Auditors’ report to the members of Reuters Group <strong>PLC</strong>AUDIT <strong>REPORT</strong>We have audited the financial statements onpages 44–74, incorporating pages 24–30which have been prepared under the historicalcost convention and the accounting policiesset out on pages 73–74, and the summary ofdifferences between UK and US GenerallyAccepted Accounting Principles on pages75–77.RESPECTIVE RESPONSIBILITIES OFDIRECTORS <strong>AND</strong> AUDITORSThe directors are responsible for preparingthe annual report as described on page 31.This includes responsibility for preparingfinancial statements in accordance withapplicable United Kingdom accountingstandards. Our responsibilities, asindependent auditors, are established in theUnited Kingdom by statute, the AuditingPractices Board, the Listing Rules of theLondon Stock Exchange and our profession’sethical guidance.We report to you our opinion as to whetherthe financial statements give a true and fairview and are properly prepared in accordancewith the United Kingdom Companies Act1985. We also report to you if, in our opinion,the directors’ report is not consistent with thefinancial statements, if the company has notkept proper accounting records, if we havenot received all the information andexplanations we require for our audit, or ifinformation specified by law or the ListingRules regarding directors’ remuneration andtransactions is not disclosed.We read the other information contained in theannual report and consider the implicationsfor our report if we become aware of anyapparent misstatements or materialinconsistencies with the financial statements.We review whether the statement on pages22–23 reflects the company’s compliancewith the seven provisions of the CombinedCode specified for our review by the LondonStock Exchange and we report if it does not.We are not required to consider whether theBoard’s statements on internal control coverall risks and controls, or to form an opinionon the effectiveness of the group’s corporategovernance procedures or its risk and controlprocedures.BASIS OF AUDIT OPINIONWe conducted our audit in accordance withAuditing Standards issued by the AuditingPractices Board and with Auditing Standardsgenerally accepted in the United States. Anaudit includes examination, on a test basis,of evidence relevant to the amounts anddisclosures in the financial statements. It alsoincludes an assessment of the significantestimates and judgements made by thedirectors in the preparation of the financialstatements, and of whether the accountingpolicies are appropriate to the company’scircumstances, consistently applied andadequately disclosed.We planned and performed our audit so as toobtain all the information and explanationswhich we considered necessary in order toprovide us with sufficient evidence to givereasonable assurance that the financialstatements are free from materialmisstatement, whether caused by fraud orother irregularity or error. In forming ouropinion we also evaluated the overalladequacy of the presentation of informationin the financial statements.UNITED KINGDOM OPINIONIn our opinion, the financial statements give atrue and fair view of the state of affairs of thecompany and the group as at 31 December<strong>1999</strong> and of the profit and cash flows of thegroup for the year then ended and have beenproperly prepared in accordance with theUnited Kingdom Companies Act 1985.UNITED STATES OPINIONIn our opinion, the financial statementspresent fairly, in all material respects, thefinancial position of the group at 31December <strong>1999</strong>, 1998 and 1997 and theresults of its operations and cash flows foreach of the three years in the period ended 31December <strong>1999</strong> all expressed in poundssterling in conformity with accountingprinciples generally accepted in the UnitedKingdom.Accounting principles generally accepted inthe United Kingdom vary in certainsignificant respects from accountingprinciples generally accepted in the UnitedStates. The application of the latter wouldhave affected the determination ofconsolidated net income for each of the threeyears in the period ended 31 December <strong>1999</strong>,and consolidated shareholders’ equity at31 December <strong>1999</strong>, 1998 and 1997, allexpressed in pounds sterling, as shown in thesummary of differences between UK and USGenerally Accepted Accounting Principles setout on pages 75–77.PricewaterhouseCoopersChartered Accountants andRegistered AuditorsLondon11 February 200032 Reuters Group <strong>PLC</strong> Annual Report <strong>1999</strong>
Operating and financial reviewThe following review has been prepared inaccordance with both the recommendationsof the UK Accounting Standards Board intheir statement entitled ‘Operating andFinancial Review’, and the US requirementfor a ‘Management’s Discussion and Analysisof Financial Condition and Results ofOperations.’Under US law all statements other thanstatements of historical fact included in thisreview are, or may be deemed to be, forwardlookingstatements within the meaning ofSection 27A of the Securities Act of 1933and Section 21E of the Securities ExchangeAct of 1934. Certain important factors thatcould cause actual results to differ materiallyfrom those discussed in such forward-lookingstatements are described under ‘CautionaryStatements’ on pages 41–43 as well aselsewhere in this review. All written and oralforward-looking statements made on or afterthe date hereof and attributable to Reuters areexpressly qualified in their entirety by suchCautionary Statements.1. FINANCIAL SUMMARYYear to 31 December£m <strong>1999</strong> 1998 1997Revenue 3,125 3,032 2,882Operating profit 549 550 541Joint venture/associates (17) (1) (1)Disposals– investments 50 26 –– subsidiaries 52 – –Other income 2 3 6Net interest (4) 2 80PBT 632 580 626EPS 30.2p 26.7p 24.0pRevenue increased 3% at actual rates to£3,125 million in <strong>1999</strong>. At comparable ratesrevenue increased 1% compared with 9%growth in 1998.Underlying revenue excluding ReutersBusiness Briefing and TIBCO Software Inc.increased 4% at actual rates to £3,081 millionin <strong>1999</strong>. At comparable rates underlyingrevenue increased 2% compared with 7%growth in 1998.Operating profit before currency hedginggrew by 6% at actual rates and 3% atcomparable rates, compared to growth of14% at comparable rates in 1998. Actual ratesperformance benefited from the weakness ofsterling against the US and Japanesecurrencies. Operating profit after currencyhedging was flat at £549 million.Total goodwill in the year was £61 million, ofwhich £14 million was charged to associatesand joint ventures. This compares to goodwillof £51 million in 1998 of which £5 millionwas charged to associates, and total goodwillof £51 million in 1997.Incremental external millennium costs were£25 million in <strong>1999</strong>, compared to £31 millionin 1998. Total millennium costs were£42 million in <strong>1999</strong>, compared to an originalbudget of £28 million. Spend in 1998 was£55 million.Recognised currency hedging gains in theyear were £9 million compared with£45 million in 1998 and £56 million in 1997.The reduction in <strong>1999</strong> was due mainly to therelative strength of sterling when hedging for<strong>1999</strong> was undertaken.Operating profit margin was 17.6%, slightlylower than the 1998 margin of 18.2%, (1997margin 18.8%).Disposal of fixed asset investments realiseda profit of £50 million, compared to£26 million in 1998, mainly relating toGreenhouse Fund disposals.The successful Initial Public Offering (IPO)of TIBCO Software Inc. on NASDAQresulted in an accounting profit of £52 millionin <strong>1999</strong>.Earnings before interest, tax, depreciationand amortisation (EBITDA) increased 5% atactual rates to £1,008 million, and increased6% at comparable rates. This compares withgrowth in 1998 of 6% at actual rates and 14%at comparable rates.EBITDA has been restated to include profitsand losses derived from the disposal ofsubsidiary undertakings and fixed assetinvestments. Comparatives have been restatedaccordingly.Net interest payable was £4 million comparedwith net interest receivable of £2 million in1998 and £80 million in 1997. This reflectedthe return of £1.5 billion of cash toshareholders in February 1998.Profit before tax increased 9% to £632million in <strong>1999</strong>, compared with a decline of7% in 1998 at actual rates.The tax charge for <strong>1999</strong> is based on aneffective tax rate of 30% on profit beforegoodwill amortisation compared with a rateof 31% in 1998 (34.9% in 1997) and the UKcorporate tax rate of 30.25% for <strong>1999</strong>.Earnings per share increased 13% in <strong>1999</strong> to30.2p from 26.7p in 1998 ahead of profitbefore tax growth. This is principally a resultof the reduction in the tax rate. Earnings pershare growth in 1998 was 11%.Free cash flow per share was 28.4p, down17% from 34.1p in 1998 reflecting higherworking capital requirements. Free cash flowper share in 1997 was 27.7p.Investment in the business continued with£244 million of fixed asset additions, £197million of development expenditure and £89million of acquisitions and investments net ofdisposal proceeds. The impact of acquisitionsand disposals was not material to grouprevenue and operating profit growth.2. OPERATING PERFORMANCERevenue by typeYear to 31 December£m <strong>1999</strong> 1998 1997Recurring 2,338 2,219 2,140Usage 609 572 518Outright 178 241 224Total 3,125 3,032 2,882Recurring revenue, which is principallyderived from the sale of subscriptionservices, represented 75% of group revenuein <strong>1999</strong>, compared with 73% in 1998 and74% in 1997.Usage-based revenue, principally derivedfrom Instinet and Dealing 2000–2,represented 19% of total revenue in line with1998 and 18% of total revenue in 1997.Reuters Group <strong>PLC</strong> Annual Report <strong>1999</strong> 33