when circumstances are favourable.
(c) Price risk
The Group is not exposed to significant price risk in relation to its financial instruments, other than in respect of the
Groups available-for-sale financial assets (see note 16).

103

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
(i)

currency and interest rate exposure of financial liabilities


The Groups financial liabilities comprise borrowings, derivative financial instruments, trade and other payables and
other non-current payables.

Floating rate
Financial
liabilities*
m

Fixed rate
Financial
liabilities
m

non-interest
Bearing
Financial
liabilities
m

Fixed rate
Financial liabilities
weighted
weighted
average average time
effective
for which
total interest rate rate is Fixed
m
%
Years

Group
at 31 December 2011
Currency:
Euro
Stg
Other

439.3
1.1

0.8

52.0
19.7
26.7

491.3
20.8
27.5

9.0

2.7

Gross financial liabilities

440.4

0.8

98.4

539.6

9.0

2.7

at 31 December 2010
Currency:
Euro
Stg
Other

478.6
2.9

6.7
1.0

49.2
23.6
37.3

534.5
27.5
37.3

25.0
4.7

3.4
0.3

Gross financial liabilities

481.5

7.7

110.1

599.3

22.5

2.9

* The Group has entered into swaps to fix the interest rate on 382.8m of the floating rate financial liabilities up to
December 2012. Of the Groups gross borrowings of 441.2m (2010: 489.2m), 87% (2010: 80%) is at fixed
interest rates.
Interest on floating rate securities is based on national inter-bank rates in the relevant countries. In addition a margin
is applied to borrowings under the Groups Bank Facilities based on the Debt to EBITDA covenant level as at the most
recent quarter testing date. From 1st September 2012, the interest margin on the outstanding debt commitments under
the Bank Facilities will be increased by 1.0% per annum, increasing by a further 1.0% per annum every three months
thereafter. This increased margin will apply until a refinancing of the Bank Facilities is successfully completed which,
as outlined in note 1, is expected to be well in advance of their scheduled maturity in May 2014. An amendment fee of
25bps was incurred in connection with the amendments to the Bank Facilities agreed in early 2012.
Based on the outstanding net floating rate debt at 31 December 2011, a change in interest rates of +/-1% with all other
variables being constant would reduce/increase post-tax profits by 0.4m (2010: 0.8m).
The fixed rate debt shown in the table in 2010 includes a term loan in the amount of 6.7m drawn under the 2009 Bank
Facility, which carried a payment in kind coupon of 25 per cent. This facility was repaid in full in early 2011. Non-interest
bearing financial liabilities include trade and other payables, derivative financial instruments and other non-current
payables, which do not have pre-determined dates of repayment.
company
The Companys financial liabilities primarily comprise loans from subsidiary undertakings which are denominated in
Euro and are interest free. Based on the outstanding net floating rate debt (including cash and cash equivalents) at
31 December 2011, a change in interest rates of +/-1% with all other variables being constant would increase/reduce
post-tax profits by nil (2010: 0.1m).

104

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
(ii) currency and interest rate analysis of financial assets
The Groups financial assets comprise available-for-sale financial assets, trade and other receivables, derivative financial
instruments and cash and cash equivalents. A currency analysis of these financial assets is set out below:

Group
Currency:
Euro
Stg
Aus$
NZ$
SAR
Other

2011
m

2010
m

27.0
13.4
0.2
0.4
28.8
5.6

31.5
23.9
0.1
0.5
34.7
9.3

75.4

100.0

Included in the financial assets above are 39.4m (2010: 51.9m) which have been pledged as security against the
Groups Bank Facilities, as disclosed in note 23.
Cash and cash equivalents are placed on deposit at floating rates of interest with a maturity of 90 days or less.
The effective interest rates earned during the year on short-term bank deposits ranged from 1.5% to 5%. The Groups
other financial assets, including available-for-sale financial assets, trade and other receivables, loans to associates
and joint ventures and derivative financial instruments are generally non-interest bearing; in certain cases normal
agency discount terms are reduced and interest is charged at a rate of 1.5% per month where trade receivable balances
fall overdue.
company
The Companys closing cash and cash equivalents balance is denominated in Euro. The effective interest rates earned
during the year on short-term bank deposits ranged from 1.5% to 2.7%. All loans to subsidiary undertakings are
denominated in Euro and are interest free.

105

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
(iii) currency exposures
The table below shows the Groups traded assets and liabilities that give rise to the net monetary gains and losses
recognised in the Income Statement. Such exposures comprise the monetary assets and liabilities of the Group that are
not denominated in the functional currency of the unit involved. Whilst the Group as a whole has assets and liabilities in
multiple currencies, individual entities in the Group do not have a significant foreign exchange exposure to currencies
that are not their functional currency. At 31 December these exposures were as follows:

Stg
m
2011
Functional currency of Group operations
Euro
Stg

2010
Functional currency of Group operations
Euro
Stg

net foreign currency financial assets/(liabilities)


nZ$
euro
other
m
m
m

total
m

(1.0)

0.4

1.2

0.2

(0.4)
1.2

(1.0)

0.4

1.2

0.2

0.8

(1.2)

0.5

0.3

0.1
0.2

(0.6)
0.5

(1.2)

0.5

0.3

0.3

(0.1)

Net exchange losses of 0.4m (2010: gains of 0.3m) on monetary items have been recognised in the Income Statement.
(iv) Fair values of financial assets and financial liabilities
The fair values of quoted available-for-sale financial assets and derivative financial instruments are measured using
market values. The fair values of non-listed debt are measured by discounting cash flows at prevailing interest and
exchange rates. Unquoted available-for-sale financial assets whose fair values cannot be reliably measured are carried
at cost less provision for impairment where required. The carrying value of non-interest bearing financial assets and
financial liabilities and cash and cash equivalents approximates their fair values. The following is a comparison by
category of book values and fair values of the Groups and Companys financial assets and financial liabilities as at the
year end.
Book Value
2011
2010
m
m
Group
Financial assets
Available-for-sale financial assets
Derivative financial instruments
cash flow hedges
Loans and receivables (non-current)
Loans and receivables (current)
Cash and cash equivalents

Fair Value
2011
2010
m
m

4.1

11.9

4.1

11.9

0.8
2.1
54.0
14.4

0.4
1.9
70.2
15.6

0.8
2.1
54.0
14.4

0.4
1.9
70.2
15.6

75.4

100.0

75.4

100.0

Financial assets whose fair value could not be reliably measured amounted to nil (2010: 16.7m). In 2010 these financial
assets were derecognised, mainly due to the deconsolidation of APN.

106

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
(iv) Fair values of financial assets and financial liabilities (continued)
Book Value
2011
2010
m
m
Group
Financial liabilities
Borrowings
Derivative financial instruments
cash flow hedges
Other payables
Trade and other payables

company
Financial assets
Loans and receivables (current)*
Cash and cash equivalents

Financial liabilities
Trade and other payables

Fair Value
2011
2010
m
m

(441.2)

(489.2)

(441.2)

(489.2)

(2.8)
(2.6)
(93.0)

(4.6)
(2.0)
(103.5)

(2.8)
(2.6)
(93.0)

(4.6)
(2.0)
(103.5)

(539.6)

(599.3)

(539.6)

(599.3)

591.0
3.9

903.1
9.2

591.0
3.9

903.1
9.2

594.9

912.3

594.9

912.3

(468.2)

(456.7)

(468.2)

(456.7)

(468.2)

(456.7)

(468.2)

(456.7)

* Recoverability of amounts due from subsidiary undertakings has been determined by assessing future cash flows on a
basis which considers the key assumptions disclosed in notes 13 and 26.
The Group has adopted the following fair value measurement hierarchy in relation to its financial assets and financial
liabilities that are carried in the Balance Sheet at fair value as at the year end:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2: inputs, other than quoted prices included within level 1, that are observable for the asset or liability either
directly (as prices) or indirectly (derived from prices); and

Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The following table sets out the assets and liabilities that are measured at fair value on the Balance Sheet as at
31 December:

107

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
(iv) Fair values of financial assets and financial liabilities (continued)

Group
2011
Financial assets
Available-for-sale financial assets
Derivative financial instruments
cash flow hedges

Financial liabilities
Derivative financial instruments
cash flow hedges

2010
Financial assets
Available-for-sale financial assets
Derivative financial instruments
cash flow hedges

Financial liabilities
Derivative financial instruments
cash flow hedges

level 1
m

level 2
m

level 3
m

total
m

2.9

2.9

0.8

0.8

2.9

0.8

3.7

(2.8)

(2.8)

7.4

7.4

0.4

0.4

7.4

0.4

7.8

(4.6)

(4.6)

108

noteS to the Financial StatementS (CONTINUED)


32.

Financial risk and capital management (continued)


Financial risk management (continued)
(v) Foreign exchange contracts
Details of significant foreign exchange contracts outstanding as at 31 December were as follows:

Buy Sterling Pounds/Sell Euro

2011
m

2010
m

12.3

9.5

The Irish operations purchase newsprint in Sterling. In order to protect against adverse exchange rate movements the
above foreign exchange contracts were entered into.
The table below shows the contractual cash flows due under the Groups derivative financial instruments included above
which will be settled on a gross basis. The balances are due within one year from the Balance Sheet date, thus the impact
of discounting is not significant.
2011
m
Forward foreign exchange contracts cash flow hedges
Inflow
Outflow

2010
m

13.1
(12.3)

9.9
(9.5)

During the year ended 31 December 2011, a gain of 2.6m (2010: loss of 5.2m) was recognised directly in equity, and
a gain of 0.4m (2010: gain of 0.3m) was transferred from equity and recognised in the Income Statement within
operating profit in relation to cash flow hedges. Gains of 1.8m (2010: 0.3m) were recognised in the Income Statement
within operating profit in relation to held for trading forward foreign exchange contracts.

33.

contingent liabilities
(i)

Guarantees
Independent News & Media PLC has guaranteed bank advances and certain other obligations of subsidiary undertakings
up to a maximum of 473.9m (2010: 523.7m).

(ii) aPn
APN is involved in a dispute with the New Zealand Inland Revenue Department (IRD) regarding certain financing
transactions. As disclosed in APNs annual report, the dispute involves tax of NZ$41 million for the period up to
31 December 2011.
No assessments have been issued at this time and APN is satisfied that its treatment satisfies all relevant legislation
and that no tax will become payable. APN has tax losses available to offset the amount payable to the extent of
NZ$25 million. The IRD are seeking to impose penalties of between 10% and 50% of the tax in dispute in addition to
the tax claimed.
(iii) litigation
The Group, from time to time, is party to various legal proceedings. It is the opinion of the Directors that INMs share of
the losses, if any, arising in connection with these matters will have no material adverse impact on the financial position
of the Group.

109

noteS to the Financial StatementS (CONTINUED)


34.

related Party transactions


Group
Transactions between the Group and its joint ventures and associates include both trade and loan transactions. Details of the
Groups principal joint ventures and associates are provided in note 36 to the financial statements.
Details of transactions and balances outstanding with associates and joint ventures are as follows:

Associates
Joint ventures

Sale of goods
2011
2010
m
m

Purchase of
goods
2011
2010
m
m

12.0
7.1

11.2
22.0

14.9
9.4

13.9
27.5

amounts owed by
related parties
2011
2010
m
m
0.6
1.1

2.6
2.5

amounts owed to
related parties
2011
2010
m
m

2.3

0.3
2.3

No interest income from associates was received during the year (2010: 21k).
Sir Anthony OReilly currently serves as President Emeritus of the Group. He did not receive any payment for this role.
During the year, the Group incurred costs of 51k (2010: 92k) for the provision of secretarial services and some travel and
accommodation costs relating to the office of President Emeritus.
During the year, the Group entered into a number of transactions at arms length with Communicorp Group Limited,
a company in which Denis OBrien has a beneficial interest. Under the terms of these barter advertising transactions
the Group received advertising services to the value of 0.7m and provided advertising services to the value of 0.7m
(2010: received advertising services to the value of 0.7m and provided advertising services to the value of 0.7m).
As part of the share placing in November 2010, Denis OBrien subscribed for 10,528,651 new Ordinary Shares of 0.35 each at
a price of 0.58 each.
company
Details of Directors remuneration are disclosed in the Remuneration Report on pages 32 to 33. Details of shares held in the
Company by Directors and of share options granted to Directors are disclosed in the Remuneration Report on pages 33 to 34.
During the year, the Company received 21.3m (2010: 15.0m) in dividends from its subsidiaries and was charged 8.5m
(2010: 11.5m) in management fees by its subsidiaries. The Company charged subsidiaries 0.7m (2010: 0.2m) for the
surrender of tax losses during the year. Details of loan balances due to/from subsidiaries are provided in notes 19 and 20
and all such loans are on an interest free basis.
Key management Personnel
Key management personnel comprises the Board of Directors and from 1 January 2011 (with 2010 restated on a consistent
basis for comparative purposes only), the members of the executive committee, which manage the business and affairs of
the Company. The remuneration of key management personnel was as follows:
2011

Short-term benefits
Post-retirement benefits
Share based payment*

2010
(restated)
m

3.5
0.3

3.5
0.5
1.9

3.8

5.9

* 2010 includes a 1.5m non-cash charge in relation to the cancellation of share options previously granted to key
management personnel.

110

noteS to the Financial StatementS (CONTINUED)


35.

retirement Benefit obligations


Defined contribution Pension Schemes
The Group operates a number of defined contribution pension schemes. Scheme assets are held in separate trustee
administered funds. The defined contribution charge for the year was 3.4m (2010: 14.3m).
Defined Benefit Pension Schemes and Post-retirement medical aid Scheme
The Group operates a number of defined benefit pension schemes. Scheme assets are held in separate trustee administered
funds. In general, actuarial valuations are not available for public inspection; however, the results of valuations are available
to members of the various schemes. The last actuarial valuation of the main defined benefit pension schemes was at
1 January 2009. The deficit on the Groups defined benefit pension schemes arises mainly in the Island of Ireland operations.
The Group also has a post-retirement medical aid scheme. The determination of the pension cost and defined benefit
obligation of the Groups defined benefit pension schemes, and its post-retirement medical aid obligation, depends on
the selection of certain assumptions, which include, inter alia, the discount rate, inflation rate, salary growth, longevity and
expected return on scheme assets, all of which are key judgements. Differences arising from actual experience or changes
in assumptions in both the defined benefit pension schemes and post-retirement medical aid scheme are reflected in the
Statement of Comprehensive Income.
The amounts recognised in the Balance Sheet in respect of the defined benefit pension schemes and the post-retirement
medical aid scheme as at 31 December were as follows:
2011
m

2010
m

2009
m

2008
m

2007
m

348.7
(227.6)

326.1
(232.2)

324.2
(228.7)

310.7
(190.7)

331.5
(271.5)

Present value of unfunded obligations

121.1
1.3

93.9
2.0

95.5
2.6

120.0
3.4

60.0
4.8

Net liability in Balance Sheet

122.4

95.9

98.1

123.4

64.8

Present value of unfunded obligations

24.6

36.1

30.1

25.4

35.6

Net liability in Balance Sheet

24.6

36.1

30.1

25.4

35.6

Defined Benefit Pension Schemes


Present value of funded obligations
Fair value of plan assets

Post-retirement medical aid Scheme


Present value of funded obligations
Fair value of plan assets

The combined net liability in the Balance Sheet for the Groups defined benefit pension schemes and the Groups
post-retirement medical aid scheme was 147.0m (2010: 132.0m).

111

noteS to the Financial StatementS (CONTINUED)


35.

retirement Benefit obligations (continued)


Defined Benefit Pension Schemes and Post-retirement medical aid Scheme (continued)
Defined benefit
pension schemes
2011
2010
m
m

Post-retirement
medical aid scheme
2011
2010
m
m

Fair Value of Plan liabilities


At 1 January
Current service cost
Negative past service cost
Interest cost
Contributions by plan participants
Actuarial losses/(gains)
Benefits paid*
Curtailments
Deconsolidation of APN (note 26)
Exchange movements

328.1
2.7
(1.7)
17.6
2.6
15.6
(16.4)

1.5

326.8
3.4
(5.9)
19.4
2.9
12.5
(17.4)
(7.3)
(10.2)
3.9

36.1
0.2

2.1

0.1
(1.3)
(6.9)

(5.7)

30.1
0.6

3.2

(1.4)
(1.4)
(1.3)

6.3

at 31 December

350.0

328.1

24.6

36.1

Defined benefit
pension schemes
2011
2010
m
m

Post-retirement
medical aid scheme
2011
2010
m
m

Fair Value of Plan assets


At 1 January
Expected return on assets
Actuarial (losses)/gains
Contributions by plan participants
Contributions by employer
Benefits paid*
Deconsolidation of APN (note 26)
Exchange movements

232.2
14.5
(16.5)
2.6
9.3
(15.7)

1.2

228.7
15.6
0.6
2.9
8.6
(16.4)
(11.3)
3.5

at 31 December

227.6

232.2

16.2

Actual return on plan assets

(2.0)

* Certain schemes are unfunded, thus the benefits paid for those schemes is funded by the Group on an ongoing basis rather
than out of fund assets.
Total net actuarial losses of 32.2m were recognised in the Statement of Comprehensive Income in 2011 (2010: 10.5m).
Cumulatively since 1 January 2004, 95.7m has been recognised as a charge in the Statement of Comprehensive Income.
Pension scheme assets do not include property occupied by Group companies.

112

noteS to the Financial StatementS (CONTINUED)


35.

retirement Benefit obligations (continued)


Defined Benefit Pension Schemes and Post-retirement medical aid Scheme (continued)
The amounts recognised in the Income Statement in the year were as follows:
Defined benefit
pension schemes
2011
2010
m
m
Current service cost
Negative past service cost
Interest on obligation
Expected return on plan assets
Gains on curtailments

Post-retirement
medical aid scheme
2011
2010
m
m

2.7
(1.7)
17.6
(14.5)

3.4
(5.9)
19.4
(15.6)
(7.3)

0.2

2.1

(6.9)

0.6

3.2

(1.3)

4.1

(6.0)

(4.6)

2.5

3.4
0.7

4.4
2.7
0.1
(13.2)

(4.6)

2.5

4.1

(6.0)

(4.6)

2.5

The total amount recognised in the Income Statement was charged as follows:
Cost of sales
Administration expenses
Distribution expenses
Other operating expenses

The split of the fair value of the plan assets is as follows:


Defined benefit
pension schemes
2011
2010
m
m
Equities
Bonds
Property/other

125.0
94.2
8.4

138.5
84.7
9.0

227.6

232.2

The expected rate of return for equities has been calculated assuming that equities will outperform bonds by 3.50% per
annum over the long term. The expected rate of return for bonds has been based on bond indices as at 31 December 2011,
with due regard to the allocation of the schemes bond portfolios.
Principal actuarial assumptions for the defined benefit pension schemes are as follows (expressed as weighted averages):

Discount rate on scheme liabilities


Expected return on plan assets
Future salary increases

2011

2010

5.0%
5.4%
2.0%

5.5%
6.4%
2.2%

An increase of 1% in the discount rate would decrease the defined benefit pension schemes obligation by 49m (2010: 46m).
A decrease of 1% in the discount rate would increase the defined benefit pension schemes obligation by 63m (2010: 58m).
The mortality assumptions used in the Irish schemes are based on standard tables published by the Institute of Actuaries
which were adjusted in line with Irish experience.It is assumed that younger members will live longer in retirement than those
retiring now, reflecting the expectation that longevity will improve over time.

113

noteS to the Financial StatementS (CONTINUED)


35.

retirement Benefit obligations (continued)


Defined Benefit Pension Schemes and Post-retirement medical aid Scheme (continued)
The assumed life expectancy for a retired member aged 65 is 20.4 years (male) and 23.4 years (female). Life expectancy for
future pensioners, retiring in 20 years time at age 65, is assumed to be 24.4 years (males) and 26.3 years (females).
The mortality assumptions used in the other schemes are based on local experience and are based on the advice of actuaries.

2011
m
history of experience Gains and losses
Difference between expected and actual return
on scheme assets
Experience gains and (losses) on scheme liabilities

(16.5)
1.9

Defined benefit pension schemes


2010
2009
2008
m
m
m

0.6
4.1

21.0
3.1

2007
m

(82.9)
(0.8)

(13.0)
(2.0)

2011

2010

8.7%
8.7%

8.5%
8.1%

Principal actuarial assumptions for the post-retirement medical aid scheme are as follows:

Discount rate on scheme liabilities


Medical cost inflation
The mortality assumptions used for the post-retirement medical aid scheme were as follows:
Before retirement
Males The S.A. 1985-90 table of mortality.
Females The S.A. 1985-90 table of mortality rated down 3 years.
The South African PA (90) tables were used for post-retirement mortality rates.

An increase of 1% in medical cost inflation would increase the post-retirement medical aid Income Statement charge
(current service cost and interest cost combined) by 0.3m (2010: 0.7m). A decrease of 1% in medical cost inflation would
decrease the post-retirement medical aid Income Statement charge (current service cost and interest cost combined) by
0.3m (2010: 0.5m).
An increase of 1% in medical cost inflation would increase the post-retirement medical aid liability by 3.2m as at 31 December
2011 (2010: 5.9m). A decrease of 1% in medical cost inflation would decrease the post-retirement medical aid liability by
2.7m as at 31 December 2011 (2010: 4.8m).

2011
m
history of experience Gains and losses
Experience gains and (losses) on scheme liabilities

(1.3)

Post-retirement
medical aid scheme
2010
m
1.6

2009
m
1.3

The estimated employer contributions to be paid in 2012 for the Groups defined benefit pension schemes and the Groups
post-retirement medical aid scheme are 10.6m.

114

noteS to the Financial StatementS (CONTINUED)


36.

Principal Subsidiaries, associates and Joint Ventures


name

Principal activity

Parent company (as at 31 December 2011)


Independent News & Media PLC

Holding Company

issued and Fully Paid


Share capital
556,015,359 (includes
5,597,077 treasury shares)
ordinary shares
of 0.35 each

Subsidiary Undertakings (as at 31 December 2011)


(Wholly owned unless otherwise stated)
Incorporated and operating principally in Ireland:
Independent Newspapers (Ireland) Limited
27-32 Talbot Street
Dublin 1

Newspaper Publishing

5,000,000 ordinary shares


of 1.25 each

Independent Newspapers Marketing Limited


27-32 Talbot Street
Dublin 1

Newspaper Publishing

100 ordinary shares


of 1.25 each
10,000 A ordinary shares
of 1 each

Sunday Newspapers Limited


27-32 Talbot Street
Dublin 1

Newspaper Publishing

80,002 ordinary shares


of 1.25 each

Newspread Limited
3050 Lake Drive
Citywest Business Campus
Naas Road
Dublin 24

Newspaper and
Magazine Distribution

3,600 ordinary shares


of 1.27 each

Independent Communications (Ireland) Limited


2023 Bianconi Avenue
Citywest Business Campus
Naas Road
Dublin 24

Holding Company

5,341,333 ordinary shares


of 1.25 each

Independent News & Media Holdings (Ireland) Limited


2023 Bianconi Avenue
Citywest Business Campus
Naas Road
Dublin 24

Holding Company

900 ordinary shares


of 1.25 each

Independent News & Media Investments Limited


2023 Bianconi Avenue
Citywest Business Campus
Naas Road
Dublin 24

Holding Company

1,249 ordinary shares


of 1.25 each

Independent Communications (International) Limited


2023 Bianconi Avenue
Citywest Business Campus
Naas Road
Dublin 24

Holding Company

100 ordinary shares


of 1.25 each

Independent Newspapers Management Services


2023 Bianconi Avenue
Citywest Business Campus
Naas Road
Dublin 24

Provision of
Management Services

Independent Colleges Limited


60-63 Dawson Street
Dublin 2

Third Level College

542,635,000 ordinary shares


of 1.25 each

195,481,212 ordinary shares


of 0.01 each
950,007 ordinary shares
of 1.00 each (91.59% interest)
25,000 ordinary redeemable
shares of 0.01 each
(50% interest)

115

noteS to the Financial StatementS (CONTINUED)


36.

Principal Subsidiaries, associates and Joint Ventures (continued)


name

Principal activity

issued and Fully Paid


Share capital

Subsidiary Undertakings (as at 31 December 2011) (continued)


(Wholly owned unless otherwise stated)
Incorporated and operating principally in Ireland (continued):
GrabOne (Ireland) Limited
27-32 Talbot Street
Dublin 1

Online Coupon Deals


Website

10,000 ordinary shares


of 1.00 each (70% interest)

Incorporated and operating principally in the United Kingdom:


Independent News and Media Limited
2nd Floor
5 Jubilee Place
London
SW3 3TD

Newspaper Publishing

Independent News & Media (UK) Limited


2nd Floor
5 Jubilee Place
London
SW3 3TD

Holding Company

Belfast Telegraph Newspapers Limited


2nd Floor
5 Jubilee Place
London
SW3 3TD

Dormant Company

35,942,899,875 ordinary shares


of Stg0.01 each
415,200 deferred shares
of Stg0.01 each
328,900,000 ordinary shares
of Stg1 each

11,687,800 ordinary shares


of Stg10 each

Incorporated and operating principally in South Africa:


Independent Newspapers (Pty) Limited
47 Sauer Street
Johannesburg

Newspaper Publishing

Independent News & Media (South Africa) (Pty) Limited


47 Sauer Street
Johannesburg

Holding Company

3,201 ordinary shares


of ZAR1 each

Holding Company

61,500 ordinary shares


of 1 each

Finance Company

10 ordinary shares
of 1 each

Holding Company

42 ordinary shares
of 453.38 each

Holding Company

73,399 ordinary shares


of 100 each

100 ordinary shares


of ZAR1 each

Incorporated and operating principally in Belgium:


Independent News & Media Belgium SA
Avenue de Tervuren 13a
Etterbeek
1040 Brussels
Incorporated and operating principally in Jersey:
Independent News & Media (Finance) Limited
22 Grenville Street
St. Helier
Jersey JE4 8PX
Incorporated and operating principally in The Netherlands:
Abbey Communications (Netherlands) B.V.
Luna ArenA
Herikerbergweg 238
1101 CM Amsterdam Zuidoost
Incorporated and operating principally in Luxembourg:
INM Holdings Luxembourg SARL
47 Avenue John F. Kennedy
L-1855 Luxembourg

116

noteS to the Financial StatementS (CONTINUED)


36.

Principal Subsidiaries, associates and Joint Ventures (continued)


name

Principal activity

issued and Fully Paid Share


capital

Subsidiary Undertakings (as at 31 December 2011) (continued)


(Wholly owned unless otherwise stated)
Incorporated and operating principally in Australasia:
Independent News & Media Holdings Pty Limited
Level 2, 580 George Street
Sydney

Holding Company

264,500,002 ordinary shares


of A$1 each

Independent News & Media (Australia) Limited


Level 2, 580 George Street
Sydney

Holding Company

10,000,000 ordinary shares


of A$1 each

News & Media NZ Limited


46 Albert Street
PO Box 32
Auckland

Holding Company

219,164,476 ordinary shares


of NZ$1 each

Holding Company
(Newspaper Publishing,
Radio Broadcasting and
Outdoor Advertising)

630,211,423 ordinary shares


of A$0.40 each
(30.4% interest)

Associates (as at 31 December 2011)


Incorporated and operating principally in Australasia:
APN News & Media Limited
Level 4
100 William Street
Sydney NSW 2011
Joint Ventures (as at 31 December 2011)
Incorporated and operating principally in Ireland:
Independent Star Limited
Level 5
Building 4
Dundrum Town Centre
Sandyford Road
Dundrum
Dublin 16
The respective addresses are the companies registered offices.

Newspaper Publishing

500 E ordinary shares


of 1.27 each
(0% interest)
500 I ordinary shares
of 1.27 each
5,000 preference shares
of 1.27 each

117

noteS to the Financial StatementS (CONTINUED)


37.

companies (amendment) act, 1986 Guarantees


The Company has guaranteed the liabilities of certain of its Irish registered subsidiary undertakings for the purpose of
Section 17 of the Companies (Amendment) Act, 1986, as listed below, and as a result such subsidiaries have been exempted
from the filing provisions of Section 7, Companies (Amendment) Act, 1986.
Argus Newspapers Limited
Champion Printing Limited
Crespen Limited
Gabani Limited
GrabOne (Ireland) Limited
ICON International Limited
Independent Colleges Limited
Independent Communications (International) Limited
Independent Communications (Ireland) Limited
Independent Communications Limited
Independent Digital Limited
Independent Directories Limited
Independent News & Media Holdings (Ireland) Limited
Independent News & Media Investments Limited
Independent Newspapers (Ireland) Limited
Independent Newspapers Marketing Limited
Independent Newspapers Property Limited
INM Overseas Limited
INM Securities (Ireland) Limited
Internet Interaction Limited
Newspread Limited
Nutley Investments Limited
Sunday Newspapers Limited
Terenure Printers Limited
The Drogheda Independent Company Limited
The Kerryman Limited
The People Newspapers Limited

118

noteS to the Financial StatementS (CONTINUED)


38.

Standards, interpretations and amendments to Published Standards that


are not yet effective
(i)

Certain new Standards, Interpretations and Amendments to Published Standards have been published, that are
mandatory for the Groups accounting periods beginning on or after 1 January 2012 or later periods but which the Group
has not early adopted, as follows:











IFRS 7 Financial Instruments: Disclosures (Amendment) (effective 1 July 2011*);


IAS 12 Income Taxes (Amendment) Deferred Tax: Recovery of Underlying Assets (effective 1 January 2012);
IAS 1 Presentation of Items of Other Comprehensive Income Amendments to IAS 1 (effective 1 July 2012);
IFRS 10 Consolidated Financial Statements (effective 1 January 2013);
IAS 27 Separate Financial Statements (effective 1 January 2013);
IFRS 11 Joint Arrangements (effective 1 January 2013);
IAS 28 (Revised) Investments in Associates and Joint Ventures (effective 1 January 2013);
IFRS 12 Disclosure of Interests in Other Entities (effective 1 January 2013);
IFRS 13 Fair Value Measurement (effective 1 January 2013);
IAS 19 Employee Benefits (Revised) (effective 1 January 2013);
IFRIC 20 Stripping Costs in the Production Phase of a Surface Mine (effective 1 January 2013); and
IFRS 9 Financial Instruments Classification and Measurement (effective 1 January 2015).

* Annual reporting periods beginning on or after that date.


The Group has not yet completed its assessment of the full impact on the Group financial statements of these new
Standards, Interpretations and Amendments to Published Standards.
(ii) The IASB has issued the Improvements to IFRS standard (amendments applying in respect of the 2012 financial year
end) which amends a number of standards, basis of conclusions and guidance. The improvements include changes in
presentation, recognition and measurement plus terminology and editorial changes. The Group is currently considering
the impact of these amendments but does not anticipate that they will have a significant impact on the Groups
financial statements.

39.

Subsequent events
Subsequent to the year end, the Group agreed with its banks an amendment to its financial covenants and scheduled debt
reductions which provide the Group with significant financial headroom. The Group continues to engage in constructive
discussions with its banks, with the ultimate objective of refinancing the Bank Facilities well in advance of their scheduled
maturity in May 2014. See note 1 for further details.
On 23 February 2012, APN announced that it had agreed to form a joint venture with Quadrant Private Equity to target
expansion within the Outdoor advertising segment in Australia, New Zealand and Asia. The Outdoor joint venture will
incorporate all of APNs wholly-owned Outdoor businesses in Australia and New Zealand as well as APNs 50% interests in
Rainbow Premium Outdoor, in Indonesia. The transaction values APN Outdoor at A$272 million on an Enterprise Value basis
and will generate gross cash proceeds of approximately A$190 million for APN on completion.

40.

approval of Financial Statements


The financial statements were approved by the Directors and authorised for issue on 27 April 2012.

119

noteS

120

noteS

INDEPENDENT NEWS & MEDIA PLC


Independent House,
2023 Bianconi Avenue,
Citywest Business Campus,
Naas Road, Dublin 24, Ireland.
Tel + 353 1 466 3200
Fax + 353 1 466 3222
Email mail@inmplc.com
www.inmplc.com

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