distribution of 
electronic components
annual report 2002 eurodis electron annual report 2002
Our aim is to be the distributor of choice in the European
market for electronic components. Our strong technical
and logistical capabilities allow us to deliver unparalleled
levels of service to our customers at both a local and 
pan-European level.
01 highlights
02 eurodis overview
06 chairman’s statement
08 chief executive’s review
12 finance director’s review
14 directors’ report
17 remuneration report
20 corporate governance
23 auditors’ report
24 group profit and loss account
25 group balance sheet
26 group cash flow statement
27 statement of group total 
recognised gains and losses
27 reconciliation of movements 
in shareholders’ funds
28 notes to the group financial 
statements
45 company balance sheet
46 notes to the company 
accounts
48 principal subsidiaries and 
financial calendar
49 directors and advisors
50 notice of meeting
52 pro-forma group profit and 
loss account in sterling
53 pro-forma group balance 
sheet in sterling
54 pro-forma group cash flow 
statement in sterling
55 operating and group service 
companies
56 five year summary
Eurodis Electron head office
Sales office
Eurodis logistics centre 1
eurodis electron annual report 2002
Serving over 25,000 customers through 48 offices in
20 countries in a market worth more than s10 billion, 
we increased our market share and consolidated 
our position as Europe’ s third largest distributor of
electronic components.
highlights
• Sales for continuing operations of s533m (£329m) down from 
s688m (£423m) last year.
• Operating profit for continuing operations before restructuring 
costs of s9.0m (£5.6m).
•Profit before tax of s4.5m (£2.8m), prior to restructuring costs, 
goodwill amortisation and non operating terms.
• Business restructuring and cost savings lead to operating costs 
for continuing operations of s89.0m (£54.9m) for the year, 20% 
lower than comparable period last year.
•Group increases market share.
• 31 January 2002, Eurodis completed the sale of final non-core 
business, Data division in Switzerland for net proceeds of 
s11.1m (£6.9m) and a profit on disposal s6.3m (£3.9m) 
reducing Group borrowings and gearing.
• Net debt at 31 May 2002 was s50.0 million (£31.9 million), 
compared with s75.4 million (£45.1 million) a year earlier.
• Final dividend unchanged at 2.5 pence per ordinary share, 
full year dividend at 4.23 pence. 2
eurodis electron annual report 2002
During the last three years we have transformed 
our organisational structure from a grouping of
individual operating companies, each with its 
own IT , logistics, purchasing and franchise strategy…
Consistent focus on four key strategic elements has brought us to a higher
level of competitiveness:
Strong Customer Relationships
• the services we provide are tailored to our customers’ needs
• using alliances with U.S. and Asian distribution partners, we are able to 
offer a global service to multinational customers
• we have created three Advanced T echnology Centres to support the full spectrum 
of wireless (including Bluetooth), display and embedded system technologies
• our engineers are committed to help customers develop new products, creating 
demand through our expertise in systems design
Strong Supplier Relationships
• we have implemented centralised purchasing through European Franchise 
Centres to offer a single point of contact to our key suppliers
• our European marketing managers promote suppliers’ business across Europe 
through Eurodis’ advanced business creation and business fulfilment concepts
Operational Excellence
• all Business Processes are harmonised across Europe and run from a single IT platform
• our centrally managed inventory is fully transparent and delivers significant 
economies of scale
• our new Advanced Logistics Centre provides a new benchmark for quality,
accuracy, speed and cost
People Development
• we have moved from a country based to a common Group Human Resource policy
• introduced a company wide appraisal system
• developed a common Eurodis culture where people matter most
• attracted and retained top talent eurodis electron annual report 2001
3
… to a fully integrated pan-European business with 
a common IT platform, centrally managed inventory
with a single franchise strategy and a new logistics
centre in the Netherlands.
Supply Chain Administration Centre – 
the home of Eurodis’ central purchasing
organisation (EDIS), logistics management,
and operational finance. 
Goods receiving zone – goods are received
through dedicated bays into the zone for
unpacking, quality control, receiving into
storage bins and then onto the automated
‘put away’ conveyors.
Rubbish and waste is removed for safe 
and controlled disposal via an under 
floor conveyor.
Miniload storage zone – 95% of products 
will be stored here in bins placed in narrow
isle automated storage, utilising robotic
cranes for rapid put away and retrieval.
Over 200,000 product storage locations.
The cranes handle some 3,200 bins per
hour and run at 15 seconds per 100 metres.
Pallet/Exceptional goods and value 
added zone – 2,000 pallet locations and
8,500 standard storage locations for the 
5% of our business which will not be
managed within the Miniload zone.
Customer specific value added services
are also managed here.
Picking zone – 30 workstations for standard
activity. Capacity is flexible according to
business needs. The concept is ‘goods to
man’ with the products travelling from the
storage location via the conveyor system
and then ‘sequenced’ in the correct order
for picking by a single operative, enhancing
quality control. 
Shipping zone – final packaging, weighing
and labelling is automated. Eurodis has
adopted latest ‘green’ air bag technology
and the goods go to 14 shipment work
stations according to destination or priority. 
3
eurodis electron annual report 2002
5
6
2
1
3
4
5
6
4
3
2
1
Eurodis’ new 15,000 m
2
(expandable)
centralised warehouse located in
Haaksbergen, East Netherlands. 4
eurodis electron annual report 2002
We continue to expand and enhance our supplier
partnerships, building on the successful Franchise
Centre and Advanced Technology Centre concepts.
our
partnerships 5
eurodis electron annual report 2002
A Y AGEO COMP ANY 6
eurodis electron annual report 2002
Our results for the financial year ended 
31 May 2002, before restructuring costs,
were in line with market expectations. 
They reflect the downturn in the electronic
component market which was evident
before the year began and is now the
deepest and longest in the history of the
industry. Utilisation of production capacity
has been at its lowest level ever for most 
of the year and demand has been weak 
in virtually all market segments. We saw
bookings improve a little in our third 
quarter as a consequence of the
inventory correction coming to an end,
but they have slowed again, reflecting
continuing weak demand.
Management has responded decisively 
to these difficult conditions. Operating
expenses have been reduced by some
20% through a series of cuts in the
workforce. This has been a difficult and
expensive process, because of the many
different employment legislation regimes
across Europe. It does, however, improve
potential future profitability once market
conditions improve. The Group’ s net debt
has also been reduced significantly mainly
as a result of lowering working capital.
We have enhanced our position as
Europe’ s third largest electronic
component distributor. The sales of our
components business fell by 26% on a
comparable basis, a smaller decline than
any of our principal competitors, and the
market as a whole which fell by some
32%, illustrating that we continue to build
market share across Europe.
Sale of Data Division
On 25 January 2002, we announced 
the sale to Bechtle AG of Eurodis Data,
our computer products and services
business in Switzerland. After deducting
costs, excluding tax, relating to the
transaction, the net proceeds were 
s11.1 million (£6.9 million), generating a
profit of s6.3 million (£3.9 million). The
proceeds were used to reduce further
the Group’ s borrowings and gearing.
In the year to 31 May 2001, Eurodis Data
contributed sales of s44.1 million
(£27.1 million) and an operating profit of
s2.5 million (£1.5 million), out of a Group
total of s31.3 million (£19.3 million).
The sale completes our strategy of
disposing of non-core activities.
Results and Dividend
For the first time, we are reporting our
results in euro, with a pro-forma
consolidated profit and loss account,
balance sheet and cash flow in Sterling
attached. This is because some two-thirds
of sales are from our operations in the
euro zone, and this is now our operational
currency.
Sales declined to s565.8 million 
(£349.2 million) from s731.8 million
(£450.5 million) in the prior year. 2002
includes only 8 months of the Data division
which was sold on 31 January 2002, 
and 2001 included only 8 months of our
Nordic components business which 
was acquired on 29 September 2000.
“Results reflect market downturn… net debt 
reduced significantly… restructuring reduces
operating expenses… we expect little sign of 
recovery before 2003”.
chairman’s
statement 7
eurodis electron annual report 2002
The profit before tax, restructuring costs,
goodwill amortisation and non operating
items was s4.5 million (£2.8 million)
compared with s21.9 million (£13.5 million)
in the prior year. This substantial fall in
profitability was the consequence of the
exceptionally difficult market conditions,
partially offset by a reduction in operating
expenses.
The restructuring costs comprise principally
the costs of terminating the employment
of some 200 employees and the non
operating items include mainly the profit
on the sale of the Data division and
goodwill amortisation. We expect to have
further one-off costs in the current year 
as a result of further staff reductions, the
closure of eight warehouses and the
franchise reduction programme, all of
which will increase profitability in the
future. We do not anticipate further
restructuring costs after the current year.
Cash flow was strong in the year, mainly
from reducing working capital but also
from the sale of the Data division. Net
debt at 31 May 2002 was s50.0 million
(£31.9 million) compared with s75.4 million
(£45.1 million) a year earlier. Excluding the
finance leases for the equipment in the
new logistics centre, net bank borrowings
reduced from s69.6 million (£41.6 million)
to s35.7 million (£22.7 million) in the year.
Without the effect of disposals and
exchange adjustments, this would give a
reduction of s23.5 million (£15.5 million).
Despite the decline in profits, the Directors
are proposing an unchanged final dividend
of 2.5 pence per Ordinary share. This
makes a total of 4.23 pence for the year
(2001: 4.23 pence). If approved, the final
dividend will be paid on 1 November 2002
to shareholders on the register on 
4 October 2002. This decision was taken
because the current poor market
conditions are considered to be
exceptional, because some upturn is
expected during the current year and
because the substantial reduction in
operating expenses, which has been
achieved in the restructuring process,
will improve the potential profitability of
the Group’ s business model in the future.
Operations
The Chief Executive’ s report on
operations follows this statement.
The management has taken a radical
approach to restructuring the business
which has not only reduced the
Company’ s cost base significantly to
counteract the effect of the difficult
market conditions, but also lowers
permanently the prospective expense
percentage to sales of the Group. It has
also created a more focussed sales
organisation which will enhance our
momentum of gaining market share,
thereby taking full advantage of our
strategic position.
Prospects
Indications from external factors are 
mixed. Business confidence is low 
which continues to depress corporate
spending. The German economy is
weak, affecting demand in Europe’ s
largest market. On the other hand, global
capacity utilisation has risen from less
than 70% to more than 80% in the last 
six months and is expected to continue
rising. Also, order receipts are now slightly
higher than billings, albeit at a low level.
In the short term, we expect to see little
sign of recovery before calendar 2003. 
We will continue to contain our costs 
and should be able to maintain our
momentum of increasing our market
share through new franchises and focus
on key products and customer
segments. This will maximise the Group’ s
performance during the remaining
months of weak demand while putting 
us in the best position possible to benefit
from the next upturn.
Robert Leigh
Chairman
25 July 2002
98 99 00 01 02
Sales 
– continuing businesses s’m
Expenses to sales %
– continuing businesses
Sales per employee
– continuing businesses s’000
427.3
419.0
475.0
687.7
532.5
18.2 18.5
15.8
14.9
16.7
386 381
474
538
485
98 99 00 01 02 98 99 00 01 02 8
eurodis electron annual report 2002
“… we have achieved our objectives to reduce
costs and improve operational gearing, and continue
to gain market share that will consolidate our 
pan-European strategic position”.
The year under review has seen the longest
and most severe downturn in the history
of the electronic component business.
Consequently, the industry has seen
much downsizing and retrenchment.
However, I am very pleased that we have
made substantial progress in reshaping
and developing the Group in these
challenging times.We have achieved our
objectives to reduce costs, improve
operational gearing, and continue to gain
market share that will consolidate our
pan-European strategic position. We are
now in a good position to maximise the
benefits, both in terms of sales and
profitability, as and when the market
improves. 
The strategy to achieve these objectives
has four elements - to improve both our
customer and supplier relationship,
driving operational excellence, and most
importantly retaining, developing, and
attracting talented people.
Customer Relationships
Our aim to become closer to our chosen
customers continues to be successful.
Third party analysis* shows that in
calendar year 2001 Eurodis gained
market share against calendar 2000.
Pleasingly, indications are that this trend
has accelerated in 2002.
Customer segmentation is central to both
our customer service philosophy and our
sales programmes. The split of sales
between the various customer segments
was similar to last year. We anticipate that
local key and OEM (Original Equipment
Manufacturer) customers will continue 
to represent over 50% of our business 
in future. However, we will focus on
delivering further growth in large pan-
European EMS (Electronic Manufacturing
Services) customers and pan-European
OEM customers. 
They gain real benefit from our ability 
to offer a co-ordinated single point of
contact with our Global Alliance and 
our ability to ship products throughout
Europe, via a common European system.
In terms of geographical sales split, 
we have higher market shares in most 
of the smaller and medium sized
countries. In future, we expect much of
our market share gains to come from the
three largest markets; Germany, the UK
and France. We have put in place new
management, new sales teams and
incentives to achieve this.
A part of the cost reduction programme
has been to create locally focused sales
and marketing organisations in each
country, delivering all non-customer
facing services through regional or central
structures. I see this as vital in driving
more sales and continuing our trend of
gaining market share.
Demand creation is a key differentiator 
to Eurodis. T o develop this further we
have created the Advanced T echnology
Centre concept. These have been
brought on line in the last two years 
and cover display technology, wireless
communication and, most recently,
embedded solutions.
The Wireless T echnology Centre has 
been in place for over a year. It is 
working well with over 400 identified
design-in projects across Europe,
covering RF-ID, Bluetooth, Short
Distance Radio and GSM applications.
An increasing number of these projects
address the security market.
chief
executive’s
review
* DMASS (Distributor Manufacturers Association of
Semiconductor Specialists) 9
eurodis electron annual report 2002
Supplier Relationships
The suppliers that form our key franchises
have a very strong influence on the
customer base we serve and the industry
in general. 
Going forward we have rationalised our
supplier focus to 27 key franchises
covering all technologies; Semiconductors,
Passives, Electro-Mechanical, Crystals,
Power Supplies and LCDs. Coupled
with this we have approximately 100
complementary suppliers that either fill in
technology gaps or offer the potential of
becoming pan-European lines in future.
This provides us with a portfolio that is
sufficiently narrow for us to focus and
drive efficiency but broad enough to be
attractive to our customers. 
As a result of this supplier rationalisation
during the current year we will assess and
possibly terminate some 200 suppliers
which no longer fit this strategy. This is a
more radical approach than we previously
anticipated. However, their turnover,
which is not significant, will be largely
transferred to our key lines.
Forming close, mutually profitable and
long-term relationships with a selected
number of suppliers is essential to the
Group’ s drive for efficiency and gains 
in market share. During the year we
increased our share of the total
distribution sales of our key lines thereby
strengthening those relationships.
This was demonstrated by the 
granting of several key franchises to 
our Iberian business which we launched
in January of this year. They include 
ST , Philips, T oshiba, AVX, Bourns and 
BC Components. T aken in conjunction 
with the new franchises obtained for 
our recently acquired Nordic business,
this is a good illustration of one of the
advantages of our pan-European strategy .
Our unique concept of franchise 
centres that handle purchasing, supplier
management and administration has
been very popular with our suppliers.
They are located throughout Europe so
that they can benefit from cultural and
regional variations. Solutions are tailored
to a particular supplier, whilst operating
cost effectively through our integrated
purchasing infrastructure. 
Operational Excellence
Achieving operational excellence means
creating an integrated infrastructure that
consistently delivers world class service 
at a low fixed cost. 
A key initiative has been the acceleration
of our central purchasing programme. 
In November 2001 we purchased
approximately 50% of all inventory
centrally. We now purchase all products
centrally. This has helped in expense
reduction and has had an immediately
positive impact on inventory turns. We
expect that consolidation of purchasing
will also bring margin improvements in 
the future.
The commissioning of our new logistics
and warehouse facility in the Netherlands
has been completed. It came on line in
July this year as expected and is working
well. After the closure of eight other
European warehouses by March 2003, 
it will become our single logistics facility.
The 17,000 square metre facility employs
the latest Goods to Man warehousing
concept, with three kilometres of
mechanical conveyors, 100,000 bin
storage locations, 16 robotic cranes, all
managed by state of the art specialist
warehousing IT . It will deliver significant
improvements in efficiency. For example,
in May 2001 our warehouses employed
226 staff, by May 2003 this will have
dropped to approximately 90.
The new centre will also provide a higher 
and more flexible level of service to 
our customers.
On 1 April 2002 we successfully
integrated our Nordic business onto 
our common IT platform, bringing all
companies onto the one system.
Coupled with this we have implemented
our OneWay programme of standard
business processes into the Nordic
business. This drives operational
efficiency through all end to end
processes. It also means we can 
provide a common interface to
customers who purchase in Europe 
from multiple locations.
Eurodis has established a solid
foundation for eCommerce related
trading with both key franchise suppliers
and customers, and also with Deutsche
Post leading to effective delivery track 
and trace capability. The Rossettanet™
standard has been adopted as the
technology cornerstone for this activity
and in March 2002 Eurodis was the first
distributor to sign a Rossettanet™
agreement with STMicroelectronics. In
essence, eCommerce represents the
‘golden thread’ for service and efficiency
running through our demand and supply
chain and is the basis for many of the
Eurodis value added service offerings 
going forward.
Eurodis can supply and technically support 
at least 75% of the component value of this
product. We sell the components to our
customers who then manufacture the end
product and sell it on to the end user. 
Everyone uses components every day! Our
customers manufacture air conditioning,
satellite boxes, alarm systems, stereos,
PDA’s, bar coding equipment, vending
machines and many other items. 10
eurodis electron annual report 2002
Our aim to become closer to our chosen customers
continues to be successful.
Cost Reduction
Over 70% of costs in distribution are
people. Unfortunately this has meant 
we have had to reduce the workforce 
in response to market conditions. In our
components business, employees have
reduced from 1,278 in May 2001 to
1,074 in May 2002. In the first half of
2003 that workforce will fall further to 
a level below 1,000. This will represent 
a reduction of nearly a quarter of our
workforce in two years. 
Over two thirds of the reductions have
come from non customer facing staff
resulting from our restructuring of
purchasing, marketing, warehousing 
and finance functions. We have also
worked hard to improve the quality and
productivity of our sales organisations 
to minimise reductions in that area.
Following the warehouse closures, we
believe that we will have an organisation
that is appropriately sized for the current
conditions, and that is able to take
advantage of opportunities as the 
market improves.
People 
Despite the restructuring, we have 
been able to attract and retain high 
quality personnel who are enthused by
the significant opportunity Eurodis
presents. We will continue to invest in 
the development of our people, to
achieve our aim of developing a culture
that is determined, customer orientated, 
cohesive and passionate about the 
Eurodis message. Jeremy Webster, our 
VP of Human Resources, who started 
a year ago, came into a newly created
function. Since that time we have
launched an improved communication
programme with our employees and put
in place a standard appraisal system.
Also, we have started a programme 
of training in each country (called 
Regional Eurodis Colleges) that will
provide employees at all levels a clear
understanding of the Eurodis 
philosophy, and the value we provide 
to our customers and suppliers. 
Further developments are planned in 
the training of our sales teams and
development of our key managers. 
We will only achieve our marketing and
financial goals by developing, retaining
and inspiring our best people. The
teamwork and individual efforts I have
witnessed recently makes me believe 
that we are on our way to creating a 
truly world class team. I would like to
thank them for their outstanding efforts 
in a difficult market. I am very proud to
work with them all.
Summary
Over the last few years, the Eurodis
management has focused on taking
a group of different companies and
integrating them into a pan-European 
unit with shared practices and a 
cohesive customer and supplier strategy
in all countries. Our focus for the future 
will shift.
Having completed the final stages of
restructuring, we will move onto
developing and delivering improved value
and services to our customers. By doing
this we will continue to grow our market
share and consolidate our position as 
the number three electronic component
distributor in Europe. 
Although we have recently experienced 
a severe downturn, I remain confident of
the long-term demand for technology, 
the increasingly important role that
distribution will play in the supply chain
and that the market will return to its
previous growth rates. This, coupled 
with the progress we have made on the
cost base over the last year, and the
talent we have both retained and gained,
creates a more profitable business 
model for the future. 
Steven Swayne
Chief Executive
25 July 2002
chief
executive’s
review
continued 11
eurodis electron annual report 2002
End Customer Segments – Sales Analysis
34%
19%
7%
6%
5%
5%
5%
4%
3%
3%
3%
2%
2%
1%
1%
Industrial
Contract Manufacturer
Telecom
Instrumentation
Security
Consumer
Lighting
Automotive
Computer 
Medical
Military
Datacom
Power Supplies
Design and Engineering
Agriculture
Sales Analysis by Customer Segments
Key Customers
OEM
Local EMS
Strategic Customers
Mass Market
Trade
Strategic EMS
27%
29%
3%
6%
9%
10%
16% 12
eurodis electron annual report 2002
Euro Reporting
In last year’ s review, I referred to the 
fact that with 90% of the Group’ s sales
activities taking place outside the UK, 
our results reported in Sterling were
significantly affected by currency
fluctuations, particularly against our
principal trading currency, the euro. In
order to demonstrate a more consistent
underlying trend of results for the year
ended 31 May 2001, we produced
pro-forma financial statements in euro.
For the year ended 31 May 2002, the
Board of Directors at a Board Meeting
held on 23 April 2002, resolved to
formally adopt the euro as the reporting
currency of the Group. Indeed with 66%
of the Group’ s continuing activities now
carried out in euro-zone currencies, the
euro is now the functional currency of the
Eurodis Group. The prior year results
have been restated using the euro as the
base currency and details of this change
are included in note 1 to the accounts.
Since this is the first year the Group has
reported in euro, a Sterling pro-forma
profit and loss account, balance sheet
and cashflow statement have been
produced which can be found on pages
52 to 54 of the Annual Report.
Results
The Group’ s adjusted* profit before tax,
including discontinued operations, for 
the year ended 31 May 2002 was 
s4.5m compared with s21.9m in the
prior year. Due to the deterioration in
market conditions during the year,
operating profit* for the continuing
operations was s9.0m compared with
s28.8m in the prior year. The
discontinued business, Eurodis Data,
which was the systems division of
Eurodis Schweiz AG, contributed
operating profit of s3.5m for the period
to disposal on 31 January 2002.
The restructuring detailed below gave 
rise to non-recurring and one-off costs 
of s12.4m and has delivered year on year
cost savings in the continuing businesses
of s13.8m, largely through workforce
reductions. On a pro-forma basis,
including a full year’ s costs for the Nordic
business acquired in September 2000,
the cost savings would actually be
s21.6m.
In the financial year to 31 May 2003,
certain unavoidable cost increases are
forecast, including a significant increase 
in insurance premiums and higher
depreciation charges resulting from the
investments in our new centralised
logistics facility in the Netherlands.
However, it is expected that, by
centralising inventory, significant savings
in warehouse costs will be achieved.
Interest
Net financing costs reduced by s1.4m
during the year to s8.0m. This is as a
result of reduced borrowings from a
reduction in net operating assets,
principally inventory, lower interest rates
and net proceeds, after expenses, of
s10.5m from the disposal of non core
businesses.
Restructuring Costs 
and Non Operating Items
Restructuring costs totalling s12.4m
before tax were incurred in the year.
These comprise non-recurring salary
costs of s5.2m incurred in the period 
up to the earliest date that contract
terminations could be achieved, s6.5m 
of exceptional termination payments 
and s0.7m of associated vacant 
property lease costs.
Non operating items before tax of 
s4.8m comprise s5.7m net profit on
disposal of businesses, primarily the sale
of Eurodis Data detailed below, offset by 
a loss on disposal of fixed assets of 
s0.9m for continuing operations.
T axation
The tax charge of s3.6m, referred to in
note 9 to the accounts, on profit before
restructuring costs, non operating items
and goodwill amortisation represents an
effective rate of 79 percent. The rate has
been adversely affected by the mix of
profits in the Group and the requirement
to remit overseas earnings to the UK
parent company to meet dividend
payment requirements, which have
suffered lower rates of local tax.
A new accounting standard, FRS 19 
that applies to deferred tax, has been
implemented during the year. This has
had no impact on the results, as the
Group was fully provided for deferred 
tax in the prior year in line with the new
accounting standard.
Earnings and Dividends
The loss per share adjusted for
restructuring costs, non operating items
and goodwill amortisation, was 0.67
cents compared with earnings of 18.43
cents in the prior year.
With a proposed final dividend of 
3.92 cents (2.50 pence), total dividends
payable for the year are 6.68 cents 
(4.23 pence), which in sterling currency, 
is unchanged from last year.
“… through our centralised purchasing programme we
have had considerable success in reducing stocks and
debt from peak levels…”
finance
director’s
review
* before restructuring costs, goodwill amortisation 
and non operating items 13
eurodis electron annual report 2002
Discontinued Operations
On 31 January 2002, the Company
completed the sale of its final non-core
business, Eurodis Data, the systems
division of Eurodis Schweiz AG for
consideration of s13.3m, which resulted
in an exceptional profit on sale of s6.3m.
The results of Eurodis Data have been
disclosed as discontinued operations in
the Annual Report. The non operating
profit on disposal of businesses included
in the Group results also includes a
charge of s0.6m relating to the disposal
of CEM Limited in 1997.
Cash Flow
Net debt at 31 May 2002 was s50.0m, a
reduction of s25.4m from last year, which
is net of an increase in debt of s9.8m
relating to new finance leases, primarily
to fund the fit-out of the new automated
warehousing facility in the Netherlands.
The net cash inflow before financing of
s34.1m arises from an inflow of s50.2m
from operating activities, primarily a
reduction in inventory of s43.3m and the
net proceeds from disposal of businesses
discussed above of s10.5m. These cash
inflows have been offset by cash outflows
for interest costs, tax and fixed asset
investments at similar levels to prior year.
The severe downturn in the electronics
industry during the year under review and
the latter part of the prior financial year
resulted in surplus inventories throughout
the supply chain. However, through our
centralised purchasing programme,
which we completed in April 2002, and
which gives the Group significantly more
control over inventory, we have had
considerable success in reducing stocks
from peak levels. We believe that we still
maintain one of the best inventory turns
ratios in the components sector.
Financial Position
Shareholders’ funds reduced by 
s15.6m in the year as a result of the
retained loss for the year and currency
translation differences on foreign currency
net investments of s1.1m. The translation
differences should reduce in future years
following the adoption of the euro as the
Group’ s functional currency.
Pensions
The disclosures required by the
transitional rules of the new FRS 17 on
Retirement Benefits are set out in note 
32 to the accounts. On an FRS 17
valuation basis, it is estimated that the
Group’ s net assets would have been
marginally reduced by s0.2m, the
difference in valuation of the liabilities of
the defined benefit schemes in the Group
compared to the SSAP 24 valuation. It is
also estimated that under FRS 17, the
overall charge to profit before tax for the
year ended 31 May 2003 will not be
significantly different to that forecast
under SSAP 24. The defined benefit
schemes are in Sweden and Germany
and in future new entrants will not 
be permitted where legally possible.
Treasury Risk Management
The Group maintains a centralised
treasury function, which operates under
Board approved treasury policies and
guidelines covering funding and
management of foreign exchange
exposure and interest rate risk. All
transactions entered into by the Group’ s
treasury operations are required to be in
support of, or as a consequence of,
underlying commercial transactions.
The Group’ s principal trading currency 
is now the euro but the Group retains
considerable exposure to the impact 
of foreign currency exchange rate
fluctuations. Group policy is to hedge 
all foreign currency trading transactions to
mitigate transactional foreign exchange
risk. With the majority of the Group’ s
assets now denominated in euro,
primarily due to the centralised
purchasing and warehousing entities 
in the Netherlands, and the decision 
to report the Group results in euro, the
foreign exchange risk to net operating
assets is greatly reduced.
The Group regularly reviews its foreign
exchange exposure of net tangible assets
held in currencies other than euro. At 31
May 2002, its net assets of non-euro
businesses had reduced to s13.5m from
s52.3m last year with inventory now
managed centrally. At the present time
the Group has made the decision not to
hedge its exposure back into euro.
The Group continues to be financed
primarily through local banking facilities
and a structured asset finance facility
covering the UK, Germany, France 
and Benelux. The debt structure has
changed during the year following the
introduction of new finance leases to 
fund the equipping of the new central
warehouse and logistics facility. This 
will further increase during the year to 
31 May 2003 once the facility has 
been completed. 
Michael Mason
Executive Director
and Vice President,
Finance
25 July 2002
98 99 00 01 02
Stock turns –
continuing businesses
Net debt gearing % Operating profit % sales –
continuing businesses
4.3
5.1
5.6
4.4
5.0
98 99 00 01 02
50.9
79.3
87.1
76.5
60.2
98 99 00 01 02
3.7
2.0
2.7
4.2
1.7 14
eurodis electron annual report 2002
directors’ report
Directors’ Report
The Directors submit their report and accounts for the year
ended 31 May 2002. On 23 April 2002, the Directors made the
decision to report the Group results for the year ended 31 May
2002 in euro, the functional currency of the Group. Details of
this decision are given in note 1 to the accounts, Accounting
Policies. Certain Sterling numbers are included in the Directors’
Report and Remuneration Report, being Company information
and the Company primary statements and notes are shown on
pages 45 to 47.
Results and Dividends
The loss for the financial year was s7,998,000 (2001: profit of
s12,647,000). The Directors recommend a final ordinary
dividend of 2.50p/3.92c (2001: 2.50p/4.18c) per share,
amounting to s3,022,000 (2001: s3,229,000) and making a
total of 4.23p/6.68c (2001: 4.23p/6.70c) per share for the year.
After deducting preference dividends of s1,405,000 (2001:
s1,409,000), this leaves a loss of s14,553,000 to be transferred
from reserves (2001: profit of s5,825,000 transferred to
reserves).
Review of Business
The Group’ s principal activity during the year was the
distribution of electronic components. A review of the business
of the Group and an indication of likely future developments
are contained in the Chairman’ s Statement, Chief Executive’ s
Review and Finance Director’ s Review.
Disposals
On 31 January 2002, the Company completed the sale of its
final non-core business, Eurodis Data, the systems division of
Eurodis Schweiz AG, for consideration of s13,322,000.
Policy on Payment of Creditors
The Group, including the Company, agrees payment terms with
suppliers when it enters into contracts and ensures those
suppliers are aware of the terms. The Group abides by the
payment terms when it is satisfied that the supplier has provided
the goods or services in accordance with the agreed terms and
conditions. This is the Group’ s standard as regards the payment
of suppliers.
The Group had 65 days purchases outstanding at 31 May 2002
(2001: 66 days) based on the amounts invoiced to the Group
by its suppliers. The Company had 36 days purchases
outstanding at 31 May 2002 (2001: 36 days) based on the
amounts invoiced to the Company by its suppliers.
Employee Participation
The Group places considerable importance in the involvement
of employees and continues to keep them informed on matters
affecting the performance of the Group. The Group works with
the Works Councils in the operating companies where they
have been established and undertakes Group-wide training
through a “Eurodis College” programme.
A regular internal newspaper giving details of progress and
activities in the Group, “Group T alk”, is distributed to all staff.
Charitable Donations
Charitable donations were made amounting to £3,000 in the
year (2001: £9,000).
Directors and their Interests
At 31 May 2002, the Directors and their beneficial interests
in the share capital of the Company were as follows:
Ordinary Shares Share Options
31 May 2002 31 May 2001* 31 May 2002 31 May 2001*
R.S. Leigh 950,704 920,704 361,697 231,697
B.B.J. Charles 78,972 65,762 253,202 253,202
S.P . Swayne 17,427 – 385,019 205,019
M.E. Mason 35,000 25,000 153,348 123,348
P .H.P . Stephens 22,500 12,500 – –
P .C.H. Vey 464,477 464,477 – –
M-A. van Ingen – – – –
Further details of share options granted to and exercised by the Directors are set out in the Remuneration Report on page 17.
* On date of appointment if later 15
eurodis electron annual report 2002
There were no other changes to Directors’ interests at
25 July 2002.
The Executive Directors have employment agreements with the
Company, each with notice periods of one year.
Mr. B.B.J. Charles and Mr. M.E. Mason retire from the Board by
rotation at the Annual General Meeting and, being eligible, offer
themselves for re-election.
Mr. M.J. Carroll and Mr. G. Garuzzo resigned from the Board,
effective from 31 July 2001.
Mr. T . Mayer resigned from the Board, effective from 
31 March 2002.
Ms. M-A. van Ingen was appointed by the Board as an
independent Non-Executive Director on 1 February 2002 and,
being eligible, offers herself for election. 
Mr. R.S. Leigh (aged 59) has been Chairman of Electron House
and Eurodis Electron since his appointment on 17 May 1983.
He has been involved in the electronics and electrical
distribution business for 35 years.
Mr. B.B.J. Charles (aged 64) has been a Director of Electron
House and Eurodis Electron since his appointment on
14 February 1986. He served as Group Managing Director from
1990 and Group Chief Executive from 1993 until the end of
1997 when he became part-time Deputy Chairman. He
resumed the role of Chief Executive on 1 March 2000 following
the death of Mr. E. Burgess. On 17 March 2001, following the
appointment of Mr. S.P . Swayne as Chief Executive, he
resumed his role as Deputy Chairman. He is an electronics
engineer with 42 years’ experience in the industry.
Mr. S.P . Swayne (aged 41) joined the Group in 1993. He was
appointed as Chief Executive and Director on 17 March 2001.
Immediately prior to his appointment as Chief Executive he
was the Deputy Chief Executive and Vice President of the
Group’ s Northern Region. He previously worked for STC
Electronic Services for 10 years and has 19 years’ experience
in the industry. He has an honours degree in economics and
an MBA.
Mr. M.E. Mason (aged 52) joined the Group on 27 April 1999.
Previously with Avnet, including 8 years as Vice President 
and European Finance Director, he has a total of 22 years’
experience in the component distribution industry. He is a
Chartered Accountant.
Mr. P .H.P . Stephens (aged 60) was appointed on 6 October
1998 and is the senior independent Non-Executive Director. He
was a Director of Corporate Finance at Williams de Bröe until he
retired in January 2002. He had previously been a Managing
Director of both UBS Ltd, where he was responsible for UK
Corporate Finance and of Chase Investment Bank, prior to
which he was the partner responsible for corporate finance at
Laurie Millbank until its acquisition by Chase Manhattan Bank in
1986. He is Chairman of Invesco Geared Opportunities Trust plc
and is a Non-Executive Director of Advent 2 VCT plc.
Mr. P .C.H. Vey (aged 63) was appointed on 11 October 1983
and is a Non-Executive Director. After training in merchant
banking with Hambros Bank Limited, he spent 10 years with
Central and Sheerwood PLC. In 1977 he became one of the
founding members of the Group and has played an active
role in its development since that time. He was formerly
Chairman of MBA Michael Bailey Associates PLC and of
Abacus Group PLC.
Ms. M-A. van Ingen (aged 48) was Group Executive Director
of ICL and is now Managing Director of Fujitsu Services’
multivendor computing division, a pan-European business with
sales of approximately £1 billion. 16
eurodis electron annual report 2002
directors’ report continued
Substantial Shareholdings
In addition to the shareholdings listed above, the Company 
has been notified or is aware of holdings of 3% or more of the
issued Ordinary share capital as at 25 July 2002.
Percentage of
existing
Ordinary ordinary
shares share capital
Eaglet Investment Trust plc 11,912,485 15.36
Morley Fund Management (CGU) 11,861,993 15.30
Fidelity International 10,042,250 12.95
Pioneer-Standard Electronics Inc 10,000,955 12.90
Gartmore Investment Management 4,663,566 6.02
Acorn Income Fund 2,572,323 3.32
In addition, Siemens Building T echnologies AG (formerly
Elektrowatt AG) holds 13,335,000 6.5% Convertible Cumulative
Redeemable Preference Shares of £1 each (100% of the
preference shares issued) which are convertible into 6,562,633
Ordinary shares as set out in note 22. This is equivalent to
7.80% of the enlarged share capital following such conversion.
Except as disclosed above, the Directors are not aware of any
other person who directly or indirectly is interested (within the
meaning of Part VI of the Companies Act 1985) in 3% or more
of any class of relevant share capital of the Company.
Disabled Persons
Applications for employment by disabled persons are always
fully considered, bearing in mind the respective aptitudes and
abilities of the applicant concerned. In the event of members of
staff becoming disabled every effort is made to ensure that their
employment with the Group continues and the appropriate
training is arranged. It is the policy of the Group that the training,
career development and promotion of a disabled person
should, as far as possible, be identical to that of a person who
is fortunate enough not to suffer from a disability.
Authority to Allot Shares
The Directors recommend, and have included in the Notice to
the Annual General Meeting, Resolution Number 8, which is an
ordinary resolution and Resolution Number 9, which is a special
resolution. Resolution Number 8 gives the Directors authority to
allot unissued Ordinary shares up to an aggregate amount of
£3,213,722. Resolution Number 9 excludes statutory pre-
emption rights in relation to rights issues and in relation to other
issues for cash up to an aggregate of 5% of the Ordinary share
capital of the Company. At the Annual General Meeting held on
25 September 2001 similar authorities were given to the
Directors to expire at the 2002 Annual General Meeting or on
25 December 2002. It is now proposed that such authority
be renewed until the 2003 Annual General Meeting or until
25 December 2003.
Purchase of Own Shares
The Notice of Meeting includes Resolution Number 10 as a
special resolution giving the Directors authority to make market
purchases of its own shares. The Directors will only employ
this authority so long as any such purchase of the Company’ s
shares is either earnings or net asset value enhancing.
Auditors
The Company, as part of its Governance procedures,
aims to periodically review its principal advisors. The Audit
Committee has undertaken a review of the Company’ s
auditors, including receiving detailed submissions from two
alternative auditing firms in addition to the present incumbents,
PricewaterhouseCoopers. After careful consideration, the
Audit Committee consider that PricewaterhouseCoopers offer
the most effective strategy in terms of process and cost and
having indicated their willingness to continue in office, a
resolution concerning their re-appointment will be proposed
at the Annual General Meeting.
By order of the Board.
B.E. Davis
Company Secretary
25 July 2002 17
eurodis electron annual report 2002
Composition of the Remuneration Committee
The members of the Committee and its terms of reference
are given in the note on Corporate Governance on page 20.
Compliance
This report contains the information required by the Listing
Rules of the Financial Services Authority as a result of the
recommendations made in respect of Directors’ remuneration 
in July 1996. The Directors confirm that throughout the year 
the Company has complied with the best practice provisions 
in Section A of the Annex to the Listing Rules. In forming and
implementing its policy the Directors have also given full
consideration to the provisions of Section B of the Annex.
Policy on Remuneration of Executive Directors and
Senior Executives
a) The Company must attract and retain a management team
with the appropriate skills to implement the Group’ s
business objectives and increase shareholder value. The
Committee needs to ensure that the Group’ s pay and
benefit practices are competitive and designed to motivate
Directors and senior executives and to recognise and
reward high standards of performance.
b) T o aid in its determination of appropriate remuneration
packages, the Committee has sought advice from external
sources from time to time both as to the level of overall
remuneration awarded to Executive Directors and senior
executives and as to the short and long term incentive
schemes operated by the Group in comparison with 
other companies of comparable size, complexity and
geographical spread. As appropriate, the Committee 
takes social, ethical and environmental considerations
into account in formulating remuneration policy.
Main Elements of Directors’ Remuneration
Executive Directors
a) Basic salary: The basic salary for each Director is
determined by the Committee taking into account the
performance of the individual and information from
independent and external sources of rates of salary for
similar jobs in similar companies.
b) T axable benefits: These principally consist of the provision
of a fully expensed car or car allowance, private health
insurance and permanent health insurance.
c) Annual bonus: Bonuses awarded are calculated by
reference to the measure of achievement of targets, both
financial and non financial, normally set annually by the
Committee. T o the extent that the set targets are exceeded,
a formula allows bonuses to be earned up to a maximum
sum which varies according to each director from 25% to
50% of salary. Bonuses are not included in the definition 
of pensionable salary for Executive Directors.
d) Pension: All Directors receive pension benefits of
contributions to defined contribution schemes, the
contributions to which have been individually advised.
Directors’ Emoluments
The remuneration of Directors is detailed individually and in
aggregate in the tables below:
remuneration report
T otal emoluments Pension
excluding pensions emoluments
Salary Other Taxable
& fees taxable pay benefits 2002 2001 2002 2001
£ £££ £ £ £
R.S. Leigh 211,500 2,167 15,847 229,514 297,574 42,300 42,300
S.P . Swayne 190,000 16,000 18,561 224,561 230,016 9,500 7,500
M.J. Carroll *(1) 23,319 68,250 4,643 96,212 171,159 569 6,825
M.E. Mason 126,500 4,667 9,873 141,040 159,189 24,870 24,870
B.B.J. Charles 40,000 2,500 10,441 52,941 272,084 – –
G. Garuzzo *(1) 4,000 – – 4,000 24,000 – –
T. Mayer *(1) 20,000 – – 20,000 24,000 – –
P .H.P . Stephens 24,000 – – 24,000 24,000 – –
P .C.H. Vey 24,000 – – 24,000 24,000 – –
M-A. van Ingen *(2) 8,000 – – 8,000 – – –
671,319 93,584 59,365 824,268 1,226,022 77,239 81,495
*(1) to date of departure
*(2) from date of appointment
Other taxable pay represents relocation costs for Mr S.P . Swayne, compensation payment for early termination in lieu of notice period
for Mr M.J. Carroll and car allowances for the other Directors which have replaced the provision of a company car during the year.
In addition to the above payment to Mr M.J. Carroll, the Directors exercised their discretion under the Rules of the Schemes, so that
Mr M.J. Carroll retained the share options held at the date of his resignation as a Director. These amounted to 144,352 shares at
prices ranging from 78.5p to 222.5p and averaging 151.0p per share. 18
eurodis electron annual report 2002
remuneration report continued
2002 2001 2002 2001
£ £ is
Salary 591,319 818,093 893,379 1,329,810
Other taxable pay and benefits 152,949 98,749 247,845 160,516
Bonus – 213,180 – 346,524
Non-Executive Directors salary and fees 80,000 96,000 194,453 156,048
824,268 1,226,022 1,335,677 1,992,898
Pension costs 77,239 81,495 125,161 132,470
901,507 1,307,517 1,460,838 2,125,368
Directors’ Options
Ordinary shares in the Company under option:
Weighted Normal
Balance at Granted Balance at average exercise
31 May 01 Re-allocation in year 31 May 02 option price dates
R.S. Leigh
Exercisable 206,697 – – 206,697 176.1p July 1999 to July 2006
Not Exercisable 25,000 – 130,000 155,000 81.2p Oct 2003 to Feb 2012
B.B.J. Charles
Exercisable 253,202 – – 253,202 192.0p Feb 1997 to July 2006
S.P . Swayne
Exercisable 51,672 5,167 56,839 150.3p Feb 1998 to March 2009
Not Exercisable 153,347 (5,167) 180,000 328,180 96.3p July 2002 to Feb 2012
M.E. Mason
Not Exercisable 123,348 – 30,000 153,348 86.9p July 2002 to Feb 2012 
The market price of the shares at 31 May 2002 was 80p. The highest and lowest prices during the year were 108.0p and 36.5p
respectively. No Director exercised any options during the year and no options have been exercised or granted since 31 May 2002.
The above options were granted under various Executive Option Schemes, as detailed in note 22 to the financial statements.
The options above may normally be exercised only between the third and tenth anniversaries of their grant and are not transferable. 19
eurodis electron annual report 2002
The Eurodis Group has initiated a Group wide system of routine
appraisal of every employee in relation to their performance,
progress and expectations. This process began with the
executive members of the Board who have all been subject to
appraisal. The appraisal of the Chairman was conducted by the
Senior Non-Executive Director. 
Non-Executive Directors
The sole remuneration for Non-Executive Directors consists of
fees for their services in connection with their duties relating to
the Board and its Committees. They do not receive taxable
benefits in kind or participate in any of the Group bonus, share
option or other incentive schemes. The basis of the fees of the
Non-Executive Directors is set by the Board as a whole and
within the limits contained in the Articles of Association of the
Company. No Non-Executive Director participates in any
discussion in respect of their own remuneration.
The normal term of office for a Non-Executive Director is 
now three years from approval of appointment by the 
Company in General Meeting. On expiry the appointment 
may be re-approved for two further periods of three years but
so that the maximum period of service does not exceed nine
years from the initial formal appointment by the Company in
General Meeting.
Contract of Service
The Executive Directors have employment agreements with
the Company all of which have notice periods of one year.
Pensions
The Company contributes to individual executive pension plans
for each Director. All these schemes are defined contribution
schemes and do not give rise to any further liability of the
Company for past service benefits.
Long T erm Incentive Schemes
The Company currently operates Executive Share Option
Schemes over unissued and issued shares, as detailed in note
22 to the Accounts. No options are granted at a discount to the
prevailing price at the date of grant. 
Having taken independent advice the Committee is aware that
the present Executive Share Option Scheme established in
1995 is no longer appropriate to the needs of the Group nor
does it meet all of the revised expectations of investors. It is the
intention of the Committee to propose a new Executive Share
Option Scheme and in addition a Long T erm Incentive Plan
for senior executives, including the Executive Directors.
Both Schemes will be designed to align the interests of the
executives with the shareholders and will employ demanding
performance criteria before any exercise is permitted. It is
currently intended that a circular will be issued in the near
future convening an Extraordinary Shareholders Meeting of
the Company presenting the new Schemes for the approval
of the Shareholders. 20
eurodis electron annual report 2002
corporate governance
Compliance
The Board supports the principles of corporate governance set
out in section 1 of the Combined Code appended to the Listing
Rules of the Financial Services Authority (“the Code”). The Board
confirms that the Company complies with the requirements
of the Code and has done so throughout the year, with the
exception that not all Non-Executive Directors have fixed terms
of office. The Committee has reviewed the position and
has agreed revised terms with Mr. P .H.P . Stephens and
Ms. M-A. van Ingen such that they shall have a fixed term of
office of three years that is capable of being renewable on a
maximum of two occasions, so that no Non-Executive Director
shall hold office for longer than nine years. 
The manner in which the Group applies the principles of good
corporate governance, as defined by the Code, is described in
the appropriate sections of this report.
During the year the Company has maintained a Board of
Directors, which leads and controls the Company and
comprises three Non-Executive Directors, four Executive
Directors, including the Chief Executive Officer and an Executive
Chairman. The Board met on ten occasions during the year,
although there is routine contact with the Non-Executive
Directors in respect of significant matters as they arise.
All meetings were attended by all Directors with the exception
of four directors who were each absent on one occasion. 
Mr. P .H.P . Stephens is appointed as the senior independent
Non-Executive Director. The biographies of the Directors appear
on page 15.
The role of the Board is to maximise the long term performance
of the Group through the ongoing development of a strategy to
create shareholder value. The Board reviews and implements
strategic issues on a regular basis and exercises control by
establishing extensive performance criteria and monitoring
subsequent performance.
In accordance with the Articles of Association of the Company
and the Code each Director is subject to re-election by the
Company’ s shareholders at the Annual General Meeting
immediately following appointment and at least every three
years thereafter.
The Board has a schedule of matters, including those relating to
social, ethical and environmental concerns, specifically reserved
to it for decision and has approved the written terms of reference
for the Audit and Remuneration Committees to which it has
delegated its authority in certain matters. The schedule makes
it clear that all Directors have access to the advice and services
of the Company Secretary and establishes a procedure for all
Directors to take independent advice, if necessary, at the
Company’ s expense. Appropriate training is arranged on
appointment and as required thereafter.
Mr S.P . Swayne has overall responsibility for relationships with
customers and suppliers, core labour rights and employee
consultation, equal opportunities and diversity, training and
employee development and community involvement.
Mr M.E. Mason has specific responsibility for health and
safety and environmental matters.
Mr. P .H.P . Stephens and Ms. M-A. van Ingen are regarded as
independent Non-Executive Directors of the Board in that they
have no other commercial, family or other relationships with the
Company, its customers, suppliers, employees or shareholders.
Mr. P .C.H. Vey is not regarded as independent as he has served
as a Non-Executive Director for nineteen years. Mr. P .C.H. Vey
has indicated his intention to resign in 2003, and the search for 
a new independent Non-Executive Director to replace him has
been initiated.
Audit Committee
The Audit Committee comprises the Non-Executive Directors
with Mr. P .C.H. Vey as Chairman. The Committee met twice in
the year. It assists the Board in observing its responsibility for
ensuring that the Group’ s information systems provide accurate
and up-to-date information on the financial position and that the
Group’ s published financial statements represent a true and fair
reflection of this position. It also assists the Board in ensuring
that appropriate accounting policies, internal financial controls
and compliance procedures are in place. At the invitation of the
Committee, the Auditors and Executive Directors attend its
meetings. The Auditors report on the results of their work
performed throughout the Group.
Remuneration Committee
The Remuneration Committee comprises the Non-Executive
Directors. Following the retirement of Mr. T . Mayer, 
Mr. P .H.P . Stephens acts as Chairman of the Committee. The
Committee met five times during the year, and is responsible 
for advising on remuneration policy for senior executives and 
for determining the remuneration package of the Executive
Directors. The Remuneration Report is set out on pages 17 to 19. 21
eurodis electron annual report 2002
Nomination Committee
The Nomination Committee comprises Mr. P .H.P . Stephens as
Chairman, Mr. R.S. Leigh and Mr. P .C.H. Vey. The Committee is
responsible for considering and recommending to the Board,
persons who are appropriate for appointment as Executive
and Non-Executive Directors. Appointments remain the
responsibility of the whole Board. The Nomination Committee
meets when required and retains the services of external
consultants as necessary.
Risk Assessment
As required by the Turnbull guidance, during the year the Board
completed a further risk assessment process and review of
Internal Control on the key financial, operational and compliance
risks to identify, evaluate and manage significant risks to the
Group’ s business. These assessments also included risks
associated with social, environmental and ethical matters. The
assessments have been effected at both Group and individual
company level. They included common definitions of risk and
ensure, as far as practicable, that the policies and procedures
established by the Board are appropriate to manage the
perceived risks to the Group. During the year, the risk
assessment process revealed no significant risks of which the
Board was not previously aware. The Board acknowledges that
it is responsible for the Group’ s system of internal control and for
reviewing its effectiveness. As with all such systems, internal
control is designed to manage rather than eliminate the risk
of failure to achieve business objectives and can only provide
reasonable and not absolute assurance against material
misstatement or loss.
Internal Control
The day to day running of the Group’ s business is delegated to
an Operating Board consisting of the Executive Directors of the
Company, the Group Vice Presidents of Marketing, Operations,
Human Resources and the three Regional Vice Presidents.
The proceedings of the Operating Board are routinely reviewed
by the Board of the Company.
Key financial and operational measures are reported on a daily,
weekly and/or monthly basis and are measured against both
budget and interim forecasts which have been approved and
reviewed by the Board. The Board has established a clear
organisational structure with authority levels within the Group
defined through written policies and procedures. These policies
and procedures are published to each company in the Group
and are available to all staff through the Group intranet.
The Group Internal Audit process is based on regular internal
self certification, by the individual companies, of compliance to 
the Group’ s policies and procedures. The Board has reviewed
the effectiveness of this and of the systems of internal control.
This process is part of the regular, detailed, business reviews
conducted by senior Group staff. The present process of
internal control has been successful and cost effective but, 
with the enlarged Group, the Board is now giving consideration
to augmenting the present processes with some element 
of independent internal audit.
Through the detailed reporting and reviews, risk management
and the process of internal audit, the Board continues to embed
internal control and risk management into the operations of the
business and to continuously review policies and procedures 
to ensure that they are appropriate, understood and fully
implemented and to effect improvements which come to the
attention of the Board.
Ethics and Environmental Policy
Although the Group has always had a clear ethos of good
business practice, it was considered desirable to make this
explicit in a formal Ethics Policy. As part of the Ethics Policy, the
Board has issued an Environmental Policy Statement within the
Group’ s policies and procedures.
The operation of the Group’ s businesses does not have a
material risk of direct negative environmental impact. The Board
nevertheless seeks to limit any such impact and ensure that
environmental concerns are properly taken into account in all
relevant decisions. An Environmental Action Plan, sponsored 
by Mr. M.E. Mason, has been initiated to identify and measure
environmental improvements in the Group’ s operations. Specific
individuals at each location are responsible for managing this
plan and undertaking any training that may be required. 
Relations with Shareholders
The Company maintains regular contact with major shareholders
to ensure full understanding of the Group’ s objectives and
monitors movements in significant shareholdings. Notice of the
Annual General Meeting will be sent to shareholders at least
twenty working days prior to the Meeting. In the absence of 
a poll being called, Proxy Votes cast will be declared after each
Resolution has been dealt with on a show of hands. The
Chairman of the Board and the Chairmen of the Remuneration
and Audit Committees will normally be available to answer
questions at the meeting. 22
eurodis electron annual report 2002
Website
The maintenance and integrity of the Eurodis Electron PLC
website is the responsibility of Directors; the work carried out
by the auditors does not include consideration of these matters
and, accordingly, the auditors accept no responsibility for any
changes that may have occurred to the financial statements
since they were initially presented on the website.
Legislation in the United Kingdom governing the preparation
and dissemination of financial statements may differ from
legislation in other jurisdictions.
Going Concern
The financial statements have been prepared on a going
concern basis as, after making appropriate enquiries, the
Directors have a reasonable expectation that the Group and the
Company have adequate resources to continue in operational
existence for the foreseeable future.
Statement of Directors’ Responsibility for Preparing the
Accounts
The Directors are required by UK company law to prepare
financial statements which give a true and fair view of the state
of affairs of the Company and the Group as at the end of the
financial year and of the profit or loss for that period. In preparing
these financial statements suitable accounting policies,
consistently applied and supported by reasonable and prudent
judgements and estimates, and applicable accounting
standards have been followed.
The Directors are responsible for ensuring that proper and
adequate accounting records have been maintained, which
disclose with reasonable accuracy at any time, the financial
position of the Company and the Group, and which enable
them to ensure that the financial statements comply with the
Companies Act 1985. The Directors also have general
responsibility for taking reasonable steps to safeguard the
assets of the Company and the Group and for preventing 
and detecting fraud and other irregularities.
corporate governance continued 23
eurodis electron annual report 2002
auditors’ report
Independent Auditors’ Report to the Members of
Eurodis Electron PLC.
We have audited the financial statements which comprise the
Group profit and loss account, the Group balance sheet, the
Company balance sheet, the statement of Group total
recognised gains and losses, the reconciliation of movements 
in shareholders’ funds, the Group cash flow statement and the
related notes. We have also examined the amounts relating to
the emoluments, share options and pensions benefits of the
Directors which form part of the Remuneration Report.
Respective Responsibilities of Directors and Auditors
The Directors’ responsibilities for preparing the Annual Report
and the financial statements in accordance with applicable
United Kingdom law and accounting standards are set out in
the statement of Directors’ responsibilities. Our responsibility
is to audit the financial statements in accordance with relevant
legal and regulatory requirements, United Kingdom Auditing
Standards issued by the Auditing Practices Board and the
Listing Rules of the Financial Services Authority.
We report to you our opinion as to whether the financial
statements give a true and fair view and are properly prepared
in accordance with the Companies Act1985. We also report to
you if, in our opinion, the Directors’ report is not consistent with
the financial statements, if the Company has not kept proper
accounting records, if we have not received all the information
and explanations we require for our audit, or if information
specified by law or the Listing Rules regarding Directors’
remuneration and transactions is not disclosed.
We read the other information contained in the Annual Report
and consider the implications for our report if we become aware
of any apparent misstatements or material inconsistencies with
the financial statements. The other information comprises only
the Chairman’ s statement, Chief Executive’ s review, Finance
Director’ s review, Directors’ report, Remuneration report and
Corporate Governance report.
We review whether the Corporate Governance statement
reflects the Company’ s compliance with the seven provisions
of the Combined Code specified for our review by the Listing
Rules, and we report if it does not. We are not required to
consider whether the Board’ s statements on internal control
cover all risks and controls, or to form an opinion on the
effectiveness of the Company’ s or Group’ s corporate
governance procedures or its risk and control procedures.
Basis of Audit Opinion
We conducted our audit in accordance with Auditing 
Standards issued by the Auditing Practices Board. An audit
includes examination, on a test basis, of evidence relevant to
the amounts and disclosures in the financial statements. It also
includes an assessment of the significant estimates and
judgements made by the Directors in the preparation of the
financial statements, and of whether the accounting policies 
are appropriate to the Company’ s circumstances, consistently
applied and adequately disclosed.
We planned and performed our audit so as to obtain all 
the information and explanations which we considered
necessary in order to provide us with sufficient evidence to 
give reasonable assurance that the financial statements are 
free from material misstatement, whether caused by fraud
or other irregularity or error. In forming our opinion we also
evaluated the overall adequacy of the presentation of
information in the financial statements.
Opinion
In our opinion the financial statements give a true and fair
view of the state of affairs of the Company and the Group at
31 May 2002 and of the loss and cash flows of the Group for
the year then ended and have been properly prepared in
accordance with the Companies Act 1985.
25 July 2002
PricewaterhouseCoopers
Chartered Accountants and Registered Auditors
London 24
eurodis electron annual report 2002
2002 2001
Before Goodwill and Before Goodwill and
goodwill and non operating goodwill and non operating
non operating items non operating items
items (note 6) T otal items (note 6) T otal
Notes i’000 i’000 i’000 s’000 s’000 s’000
Sales 2
Continuing operations 532,455 532,455 687,689 687,689
Discontinued operations 33,356 33,356 44,082 44,082
565,811 565,811 731,771 731,771
Gross profit 2
Continuing operations 96,448 – 96,448 129,645 – 129,645
– Restructuring costs 7 ––– (817) – (817)
96,448 – 96,448 128,828 – 128,828
Discontinued operations 6,257 – 6,257 6,800 – 6,800
T otal gross profit 102,705 – 102,705 135,628 – 135,628
Other operating income
Continuing operations 2 1,597 – 1,597 1,948 – 1,948
Operating expenses 2 & 4
Continuing operations (89,001) (1,113) (90,114) (102,784) (792) (103,576)
– Restructuring costs 7 (12,356) – (12,356) (891) – (891)
(101,357) (1,113) (102,470) (103,675) (792) (104,467)
Discontinued operations (2,755) – (2,755) (4,303) – (4,303)
T otal operating expenses (104,112) (1,113) (105,225) (107,978) (792) (108,770)
Operating profit/(loss) 2 & 4
Continuing operations 9,044 (1,113) 7,931 28,809 (792) 28,017
– Restructuring costs 7 (12,356) – (12,356) (1,708) – (1,708)
(3,312) (1,113) (4,425) 27,101 (792) 26,309
Discontinued operations 3,502 – 3,502 2,497 – 2,497
T otal operating profit/(loss) 190 (1,113) (923) 29,598 (792) 28,806
Non operating items
Continuing operations
– Loss on disposal of fixed assets – (907) (907) –––
Discontinued operations
– Profit on disposal of businesses – 5,688 5,688 –––
Profit on ordinary activities before interest 190 3,668 3,858 29,598 (792) 28,806
Net finance costs 8 (8,015) – (8,015) (9,382) – (9,382)
(Loss)/profit on ordinary activities before taxation
– Before restructuring costs 4,531 3,668 8,199 21,924 (792) 21,132
– Restructuring costs (12,356) – (12,356) (1,708) – (1,708)
T otal (loss)/profit on ordinary activities 
before taxation (7,825) 3,668 (4,157) 20,216 (792) 19,424
T axation 9 (2,279) (1,477) (3,756) (6,573) – (6,573)
(Loss)/profit on ordinary activities 
after taxation (10,104) 2,191 (7,913) 13,643 (792) 12,851
Equity minority interests 24 (85) (204)
(Loss)/profit for the financial year (7,998) 12,647
Preference dividends 10 (1,405) (1,409)
(Loss)/profit attributable to ordinary shareholders (9,403) 11,238
Ordinary dividends (equity) 10 (5,150) (5,413)
Retained (loss)/profit for the financial year (14,553) 5,825
(Loss)/earnings per ordinary share
of 16.3 cents 11
– on basic earnings (12.17c) 15.36c
– on Adjusted earnings (0.67c) 18.43c
– on diluted earnings (12.17c) 15.30c
– on diluted Adjusted earnings (0.67c) 18.35c
The notes on pages 28 to 44 form an integral part of these financial statements.
group profit and loss account
for the year ended 31 May 25
eurodis electron annual report 2002
group balance sheet
as at 31 May
Group
2002 2001
Notes i’000 s’000
Fixed assets
Intangible assets: Goodwill 12 20,071 21,073
T angible assets 13 43,804 33,581
Investments 14 2,220 2,348
66,095 57,002
Current assets
Stocks 15 91,284 139,710
Gross debtors 142,542 173,636
Less: Non-returnable proceeds (25,377) (27,889)
16 117,165 145,747
Cash at bank and in hand 47,429 52,716
255,878 338,173
Creditors – Amounts falling due within one year
Finance debt 17 (85,126) (123,061)
Other creditors 19 (127,715) (156,697)
(212,841) (279,758)
Net current assets 43,037 58,415
T otal assets less current liabilities 109,132 115,417
Creditors – Amounts falling due after more than one year
Finance debt 17 (12,269) (5,081)
Provision for liabilities and charges 20 (13,502) (11,442)
Net assets 83,361 98,894
Capital and reserves
Called up share capital 22 34,348 34,348
Share premium account 23 106,717 106,717
Share capital redemption reserve 23 195 195
Profit and loss account 23 (58,219) (42,601)
Shareholders’ funds* 83,041 98,659
Minority interests (equity) 24 320 235
83,361 98,894
*Shareholders’ funds are represented by:
Equity interests 61,321 76,939
Non-equity interests 22 21,720 21,720
83,041 98,659
M.E. Mason
25 July 2002 Executive Director and 
Vice President, Finance
The notes on pages 28 to 44 form an integral part of the financial statements. 26
eurodis electron annual report 2002
group cash flow statement
for the year ended 31 May
2002 2001
Notes i’000 i’000 s’000 s’000
Net cash flow from operating activities 25 50,179 19,251
Returns on investments and servicing of finance
Net interest paid (7,484) (8,942)
Interest element of finance lease payments (531) (440)
Dividends paid on non-equity shares (1,405) (1,409)
Net cash outflow from returns on investments and servicing of finance (9,420) (10,791)
Taxation
UK corporation and overseas tax paid (3,104) (3,143)
Capital expenditure and investments
Purchase of tangible fixed assets (8,970) (9,021)
Purchase of fixed asset investments (10) (149)
Proceeds from disposal of tangible fixed assets 209 121
Net cash outflow from capital expenditure and investments (8,771) (9,049)
Acquisitions and disposals
Net inflow/(outflow) on disposals/acquisitions 21 10,543 (53,837)
Equity dividends paid (5,358) (4,668)
Cash inflow/(outflow) before financing 34,069 (62,237)
Financing 26 (27,169) 30,683
Increase/(decrease) in cash 27 6,900 (31,554)
The notes on pages 28 to 44 form an integral part of these financial statements. 27
eurodis electron annual report 2002
statement of group total recognised 
gains and losses
for the year ended 31 May
reconciliation of movements
in shareholders’ funds 
for the year ended 31 May
2002 2001
i’000 s’000
(Loss)/profit for the financial year (7,998) 12,647
Currency translation differences on foreign currency net investments (1,065) (1,620)
T otal recognised gains and losses for the year (9,063) 11,027
2002 2001
i’000 s’000
(Loss)/profit for the financial year (7,998) 12,647
Preference dividends (1,405) (1,409)
Ordinary dividends (5,150) (5,413)
Retained (loss)/profit for the financial year (14,553) 5,825
Currency translation differences on foreign currency net investments (1,065) (1,620)
New share capital issued – 36,984
Net (reduction)/increase in shareholders’ funds (15,618) 41,189
Opening shareholders’ funds 98,659 57,470
Closing shareholders’ funds 83,041 98,659
The notes on pages 28 to 44 form an integral part of these financial statements. 28
eurodis electron annual report 2002
notes to the group financial statements
1 Accounting Policies
Basis of Accounting
The financial statements are prepared under the historical cost convention and in accordance with applicable accounting standards,
all of which, except for items set out below, have been applied consistently throughout the year and the preceding year.
The Group has fully adopted Financial Reporting Standards FRS18 “Accounting Policies” and FRS19 “Deferred T ax”. 
No material changes have been required to comparative figures as a consequence. 
The Group is implementing Financial Reporting Standard FRS17, “Retirement Benefits”, in accordance with the transitional
arrangements set out in the standard. The disclosures required for the financial year ended 31 May 2002 are set out in note 32.
The principal accounting policies adopted by the Group are described below.
Consolidation
The Group financial statements consolidate the accounts of the Company and its subsidiary undertakings, the principal of which
are set out on page 48. The results of businesses acquired or sold during the year are included in the Group financial statements
from the date of acquisition or to the date of disposal.
Until the introduction of FRS10, goodwill arising on consolidation had been written off directly against reserves. Any goodwill
eliminated against reserves at the time a business was purchased is included in the calculation of any profit or loss on disposal.
Goodwill is calculated gross of any share premium relief. At 1 June 1998, the goodwill written off to the goodwill reserve was
transferred to the profit and loss account and therefore remains in reserves. Goodwill resulting from acquisitions after 1 June 1998
is capitalised and amortised over an estimated useful life of no more than 20 years. These lives have been determined after
taking account of the nature of the business acquisition and the nature of the markets in which they operate.
Reporting Currency
On 23 April 2002, the Board made the decision to report and consolidate the results for the year ended 31 May 2002 in euro,
the Group’ s functional currency. The Group results for the year to 31 May 2001 have been restated using euro as the base
reporting currency. The Group financial statements for years prior to 31 May 2001 included in the five year record have been
restated to euro at the average and closing rates for financial year ended 31 May 2001 and are disclosed in note 31. The Group
financial statements reported in euro primarily depict the same trends as previously reported in sterling. The share capital and
capital reserves being those of the Company, have been translated at the euro rate of 0.6139, the exchange rate on 23 April
2002, the effective date the Board made the decision to report in euro.
Sales
Sales represent the value of goods and services sold to third parties excluding taxes. Sales are recognised when persuasive
evidence of an arrangement with a customer exists, delivery has occurred, the price is fixed or determinable and collection of 
the amount due is reasonably assured.
T angible Fixed Assets and Depreciation
T angible fixed assets are stated at cost less accumulated depreciation and provision for impairment. The cost of tangible fixed
assets includes all directly attributable costs. Finance costs are capitalised where appropriate and depreciated as part of the total
cost. The capitalisation rate used represents the actual finance costs incurred on funds borrowed specifically to construct the
asset. A review for the potential impairment of a fixed asset is carried out if events or changes in circumstances indicate that the
carrying amount of a fixed asset may not be recoverable. Such impairment reviews are performed in accordance with FRS11.
Impairments thus arising are recorded in the profit and loss account.
Depreciation is provided on all tangible fixed assets except freehold land, at annual rates calculated to write-off the cost of each
asset over its estimated useful life on a straight line or reducing balance basis. The estimated useful lives range from four to 
ten years with the exception of freehold buildings, which are depreciated over 40 years, and leasehold property, which is
depreciated over the period of the lease.
During the year ended 31 May 2002, due to the continuous development and enhancement of the Group’ s IT system, the
decision was made to increase the useful economic life. The benefit in the financial year ended 31 May 2002 was c1,082,000. 29
eurodis electron annual report 2002
Investments
All investments are stated at cost. Provision is made to reflect any impairment in the carrying value of a subsidiary in accordance
with FRS11.
Stocks
Stocks are stated at the lower of cost and net realisable value.
Deferred T axation
As described in the paragraph, “Basis of Accounting” noted above, the Group has adopted FRS19, “Deferred T ax” during the
year. Deferred tax is provided using the incremental liability approach and is measured on a non discounted basis at the tax rates
expected to apply in the periods in which the timing differences reverse. Full provision is made for deferred tax in respect of all
timing differences that have originated but not reversed at the balance sheet date except deferred tax assets which are only
recognised to the extent they are regarded as recoverable.
Foreign Currencies
Non euro denominated companies’ results are translated into euro at the weighted average exchange rates applicable during
the year and their assets and liabilities translated at rates ruling at the balance sheet date. Exchange differences on translating
the opening net investment in non euro denominated companies are taken to reserves. Differences on trading transactions are
included in the profit and loss account. Transactions denominated in foreign currencies are translated into local currency at the
rate of exchange prevailing when the transaction took place, or where applicable, the contracted rate. The principal exchange
rates used in the preparation of these financial statements are disclosed in note 31 to the financial statements.
Financial Instruments
Gains and losses on forward foreign exchange contracts, which hedge future purchases and sales denominated in foreign
currencies are taken to the profit and loss account on maturity to match the underlying transactions.
The disclosures required under FRS13 “Derivatives and Other Financial Instruments: Disclosures” relating to the management 
of financial instruments and their impact on the Group’ s risk profile, performance and financial condition are set out in note 18 
to the financial statements.
Leased Assets
Assets acquired under hire purchase contracts or on finance leases are capitalised in the balance sheet and are depreciated
over their useful lives or the period of the lease, if this is shorter. The present value of the future rentals is shown as a liability. 
The interest element of rental obligations is charged to the profit and loss account over the period of the contracts and
represents a constant proportion of the balance of the capital repayments outstanding.
Rentals arising on operating leases are charged in the profit and loss account on a straight line basis over the lease term.
Pensions
The Group operates defined benefit and defined contribution pension schemes. The expected costs of the defined benefit
schemes are charged against profit over the period benefiting from the employees’ service. Variations from the regular cost 
are charged against profit on a systematic basis over the expected remaining service lives of employees in each scheme.
Contributions to the defined benefit schemes are determined on the basis of professional actuarial advice in accordance with
statutory requirements. As described in the paragraph, “Basis of Accounting” noted above, the Group is implementing FRS17,
“Retirement Benefits”, in accordance with the transitional arrangements set out in the standard.
Payments to defined contribution schemes are charged against profit as incurred. 30
eurodis electron annual report 2002
notes to the group financial statements continued
2 Analysis of Results
Continuing Discontinued Continuing Discontinued
operations operations T otal operations operations T otal
2002 2002 2002 2001 2001 2001
i’000 i’000 i’000 s’000 s’000 s’000
The Group’ s results are analysed as follows:
Sales 532,455 33,356 565,811 687,689 44,082 731,771
Cost of sales (436,007) (27,099) (463,106) (558,861) (37,282) (596,143)
Gross profit 96,448 6,257 102,705 128,828 6,800 135,628
Distribution costs (92,668) (1,946) (94,614) (95,311) (4,117) (99,428)
Administration expenses (9,802) (809) (10,611) (9,156) (186) (9,342)
Other income 1,597 – 1,597 1,948 – 1,948
Operating (loss)/profit (4,425) 3,502 (923) 26,309 2,497 28,806
Goodwill amortisation of c1,113,000 (2001: c792,000) for continuing operations has been included in administration expenses.
Operating exceptional items of c7,192,000 (2001: c1,708,000) relating to continuing operations have been included in: cost 
of sales cnil (2001: c817,000); and distribution costs c7,192,000 (2001: c891,000).
Eurodis Electron PLC is a pan-European distributor of electronic components with operations in twenty European countries. 
Accordingly, the Directors consider that the Group operates in one geographical market, that of Europe.
Sales to countries outside Europe totalled c9,261,000 for the year ended 31 May 2002 (2001: c14,456,000).
The results of the systems division of Eurodis Schweiz AG, Eurodis Data, have been disclosed as discontinued operations
following the sale of the trade and certain assets of the business on 31 January 2002.
The continuing operations relate to the distribution of electronic components.
3 Analysis of Net Assets
2002 2001
i’000 s’000
By Business Segment
Continuing operations – Components 136,404 172,625
Discontinued operations – Systems – 1,510
136,404 174,135
Capitalised goodwill 20,071 21,073
Provisions, tax and dividends (23,148) (20,888)
Trading capital employed 133,327 174,320
Net debt (49,966) (75,426)
T otal 83,361 98,894 31
eurodis electron annual report 2002
4 Operating (Loss)/Profit
2002 2001
i’000 s’000
The Group’s results include charges/(credits) for:
Auditors’ remuneration
– Audit fees paid to PricewaterhouseCoopers 411 561
–T axation fees paid to PricewaterhouseCoopers 333 499
– Disposal/acquisition fees paid to PricewaterhouseCoopers 12 313
– Other fees paid to PricewaterhouseCoopers 55 54
Depreciation (including c1,075,000 (2001: c1,011,000) 
in respect of assets held under finance leases) 5,969 7,057
Goodwill amortisation 1,113 792
Operating lease rentals – plant and machinery 1,921 1,501
– other 5,689 5,234
Loss/(profit) on disposal of fixed assets
– non operating exceptional items 907 –
– other (120) 6
Loss/(profit) on foreign exchange 1,064 (781)
The aggregate payroll costs, including Directors’ emoluments were:
Wages and salaries 42,994 51,184
Social security costs 8,003 9,660
Other pension costs (note 32) 2,456 2,060
53,453 62,904
5 Directors and Employees
Directors emoluments and their interests in share options are contained in the Remuneration Report on pages 17 to 19.
The number of employees, including Executive Directors, during the year was made up as follows:
2002 2001 2002 2001
Average Average Year end Year end
Components – continuing operations 1,099 1,180 1,074 1,278
Systems – discontinued operations 27 28 – 28
1,126 1,208 1,074 1,306
6 Goodwill and Non Operating Items
2002 2001
i’000 s’000
Operating profit – continuing operations
Goodwill amortisation (1,113) (792)
Non operating items
Continuing operations – loss on disposal of fixed assets (1) (907) –
Discontinued operations – profit on disposal of businesses (2) 5,688 –
3,668 (792)
T axation charge on non operating items (1,477) –
2,191 (792)
(1) The loss on disposal of fixed assets is as a result of moving the Group’ s corporate head office to a more appropriate
building and consolidating the Group’ s IT services company into the same location.
(2) The profit on disposal of businesses primarily relates to the profit arising on the sale of the trade and certain assets of the
systems division of Eurodis Schweiz AG, Eurodis Data, on 31 January 2002 of c6,255,000, the details of which are disclosed 
in note 21. The profit on sale is net of a charge of c567,000 in respect of a claim for a property lease penalty arising in the 
year relating to the sale of CEM Computers Ltd in 1997. 32
eurodis electron annual report 2002
notes to the group financial statements continued
7 Restructuring Costs
2002 2001
i’000 s’000
Non recurring costs – continuing operations 5,164 –
Exceptional items – continuing operations 7,192 1,708
Restructuring costs 12,356 1,708
T axation credit on restructuring costs (1,281) (257)
11,075 1,451
Group cost savings, largely through workforce reductions, have resulted in non recurring restructuring costs of c12,356,000.
These comprise c5,164,000 of salary costs incurred in the period up to the earliest date that contract terminations could be
achieved, c6,466,000 of exceptional termination payments and c726,000 of associated vacant property lease costs.
8 Net Finance Costs
2002 2001
i’000 s’000
Interest payable on:
Bank loans and advances repayable within five years 8,928 10,384
Finance leases 633 440
9,561 10,824
Interest receivable (1,444) (1,442)
8,117 9,382
Classified as:
Finance costs, net 8,015 9,382
Interest payable capitalised 102 –
8,117 9,382
9Taxation
2002 2001
i’000 s’000
Charge/(credit) on ordinary activities
UK
Corporation tax at 30% (2001: 30%) 1,427 1,887
Less: double taxation relief (875) (558)
552 1,329
Deferred tax 408 446
Adjustments relating to prior periods
– current taxation (868) 32
– deferred taxation 6 277
98 2,084
Overseas
Current taxation 3,930 4,248
Deferred taxation 121 63
Adjustments relating to prior periods
– current taxation (162) 178
– deferred taxation (231) –
3,658 4,489
T axation charge 3,756 6,573 33
eurodis electron annual report 2002
9Taxation (continued)
2002 2001
i’000 s’000
Classified as:
Trading activities – current 4,815 6,343
– adjustments relating to prior periods (1,255) 487
3,560 6,830
Non recurring restructuring costs (641) –
Exceptional items – operating (640) (257)
Exceptional items – non operating items 1,477 –
3,756 6,573
The tax is reconciled to a notional 30% of profit before taxation, amortisation of goodwill, restructuring costs and non operating
items as follows:
Expected tax charge 1,359 6,577
Overseas tax rates (381) (454)
Utilisation of tax losses (260) (645)
Additional tax on profits remitted to the UK 714 1,427
Additional tax on UK exchange gains/(losses) 610 (929)
Unrelieved tax losses on overseas operations 2,773 367
4,815 6,343
10 Dividends
2002 2001 2002 2001
£’000 £’000 i’000 s’000
Preference dividends 867 867 1,405 1,409
Ordinary– interim 1.73p/2.76c per share (2001: 1.73p/2.82c) 1,341 1,341 2,136 2,191
– final proposed 2.50p/3.92c per share (2001: 2.50p/4.18c) 1,938 1,938 3,035 3,243
–dividends waived (13) (13) (21) (21)
T otal ordinary dividends 3,266 3,266 5,150 5,413
The final dividend, presented in euro, has been calculated using the closing euro to Sterling exchange rate of 0.6385 
(2001: 0.5976).
The interim dividend has been calculated using the exchange rate at 30 November 2001 of 0.6279 (2001: 0.6122).
The dividends waived are in respect of ordinary shares owned by the Employee Share Ownership Plan. As at 31 May 2002, 
295,916 (2001: 295,916) ordinary shares were owned by the Plan. 34
eurodis electron annual report 2002
notes to the group financial statements continued
11 (Loss)/Earnings per Ordinary Share
Basic (loss)/earnings per ordinary share
Basic (loss)/earnings per share is calculated on the basis of the weighted average of 77,234,292 (2001: 73,160,431) ordinary
shares in issue, excluding those held in the Eurodis Electron PLC Share Ownership Plan (note 14) which are treated as cancelled,
and loss for the financial year, after minority interests and preference dividends, of c9,403,000 (2001: profit of c11,238,000).
Adjusted (loss)/earnings per ordinary share
Adjusted (loss)/earnings per share is shown by reference to earnings before goodwill amortisation, restructuring costs,
non operating items and related tax which is calculated as follows:
2002 2001
i’000 s’000
(Loss)/profit after taxation (7,913) 12,851 
Goodwill amortisation (note 6) 1,113 792 
Non operating items (note 6) (4,781) –
Restructuring costs (note 7) 12,356 1,708 
T axation charge/(credit) on restructuring costs and non operating items (note 9) 196 (257)
971 15,094
Minority interests (85) (204)
Preference dividends (1,405) (1,409)
(Loss)/earnings before goodwill amortisation, 
restructuring costs and non operating items (519) 13,481
Diluted (loss)/earnings per ordinary share
Diluted (loss)/earnings per share is calculated on the basic earnings above with the weighted average number of shares adjusted
for the shares held by the ESOP trust at their exercise price. The diluted (loss)/earnings per share has been adjusted by nil
(2001: 301,083) dilutive potential ordinary shares. Conversion of the preference shares would be anti-dilutive.
12 Intangible Assets: Goodwill
i’000
Cost:
At 1 June 2001 22,089
Additions 111
At 31 May 2002 22,200
Amortisation:
At 1 June 2001 1,016
Amortisation charge for the year 1,113
At 31 May 2002 2,129
Net book value at 31 May 2002 20,071
Net book value at 31 May 2001 21,073
Goodwill additions in the year relate to a prior year fair value adjustment detailed in note 21. 
In accordance with the accounting policy for goodwill, described in note 1, goodwill arising on acquisitions since 1 June 1998 
has been capitalised and is being amortised over 20 years. Goodwill arising on businesses acquired prior to 1 June 1998
amounting to c109,170,000 (2001: c109,170,000) has been written off to reserves in prior years. 35
eurodis electron annual report 2002
13 T angible Fixed Assets
Short term Fittings, Assets in
Freehold leasehold Computer plant and Motor course of
property property equipment machinery vehicles construction T otal
i’000 i’000 i’000 i’000 i’000 i’000 i’000
Cost:
At 1 June 2001 13,887 3,099 33,004 11,748 2,024 – 63,762
Foreign exchange adjustments (301) (174) (1,239) (192) (48) – (1,954)
Additions 66 581 7,459 323 498 9,870 18,797
Business disposals –– (887) (521) (471) – (1,879)
Other – (111) –––– (111)
Disposals (7) (974) (533) (351) (771) – (2,636)
At 31 May 2002 13,645 2,421 37,804 11,007 1,232 9,870 75,979
Depreciation:
At 1 June 2001 3,291 591 16,596 8,648 1,055 – 30,181
Foreign exchange adjustments (30) (38) (643) (24) (30) – (765)
Provided during the year 499 138 3,986 993 353 – 5,969
Business disposals –– (799) (472) (171) – (1,442)
Disposals (7) (374) (528) (323) (536) – (1,768)
At 31 May 2002 3,753 317 18,612 8,822 671 – 32,175
Net book value at 31 May 2002 9,892 2,104 19,192 2,185 561 9,870 43,804
Net book value at 31 May 2001 10,596 2,508 16,408 3,100 969 – 33,581
Other movements relate to a fair value adjustment for the acquisition of Eurodis Electronics AB which occurred in the last financial
year and is included as an adjustment to goodwill detailed in note 12 and note 21.
Included within the cost of freehold property are assets held under finance leases which at 31 May 2002 amounted to
c5,938,000 (2001: c5,938,000), within computer equipment c3,860,000 (2001: c3,454,000), within fittings, plant and 
machinery c127,000 (2001: c326,000) and within assets in the course of construction c6,713,000 ( 2001: nil). T otal 
accumulated depreciation at 31 May 2002 on these amounts was c2,028,000 (2001: c1,677,000) for freehold property, 
c1,028,000 (2001: c1,583,000) for computer equipment and c66,000 (2001: c186,000) for fittings, plant and machinery. 
Capitalised finance costs of c102,000 are included in assets in course of construction.
14 Investments
Shares Group shares
in Pioneer- Mortgage held by
Standard bonds ESOP trust T otal
i’000 i’000 i’000 i’000
At 1 June 2001 1,582 160 606 2,348
Additions –10 – 10
Exchange movement (99) – (39) (138)
At 31 May 2002 1,483 170 567 2,220
The mortgage bonds are held in Austria and are invested as a statutory requirement in respect of long term service bonus liabilities.
The market value of the shares in Pioneer-Standard as at 31 May 2002 was c1,518,000.
The Group operates two share schemes to reward and encourage its executives, one of which is satisfied by issued shares 
and controlled through the Eurodis Electron Share Ownership Plan. Details of the share option schemes are given in the
Remuneration Committee Report. The ESOP trust holds 295,916 shares, 280,415 of which are under option at 31 May 2002.
The market value of the shares held at 31 May 2002 was c371,000 which the Directors believe to be a temporary diminution 
in value and as such the shortfall has not been provided. 36
eurodis electron annual report 2002
notes to the group financial statements continued
15 Stocks
Stocks comprise finished goods held for re-sale. In some instances stocks are the subject of retention of title clauses.
16 Debtors
2002 2001
i’000 s’000
Trade debtors 100,732 132,272
Other debtors 4,114 4,428
Prepayments and accrued income 12,319 9,047
117,165 145,747
The Group’ s Italian subsidiary factors part of its receivables without recourse. Interest is payable to the factor until the earlier
of the receipt of payment from the customer and 210 days from the due date.
The Group is not obliged to support any losses arising from the factored receivables nor does it intend to do so. The party with
which the debts have been factored has agreed in writing that it will seek repayment of the finance, as to both principal and
interest, only to the extent that sufficient funds are generated by the specific item it has financed and that it will not seek recourse
in any other form.
Factoring charges recognised in the profit and loss during the year were c843,000 (2001: c1,268,000) for interest and c36,000
(2001: c50,000) for other factoring costs.
17 Finance Debt
2002 2001
i’000 s’000
Unsecured bank borrowings 56,160 69,038
Hire purchase and finance leases 14,334 5,811
Other bank loans 26,901 53,293
97,395 128,142
Analysis of maturity of debt:
2002 2001
i’000 s’000
In one year or less, or on demand 85,126 123,061
In more than one year but not more than two years 2,976 503
In more than two years but not more than five years 6,727 1,193
In more than five years 2,566 3,385
97,395 128,142
Funding is currently provided through local facilities and a structured asset finance facility which covers the UK, Germany,
France and Benelux. This facility is secured by a floating charge over the receivables or inventory of the various companies.
All finance debt, except that relating to hire purchase and finance leases, is repayable within one year. Finance leases are secured
on the assets which they are used to finance and include c6,713,000 of funding on floating rate financing and c7,621,000 
of fixed rate financing. The weighted average fixed interest rate implicit in the finance leases is 7.4% (2001: 7.0%).
Obligations relating to hire purchase and finance leases fall due as follows:
2002 2001
i’000 s’000
Within one year 2,065 730
In more than one year but not more than two years 2,976 503
In more than two years but not more than five years 6,727 1,193
In more than five years 2,566 3,385
14,334 5,811 37
eurodis electron annual report 2002
18 Derivatives and Other Financial Instruments
Financial risk profile
The Group’ s financial instruments comprise borrowings, some cash and liquid resources, and working capital that arise directly
from its operations. The main purpose of these financial instruments is to raise finance for the Group’ s operations.
The Group also enters into derivative transactions, principally forward foreign exchange contracts to manage the currency risks
arising from its operations.
It is, and has been throughout the period under review, the Group’ s policy that no trading in financial instruments shall be undertaken.
The main risks arising from the Group’ s financial instruments are interest rate risk, liquidity risk and foreign exchange risk. The Board
reviews and agrees policies for managing each of these risks and they are summarised below.
Short term debtors and creditors have been excluded from the following disclosures other than the currency (foreign exchange)
risk disclosures.
Interest rate risk
The Group finances its activities through a mixture of retained profits and bank borrowings. The Group borrows in the desired
currencies at floating rates of interest. Interest costs are, therefore, dependent upon the funding requirements of the Group and
the prevailing market interest rates. Fixed rate funding is in place for specific assets such as buildings and computer equipment.
Interest rate and currency profile
2002
Weighted Weighted
Floating rate Fixed rate average average
Financial Financial Financial interest period rate
assets liabilities liabilities rate fixed
Currency i’000 i’000 i’000 % (years)
euro 40,051 64,992 4,770 7.3 6.9
Swiss Franc 513 5,413–––
Sterling 2,735 6,307 2,851 7.4 4.0
US$ 2,420 1,820–––
JPY 520 376–––
Swedish Krona 412 10,866–––
Other 778––––
T otal 47,429 89,774 7,621 7.4 5.8
2001
Weighted Weighted
Floating rate Fixed rate average average
Financial Financial Financial interest period rate
assets liabilities liabilities rate fixed
Currency s’000 s’000 s’000 % (years)
euro 33,168 91,884 4,911 7.3 7.8
Swiss Franc 6,991 5,522–––
Sterling 393 14,740 820 5.5 2.7
US$ 11,087 1,551–––
JPY 661 117–––
Swedish Krona – 8,517–––
Other 416––––
T otal 52,716 122,331 5,731 7.0 7.1
Cash deposits comprise bank deposit accounts with interest rates that vary with base rates.
Interest rates of floating rate debt denominated in euro are linked principally to euribor with those debts in other countries based
on equivalent local markets.
Undrawn borrowing facilities
2002 2001
i’000 s’000
Expiring in one year or less 88,436 78,839 38
eurodis electron annual report 2002
notes to the group financial statements continued
18 Derivatives and Other Financial Instruments (continued)
Liquidity risk
As described in note 17 and the Finance Director’ s Review, the Group is funded through a mixture of local facilities and 
a structured asset finance facility.
Foreign exchange risk
Although the Group is based in the UK, it has significant investment in overseas operations throughout Europe. As stated 
in note 1, the Group’ s functional currency is the euro and therefore the Board made the decision on 23 April 2002 to report the
full year results in euro. However, the Group’ s financial position can be affected as a result of movements in Sterling, Swedish
Krona and Swiss Franc.
The Group also has transactional currency exposures that arise from either sales or purchases by an operating unit in currencies
other than the unit’ s functional currency. The Group requires all its operating units to use forward currency contracts to mitigate
the currency exposure on any future expected cash flows.
Net foreign currency monetary assets/(liabilities)
2002 i’000
Net foreign currency monetary assets/(liabilities)
Functional currency
of Group operation euro SFr £ SEK JPY US$ Other T otal
euro – (153) (564) (878) 1,253 (5,989) – (6,331)
Swiss Franc 1,415 – 13 – 59 1,705 – 3,192
Sterling 2,373 (31) – 1 (451) (603) – 1,289
Swedish Krona (12,295) (7) (176) – 8,204 (25) 3,424 (875)
T otal (8,507) (191) (727) (877) 9,065 (4,912) 3,424 (2,725)
2001 s’000
Net foreign currency monetary assets/(liabilities)
Functional currency
of Group operation euro SFr £ SEK JPY US$ Other T otal
euro – (102) (350) (114) 815 (1,802) – (1,553)
Swiss Franc 1,222 – (50) – (27) 1,787 – 2,932
Sterling 3,012 398 – 740 (361) (2,701) – 1,088
Swedish Krona 4,846 (95) (194) – (382) 2,763 3,771 10,709
T otal 9,080 201 (594) 626 45 47 3,771 13,176
Other includes Danish Krone, c2,406,000 (2001: c3,572,000) and Norweigen Krone c1,019,000 (2001: c199,000).
Unrecognised gains and losses
T otal
net gains/
Gains Losses (losses)
i’000 i’000 i’000
Unrecognised gains and losses on hedges at 1 June 2001 100 (65) 35
Gains and losses arising in previous years that were recognised in the financial year (100) 65 (35)
Gains and losses arising in 2002 that were not recognised in 2002 41 (98) (57)
Unrecognised gains and losses on hedges at 31 May 2002 41 (98) (57)
Of which:
Gains and losses expected to be recognised in financial year ending 31 May 2003 41 (98) (57)
Unrecognised gains and losses arise from open forward contracts in existence at the balance sheet date. 39
eurodis electron annual report 2002
18 Derivatives and Other Financial Instruments (continued)
Fair values of financial instruments
2002 2002 2001 2001
Book Fair Book Fair
value value value value
i’000 i’000 s’000 s’000
Short-term borrowings and current portion of finance leases (85,126) (85,126) (123,061) (123,061)
Finance leases payable in more than one year (12,269) (12,269) (5,081) (5,081)
Cash at bank and in hand 47,429 47,429 52,716 52,716
Net debt (49,966) (49,966) (75,426) (75,426)
Preference shares (21,720) (22,002) (21,720) (22,316)
(71,686) (71,968) (97,146) (97,742)
19 Other Creditors
2002 2001
i’000 s’000
Amounts falling due within one year:
Trade creditors 83,540 116,208
Corporation tax 6,622 6,215
Other taxes and social security costs 9,368 6,371
Proposed ordinary dividends 3,024 3,231
Other creditors 10,791 8,710
Accruals and deferred income 14,370 15,962
127,715 156,697
20 Provisions for Liabilities and Charges
2002 2001
i’000 s’000
Deferred taxation 2,853 2,579
Provisions 10,649 8,863
13,502 11,442
Deferred taxation provided:
Capital allowances on fixed assets in excess of depreciation 895 311
Timing differences 1,958 2,268
2,853 2,579
Deferred tax Pension Other T otal
i’000 i’000 i’000 i’000
Analysis of movements in provisions:
At 1 June 2001 2,579 8,863 – 11,442
Profit and loss charge 304 841 935 2,080
Effect of movements in foreign exchange contracts (30) 10 – (20)
At 31 May 2002 2,853 9,714 935 13,502
The provision for deferred taxation is computed under the liability method and arises from the accelerated capital allowances
which have a reasonable probability of reversal in the foreseeable future, together with other tax timing differences. Deferred
taxation is fully provided. No deferred taxation has been provided in respect of earnings retained overseas as these earnings 
have been, or will be, substantially reinvested by the companies concerned.
The provision for pensions at 31 May 2002 relates to unfunded defined benefit pension commitments and costs as detailed 
in note 32. This is expected to reverse over the average remaining life of employees.
Other provisions relate to vacant property leases. The provision will be utilised over the next one to seven years, the remaining
lease terms. 40
eurodis electron annual report 2002
notes to the group financial statements continued
21 Business Disposals and Acquisitions
Disposals Acquisitions
2002 2001
i’000 s’000
Cash flows in respect of disposals and acquisitions comprise:
T angible fixed assets 437 (518)
Stocks 4,418 (22,611)
Debtors – (43,321)
Creditors – 27,212
T axation – 800
Provisions for liabilities and charges – 3,373
Net assets disposed/(acquired) at fair value 4,855 (35,065)
Goodwill on acquisition – (18,772)
T otal cost of disposals/acquisitions 4,855 (53,837)
Net profit on disposals 5,688 –
T otal cash inflow/(outflow) on disposals/acquisitions 10,543 (53,837)
Cash consideration 13,322 (26,955)
Debt acquired – (24,940)
Charge relating to prior year disposals (567) –
Expenses of disposal/acquisition (2,212) (1,942)
T otal cash inflow/(outflow) on disposals/acquisitions 10,543 (53,837)
On 31 January 2002 the Company completed the sale of its final non-core business, Eurodis Data, a division of Eurodis 
Schweiz AG, for consideration of c13,322,000. The profit on sale was c6,255,000.
The results of the Eurodis Data division have been classified as discontinued operations in the financial statements.
Included in the net profit on disposal is a charge relating to the disposal of CEM Limited in 1997 for c567,000.
In the year ended 31 May 2002, an adjustment has been made to prior year fair values relating to the acquisition of 
Eurodis Electronics AB (previously known as Ericsson Microelectronics Europe AB) which took place on 29 September 2000.
The fair values used in the 2001 accounts were provisional. The adjustment of c111,000 relates to a reduction in the valuation 
of fixed assets. This has been taken as an adjustment to goodwill on acquisition in accordance with FRS 7, ‘Fair value in
acquisition accounting’. 41
eurodis electron annual report 2002
22 Share Capital
2002 2001 2002 2001
£ £ is
Authorised
Equity – 109,667,930 (2001: 109,667,930) Ordinary shares of 10p each 10,966,793 10,966,793 17,862,712 17,862,712
Non Equity – 13,335,000 (2001: 13,335,000) 6.5% Convertible Cumulative
Redeemable Preference shares of £1 each 13,335,000 13,335,000 21,720,048 21,720,048
24,301,793 24,301,793 39,582,760 39,582,760
Allotted, called up and fully paid
Equity – 77,530,208 (2001: 77,530,208) Ordinary shares of 10p each 7,753,021 7,753,021 12,628,120 12,628,120
Non Equity – 13,335,000 (2001: 13,335,000) 6.5% Convertible Cumulative
Redeemable Preference shares of £1 each 13,335,000 13,335,000 21,720,048 21,720,048
21,088,021 21,088,021 34,348,168 34,348,168
The euro figures disclosed for share capital above have been calculated using the exchange rate of 0.6139 on 23 April 2002,
being the date the Company made the decision to move to euro reporting, the functional currency of the Group as detailed in note 1.
The 6.5% Convertible Cumulative Redeemable Preference shares of £1 each are convertible at the proportional rate of 
49.214 Ordinary shares for every 100 Preference shares held, at a conversion date being 40 days after the publication of the
Company’ s Report and Accounts prepared for the accounting periods ending in 1997 to 2004. The Company has the right at
any time after the last conversion date in 2004 to redeem at par any shares of this class that remain in issue. As soon as 75% 
of the Preference shares have been converted the Company has the right to effect conversion of the remaining Preference shares
or, at the shareholder’ s option, to redeem them at par. The Preference shares rank ahead of Ordinary shares in the event of the
winding up of the Company. They normally carry no voting rights.
The Company adopted an Executive Share Option Scheme (“the Scheme”) on 6 February 1985 and amended it on 
28 October 1988 and 11 October 1990 to create, in addition to but as part thereof, the Executive Share Option Scheme
(Unapproved). Options ceased to be capable of being granted under the Scheme in October 1995. On 30 June 1995, the
approved and unapproved 1995 Share Option Schemes (“1995 Scheme”) and a Savings Related Share Option Scheme
(“Savings Scheme”) were adopted by the Company. No options have been issued to date under the Savings Scheme. 
An Employee Share Option Plan (“the Plan”) was adopted by the Board of Directors on 11 October 1990.
Options over Ordinary shares outstanding at 31 May 2002 were as follows:
Outstanding Exercise Date of Average
Option Scheme share options price range grant exercise price
Scheme 83,191 98.7p – 163.5p 1993-1995 149p
1995 Scheme 2,255,694 48.5p – 222.5p 1995-2002 116p
Plan 280,415 66.8p – 182.0p 1994-2000 124p
During the year, 877,500 options were granted under the 1995 Scheme at a weighted average price of 56.3p, 10,334 options
under the Plan lapsed and 40,167 under the 1995 Scheme lapsed.
The aggregate number of options outstanding is 2,619,300. The total consideration receivable if all options outstanding were
exercised would be £3,098,000. Options may normally be exercised between the third and tenth anniversaries of their grant, 
after which they lapse and are not transferable. 42
eurodis electron annual report 2002
notes to the group financial statements continued
23 Reserves Share
Share capital Profit and
premium redemption loss
account reserve account T otal
i’000 i’000 i’000 i’000
At 1 June 2001 106,717 195 (42,601) 64,311
Loss attributable to ordinary shareholders –– (9,403) (9,403)
Ordinary dividends –– (5,150) (5,150)
Exchange differences –– (1,065) (1,065)
At 31 May 2002 106,717 195 (58,219) 48,693
24 Minority Interests
T otal
i’000
At 1 June 2001 235
Share of profit for the year 85
At 31 May 2002 320
The minority interests represents 40% of Eurodis Microdis Holdings AG.
25 Reconciliation of Operating Profit to Net Cash Flow from Operating Activities
2002 2001
i’000 s’000
Operating (loss)/profit (923) 28,806
Depreciation 5,969 7,057
Amortisation of goodwill 1,113 792
(Profit)/loss on disposal of fixed assets (120) 6
Decrease/(increase) in stock 43,348 (34,167)
Decrease in debtors 27,573 13,369
(Decrease)/ increase in creditors (28,557) 3,170
Increase in provisions 1,776 218
Net cash flow from operating activities 50,179 19,251
Included within the net cash flow from operating activities is a cash outflow on exceptional restructuring costs of s2,833,000.
26 Analysis of Cash Flow from Financing
2002 2001
i’000 s’000
Decrease in bank loans (25,992) (5,470)
Capital element of finance lease rental payments (1,177) (831)
Cash outflow from decrease in debt (27,169) (6,301)
Cash inflow from issue of ordinary share capital – 38,419
Cash outflow from expenses of rights issue – (1,435)
Net cash (outflow)/inflow from financing activities (27,169) 30,683 43
eurodis electron annual report 2002
27 Reconciliation of Net Cash Flow to Movements in Net Debt
2002 2001
i’000 s’000
Increase/(decrease) in cash in the year 6,900 (31,554)
Decrease in finance leases 1,177 831
Decrease in bank loans 25,992 5,470
Decrease/(increase) in net debt from cash flows 34,069 (25,253)
New finance leases (9,827) (131)
Currency translation differences 1,218 (88)
Decrease/(increase) in net debt in the year 25,460 (25,472)
Opening net debt (75,426) (49,954)
Closing net debt (49,966) (75,426)
28 Analysis of Net Debt
Other Currency
At 1 June Cash non cash translation At 31 May
2001 flow movements differences 2002
s’000 i’000 i’000 i’000 i’000
Cash at bank and in hand 52,716 (5,193) – (94) 47,429
Overdrafts (69,038) 12,093 – 785 (56,160)
(16,322) 6,900 – 691 (8,731)
Hire purchase and finance leases (5,811) 1,177 (9,827) 127 (14,334)
Bank loans (53,293) 25,992 – 400 (26,901)
Net debt (75,426) 34,069 (9,827) 1,218 (49,966)
29 Commitments
2002 2001
i’000 s’000
Capital commitments contracted, but not provided 8,627 3,458
At 31 May 2002 the Group has annual commitments under operating leases as follows:
Land and Other
buildings leases T otal
i’000 i’000 i’000
Operating leases which expire:
In one year or less 1,135 277 1,412
Between one and five years 2,289 1,765 4,054
Over five years 2,265 – 2,265
5,689 2,042 7,731
30 Related Party Transactions
Under an agreement dated 23 March 1995, amended in March 1996, between Eurodis Holdings AG and Mr Dietmar Bittenbinder ,
in respect of the acquisition of the Eurodis Microdis Group, there is provision for an interest free loan facility of up to 150,000
Swiss francs to be extended to Mr Bittenbinder. This loan is repayable on demand. Mr Bittenbinder is the Managing Director and,
with others, is a 40% minority shareholder in the Microdis Group. As at 31 May 2002 the facility was fully utilised.
31 Exchange Rates
As described in note 1, the Group’ s functional currency is the euro. The principal exchange rates used in preparation of the euro
financial statements are as follows:
2002 2001 2002 2001
Average Average Closing Closing
Sterling 0.6171 0.6152 0.6385 0.5976
Swiss Franc 1.4883 1.5300 1.4637 1.5193
Swedish Krona 9.3082 8.8797 9.0981 9.1146 44
eurodis electron annual report 2002
notes to the group financial statements continued
32 Pensions
The Group operates pension schemes in the UK and overseas. The schemes in the UK, the Netherlands, Belgium and
Switzerland are defined contribution. The assets of the schemes are held separately from those of the Group in independently
administered funds. In Germany and Sweden there are defined benefit schemes which are unfunded.
In line with the requirements of FRS 17, published by the Accounting Standards Board in November 2000, details in respect of
the schemes are provided below in accordance with both SSAP 24 and FRS 17. The Group will be adopting FRS 17 in line with
the transitional arrangements and therefore the figures in this year’ s accounts reflect the SSAP 24 details below.
SSAP 24
The defined benefit pension costs and provisions have been assessed in accordance with the advice of independent
professionally qualified actuaries for the year to 31 May 2002, based on formal valuations undertaken as at 31 May 2001.
The actuarial method used was the projected unit credit method for all schemes. The main assumptions adopted were:
Interest rates 5.9%
Salary escalation rates 3.5%
Social security increase rates 3.5%
Pension increase rates 2.4%
The pension provision of s9,714,000 (2001: s8,863,000) which is included in the Group balance sheet is required to recognise
liabilities under SSAP 24.
Amounts charged to the profit and loss account in the period in respect of the UK pension scheme were s368,000
(2001: s356,000) and in respect of overseas subsidiaries s2,088,000 (2001: s1,704,000) of which s841,000 related to the
defined benefit schemes.
FRS 17 Valuations
On an FRS 17 basis, the major assumptions used by the actuaries of the schemes to calculate the scheme liabilities
at 31 May 2002 were:
Discount rate 6.0%
Salary escalation rates 3.5%
Pension increase rates 2.4%
Inflation 2.4%
At 31 May 2002, the present value of the schemes liabilities using these assumptions was s9,864,000 which equates to the
implied deficit on an FRS 17 basis. At 31 May 2002, the Group retained a pension provision of s9,714,000 (2001: s8,863,000),
as explained above.
The defined contribution pension arrangement operated in Switzerland, with assets of some s11,500,000 in total, has a
minimum guaranteed benefit. It is expected that the benefits from the arrangement will exceed the guarantee and therefore 
for the purpose of FRS 17, the liabilities have been taken as being equal to the market value of assets held in respect of those
employees as at 31 May 2002.
If the above amounts had been recognised in the financial statements, the Group’ s shareholders’ funds and profit and loss
account reserve at 31 May 2002 would be as follows:
Profit and
Shareholders’ loss
funds reserve
i’000 i’000
As reported 83,041 (58,219)
Impact of FRS 17 (150) (150)
Restated for FRS 17 82,891 (58,369) 45
eurodis electron annual report 2002
2002 2001
Notes £’000 £’000
Fixed assets
T angible assets 1,537 1,629
Investments 66,515 66,465
68,052 68,094
Current assets
Debtors 82,780 48,522
Cash at bank and in hand 2,199 1,551
84,979 50,073
Creditors – Amounts falling due within one year (63,135) (28,306)
Net current assets 21,844 21,767
T otal assets less current liabilities 89,896 89,861
Provision for liabilities and charges (324) –
Net assets 89,572 89,861
Capital and reserves
Called up share capital 22 21,088 21,088
Share premium account 65,519 65,519
Share capital redemption reserve 120 120
Special reserve 2,757 2,757
Profit and loss account 88 377
Shareholders’ funds* 89,572 89,861
*Shareholders’ funds are represented by:
Equity interests 76,237 76,526
Non-equity interests 22 13,335 13,335
89,572 89,861
As permitted by Section 230 of the Companies Act 1985, Eurodis Electron PLC’ s profit and loss account does not accompany
its balance sheet.
25 July 2002 M.E. Mason
Executive Director and
Vice President, Finance
company balance sheet
as at 31 May 46
eurodis electron annual report 2002
notes to the company accounts
T angible Fixed Assets
Short term Fittings,
leasehold Computer plant and Motor
property equipment machinery vehicles T otal
£’000 £’000 £’000 £’000 £’000
Cost:
At 1 June 2001 1,384 503 250 435 2,572
Additions 366 140 19 45 570
Intragroup transfers 18 (2) – – 16
Disposals (517) (13) (14) (367) (911)
At 31 May 2002 1,251 628 255 113 2,247
Depreciation:
At 1 June 2001 189 372 173 209 943
Provided during the year 58 59 24 76 217
Disposals (193) (8) (13) (236) (450)
At 31 May 2002 54 423 184 49 710
Net book value at 31 May 2002 1,197 205 71 64 1,537
Net book value at 31 May 2001 1,195 131 77 226 1,629
Investments
Shares in Shares in Own
group Pioneer- shares
undertakings Standard ESOP T otal
£’000 £’000 £’000 £’000
At 1 June 2001 65,156 947 362 66,465
Additions 17,791 – – 17,791
Disposals (17,741) – – (17,741)
At 31 May 2002 65,206 947 362 66,515
On 31 May 2002, the Company sold its investment in the subsidiary undertaking, Eurodis Electronics AB to another subsidiary
undertaking, Eurodis Electronics PLC, for book and fair value of £17,741,464.
The market value of the shares in Pioneer-Standard as at 31 May 2002 was £970,000 and the market value of the shares held
by the ESOP was £257,000.
The principal subsidiaries of the Company are shown on page 48.
Debtors – due within one year
2002 2001
£’000 £’000
Trade debtors 95 116
Amounts owed by subsidiary undertakings 82,331 47,962
Other debtors 24 180
Prepayments and accrued income 330 264
82,780 48,522 47
eurodis electron annual report 2002
Creditors – Amounts falling due within one year
2002 2001
£’000 £’000
Bank overdraft 794 5,802
Trade creditors 306 797
Amounts owed to subsidiary undertakings 58,353 18,655
Corporation tax 118 –
Other taxes and social security costs 107 115
Proposed Ordinary dividend 1,931 1,931
Other creditors 142 142
Accruals and deferred income 1,384 864
63,135 28,306
Provisions for Liabilities and Charges
Provisions of £324,000 (2001: £nil) relate to vacant properly leases. The provisions will be utilised over the next one to seven
years, the remaining lease terms.
Reserves
Share
Share capital Profit and
premium redemption Special loss
account reserve reserve account T otal
£’000 £’000 £’000 £’000 £’000
At 1 June 2001 65,519 120 2,757 377 68,773
Profit attributable to ordinary shareholders ––– 2,977 2,977
Ordinary dividends ––– (3,266) (3,266)
At 31 May 2002 65,519 120 2,757 88 68,484
Auditors Remuneration
The parent company audit fee paid to PricewaterhouseCoopers for the year ended 31 May 2002 was £19,000 (2001: £19,000).
Contingent Liabilities
At 31 May 2002 the Company had given guarantees to third parties in respect of certain debts due by certain subsidiaries in the
normal course of business, on which no loss is expected to arise. 48
eurodis electron annual report 2002
principal subsidiaries and financial calendar
Principal Subsidiaries
The principal operating subsidiaries, all of which are included in the consolidated results, are listed below:
Country of incorporation % of
Subsidiary undertakings Principal activity and principal operation equity held +
Eurodis Electronics UK Limited * Distributor of electronic components England 100
Eurodis Information Systems Limited * IT services England 100
Eurodis Electronics PLC* Investment holding company England 100
Eurodis Schweiz AG Distributor of electronic components Switzerland 100
Eurodis Holding AG Investment holding company Switzerland 100
Eurodis Microdis Holding AG Investment holding company Switzerland 60
Eurodis Enatechnik Electronics GmbH Distributor of electronic components Germany 100
Eurodis ENA Holding GmbH Investment holding company Germany 100
Eurodis Microdis Electronics GmbH Distributor of electronic components Germany 60
Eurodis Electronics Italia Spa Distributor of electronic components Italy 100
Eurodis T exim Electronics BV Distributor of electronic components The Netherlands 100
Eurodis LCH BV Warehousing and logistics The Netherlands 100
Eurodis Distribution Services BV Purchasing and stock management The Netherlands 100
Eurodis T exim Electronics SA Distributor of electronic components Belgium 100
Eurodis BV Investment holding company The Netherlands 100
Eurodis Electron Holding BV Investment holding company The Netherlands 100
Eurodis Electronics GmbH Distributor of electronic components Austria 100
Eurodis Electronics France SA Distributor of electronic components France 100
Eurodis Electronics AB Distributor of electronic components Sweden 100
Eurodis Electronics Norway AS Distributor of electronic components Norway 100
Eurodis Electronics Denmark A/S Distributor of electronic components Denmark 100
Eurodis Electronics Finland OY Distributor of electronic components Finland 100
*Owned directly by Eurodis Electron PLC at 31 May 2002; all other companies owned indirectly through subsidiary undertakings.
+ including voting rights
Financial Calendar
Announcements
Half year results announced 5 February 2002
Full year results announced 25 July 2002
Report and accounts posted to shareholders 16 August 2002
Annual General Meeting to be held 1 October 2002
Dividends
Interim announced 5 February 2002
Record date 22 March 2002
Paid 8 April 2002
Final announced 25 July 2002
Record date 4 October 2002
To be paid (if approved) 1 November 2002 49
eurodis electron annual report 2002
Directors
Robert Leigh Chairman 
+
Steven Swayne Chief Executive
Michael Mason Executive Director and Vice President, Finance
Barry Charles Deputy Chairman
Philip Stephens Non-Executive Director *
#+
Peter Vey Non-Executive Director *
#+
Marie-Anne van Ingen Non-Executive Director *
#
* Member of Audit Committee
# Member of Remuneration Committee
+ Member of Nomination Committee
Company Secretary
Barry Davis
Corporate Finance Advisers and Stockbrokers
Dresdner Kleinwort Wasserstein
Auditors
PricewaterhouseCoopers
Solicitors
Nicholson Graham & Jones
Company Bankers
Royal Bank of Scotland plc
Registrars and Transfer Office
Capita IRG plc
Balfour House
390/398 High Road
Ilford
Essex IG1 1NQ
Registered Office
Electron House
43 London Road
Reigate
Surrey RH2 9PW
Registered in England and Wales Number: 1723922
directors and advisors 50
eurodis electron annual report 2002
notice of meeting
Notice of Meeting
Notice is hereby given that the nineteenth Annual General Meeting of Eurodis Electron PLC will be held at The Main Board Room,
Good Relations, 6th Floor, Holborn Gate, 26 Southampton Buildings, London WC2A 1PQ, on 1 October 2002 at 11.00 a.m., to
consider, and if thought fit, approve the following resolutions which will be proposed as to resolutions numbered 1 to 8 (inclusive) 
as ordinary resolutions and as to resolutions numbered 9 and 10 as special resolutions:
Ordinary Business
1. THAT the accounts of the Company for the year ended 31 May 2002 together with the Reports of the Directors and Auditors 
be received and adopted by the members.
2. THAT a final dividend of 2.50p per share be declared on the ordinary share capital of the Company for the year ended 31 May 2002.
3. THAT Ms. M.A. Van Ingen who was appointed during the year be elected.
4. THAT Mr. B.B.J. Charles who retires as a Director by rotation, be re-elected.
5. THAT Mr M.E. Mason who retires as a Director by rotation, be re-elected. 
6. THAT the Auditors, PricewaterhouseCoopers, be re-appointed and the Directors authorised to fix their remuneration.
7. THAT the Remuneration Committee report for the year ended 31 May 2002 be received and adopted by the members.
Special Business
8. THAT the Directors be and are hereby generally and unconditionally authorised for the purposes of Section 80 of the Companies
Act 1985 (“the Act”, references to which include any modification or re-enactment thereof for the time being in force) during the
period ending on the date of the Annual General Meeting of the Company to be held in 2003 or, if earlier, on 25 December 2003
to exercise all the powers of the Company to allot relevant securities (within the meaning of Section 80(2) of the Act) and to 
make any offer or agreement which would or might require such securities to be allotted after that date and to implement the 
same provided that:
(i) the aggregate nominal amount of the relevant securities allotted under this authority shall not exceed £3,213,772 (representing
41.5% of ordinary shares of 10 pence each in the capital of the Company (“ordinary shares”) issued); and
(ii) this authority revokes any authority previously granted to the Directors to allot relevant securities but so that such revocation
shall not have retrospective effect.
9. THAT , subject to the passing of Resolution Number 8, the Directors be and are hereby empowered for the purposes of Section 95 
of the Act, to allot equity securities (within the meaning of Section 94 (2) of the Act pursuant to the authority conferred by Resolution
8 above) as if sub-section (1) of Section 89 of the Act did not apply to such allotment, save that this power shall be limited to:
(i) the allotment of equity securities in connection with any offer made by way of rights where that offer, so far as it comprises the
allotment of equity securities of the Company for cash, is made in respect of holdings of Ordinary shares in proportion (as
nearly as may be) to the respective numbers of Ordinary shares held or deemed to be held at the record date for the offer, and
if made in respect of equity securities of any other class is made consistently with the rights attaching thereto, subject only to
such exclusions or other arrangements as the Directors may deem necessary or expedient to deal with fractional entitlements
or legal, regulatory or practical problems arising in relation to any overseas territory; and
(ii) the allotment of equity securities for cash (otherwise than as mentioned in paragraph (i) of this resolution) up to an aggregate
nominal amount of £387,651;
and shall expire on that date of the Annual General Meeting of the Company to be held in 2003 or, if earlier, on 25 December 2003
save that the Directors may before such expiry make any offer or agreement which would or might require equity securities to be
allotted after such expiry. 51
eurodis electron annual report 2002
10. THAT , with the written consent of the holders of 6.5% Convertible Cumulative Redeemable Preference Shares of £1 each in the
capital of the Company, the Company is pursuant to Section 166 of the Act hereby generally and unconditionally authorised to
make market purchases (within the meaning of Section 163 of the Act) of Ordinary Shares provided that:
(a) the maximum aggregate number of Ordinary Shares which may be purchased is 7,753,021;
(b) the minimum price which may be paid for each Ordinary Share is 20p (exclusive of expenses and advanced corporation tax);
(c) the maximum price (exclusive of expenses and advanced corporation tax) which may be paid for each Ordinary Share is an
amount equal to 105% of the average of the middle market quotations for an Ordinary Share as derived from the London
Stock Exchange Daily Official List for the five business days immediately preceding the day on which the Ordinary Share is
contracted to be purchased;
(d) this authority shall expire on the earlier of 25 December 2003 and the conclusion of the next Annual General Meeting of the
Company, unless such authority is renewed prior to such expiry; and
(e) the Company may make a contract to purchase Ordinary Shares under this authority prior to the expiry of such authority
which will or may be executed wholly or partly after the expiry of such authority and may make a purchase of Ordinary Shares
in pursuance of any such contract.
By order of the Board.
25 July 2002 B.E. Davis
Company Secretary
Registered Office
Electron House
43 London Road
Reigate
Surrey
RH2 9PW
Notes:
(i) The Company, pursuant to regulation 41 of the Uncertificated Securities Regulations 2002, specifies that only holders of
Ordinary Shares registered in the register of members of the Company as at 11.00 a.m. on 29 September 2002, or in the
event that the meeting is adjourned, in such register 48 hours before the time of any adjourned meeting, shall be entitled to
attend or vote at the meeting in respect of the number of shares registered in their name at the relevant time. Changes to
entries in the register of members after 11.00 a.m. on 29 September 2002, or in the event that the meeting is adjourned, in
such register 48 hours before the time of any adjourned meeting, shall be disregarded in determining the rights of any person
to attend or vote at the meeting.
(ii) A member entitled to attend and vote may appoint one or more proxies to attend and, on a poll, vote instead of him. A proxy
need not be a member of the Company.
(iii) T o be valid, a proxy must be lodged at the office of the Company’ s Registrars – Capita IRG plc, Balfour House,
390/398 High Road, Ilford, Essex, IG1 1BR, not later than 48 hours before the meeting.
(iv) The holders of preference shares are not entitled to attend or vote at the meeting.
(v) The register of Directors’ interests in the capital of the Company, copies of the Directors’ service contracts, and a copy
of the Memorandum and Articles of association of the Company will be available for inspection at the registered office of the
Company during normal business hours on any weekday (Saturday, Sundays and public holidays excepted) from the date
of this notice until the close of the meeting and also at the place of the meeting for at least 15 minutes prior to and during
the meeting. 52
eurodis electron annual report 2002
2002 2001
Before Goodwill Before Goodwill
goodwill and and goodwill and and
non operating non operating non operating non operating
items items T otal items items T otal
£’000 £’000 £’000 £’000 £’000 £’000
Sales
Continuing operations 328,587 328,587 423,311 423,311
Discontinued operations 20,585 20,585 27,146 27,146
349,172 349,172 450,457 450,457
Gross profit
Continuing operations 59,520 – 59,520 79,803 – 79,803
– Restructuring costs ––– (504) – (504)
59,520 – 59,520 79,299 – 79,299
Discontinued operations 3,861 – 3,861 4,191 – 4,191
T otal gross profit 63,381 – 63,381 83,490 – 83,490
Other operating income
Continuing operations 986 – 986 1,201 – 1,201
Operating expenses
Continuing operations (54,924) (687) (55,611) (63,250) (487) (63,737)
- Restructuring costs (7,625) – (7,625) (549) – (549)
(62,549) (687) (63,236) (63,799) (487) (64,286)
Discontinued operations (1,700) – (1,700) (2,652) – (2,652)
T otal operating expenses (64,249) (687) (64,936) (66,451) (487) (66,938)
Operating profit/(loss)
Continuing operations 5,582 (687) 4,895 17,754 (487) 17,267
– Restructuring costs (7,625) – (7,625) (1,053) – (1,053)
(2,043) (687) (2,730) 16,701 (487) 16,214
Discontinued operations 2,161 – 2,161 1,539 – 1,539
T otal operating profit/(loss) 118 (687) (569) 18,240 (487) 17,753
Non operating items
Continuing operations
– Loss on disposal of fixed assets – (560) (560) –––
Discontinued operations
– Profit on disposal of businesses – 3,510 3,510 –––
Profit on ordinary activities before interest 118 2,263 2,381 18,240 (487) 17,753
Net finance costs (4,946) – (4,946) (5,770) – (5,770)
(Loss)/profit on ordinary activities
before taxation
– Before restructuring costs 2,797 2,263 5,060 13,523 (487) 13,036
– Restructuring costs (7,625) – (7,625) (1,053) – (1,053)
T otal (loss)/profit on ordinary activities
before taxation (4,828) 2,263 (2,565) 12,470 (487) 11,983
T axation (1,406) (911) (2,317) (4,045) – (4,045)
(Loss)/profit on ordinary activities
after taxation (6,234) 1,352 (4,882) 8,425 (487) 7,938
Equity minority interests (53) (126)
(Loss)/profit for the financial year (4,935) 7,812
Preference dividends (867) (867)
(Loss)/profit attributable to ordinary shareholders (5,802) 6,945
Ordinary dividends (note 10) (3,266) (3,266)
Retained (loss)/profit for the financial year (9,068) 3,679
(Loss)/earnings per ordinary share of 10 pence
– on basic earnings (7.51p) 9.49p
– on Adjusted earnings (0.41p) 11.38p
– on diluted earnings (7.51p) 9.45p
– on diluted Adjusted earnings (0.41p) 11.34p
The pro-forma profit and loss account in sterling has been calculated using a weighted average Sterling exchange rate of 1c: £0.6171 with
the exception of ordinary dividends which have been fixed at the Sterling rates at 31 May 2002 and 30 November 2001 (refer note 10).
The prior year numbers are as published in the Annual Report for the year ended 31 May 2001.
pro-forma group profit and loss account in sterling
for the year ended 31 May 53
eurodis electron annual report 2002
pro-forma group balance sheet in sterling
as at 31 May
Group
2002 2001
£’000 £’000
Fixed assets
Intangible assets: Goodwill 12,815 12,937
T angible assets 27,969 20,070
Investments 1,418 1,416
42,202 34,423
Current assets
Stocks 58,284 83,496
Gross debtors 91,013 103,762
Less: Non-returnable proceeds (16,203) (16,667)
74,810 87,095
Cash at bank and in hand 30,283 31,506
163,377 202,097
Creditors – Amounts falling due within one year
Finance debt (54,353) (73,545)
Other creditors (81,566) (93,645)
(135,919) (167,190)
Net current assets 27,458 34,907
T otal assets less current liabilities 69,660 69,330
Creditors – Amounts falling due after more than one year
Finance debt (7,834) (3,036)
Provision for liabilities and charges (8,600) (6,850)
Net assets 53,226 59,444
Capital and reserves
Called up share capital (note 22) 21,088 21,088
Share premium account 65,519 65,519
Share capital redemption reserve 120 120
Profit and loss account (33,705) (27,424)
Shareholders’ funds* 53,022 59,303
Minority interests (equity) 204 141
53,226 59,444
*Shareholders’ funds are represented by:
Equity interests 39,687 45,968
Non-equity interests 13,335 13,335
53,022 59,303
The pro-forma balance sheet in Sterling has been calculated using the closing exchange rate at 31 May 2002 of 1s: £0.6385
(2001: £0.5976) except for called up share capital, share premium account and share capital redemption reserve which have
been fixed in Sterling (refer note 22).
The prior year figures are as published in the Annual Report for the year ended 31 May 2001. 54
eurodis electron annual report 2002
pro-forma group cash flow statement in sterling
for the year ended 31 May
2002 2001
£’000 £’000 £’000 £’000
Net cash flow from operating activities 30,965 11,808
Returns on investments and servicing of finance
Net interest paid (4,618) (5,499)
Interest element of finance lease payments (328) (271)
Dividends paid on non-equity shares (867) (867)
Net cash outflow from returns on investments and servicing of finance (5,813) (6,637)
Taxation
UK corporation and overseas tax paid (1,915) (1,935)
Capital expenditure and investments
Purchase of tangible fixed assets (5,535) (5,553)
Purchase of fixed asset investments (6) (91)
Proceeds from disposal of tangible fixed assets 129 76
Net cash outflow from capital expenditure and investments (5,412) (5,568)
Acquisitions and disposals
Net inflow/(outflow) on disposals/acquisitions 6,506 (33,053)
Equity dividends paid (3,266) (2,872)
Cash inflow/(outflow) before financing 21,065 (38,257)
Financing (16,807) 18,832
Increase/(decrease) in cash 4,258 (19,425)
The pro-forma cash flow statement in Sterling has been calculated using the average exchange rate of c1: £0.6171 with the
exception of ordinary dividends which have been fixed at the rates at 31 May 2002 and 30 November 2001.
The prior year figures are as published in the Annual Report for the year ended 31 May 2001. 55
eurodis electron annual report 2002
Component Sales Companies
Nordic
Eurodis Electronics AB
Box 41, Kistagangen 20
164 91 Kista
+46 8 505 549 00
sales.sweden@eurodis.se
Eurodis Electronics Denmark A/S
Herstedsvang 12
DK-2620 Albertslund
+45 43 209800
sales.denmark@eurodis.se
Eurodis Electronics Finland OY
Konalantie 6-8
FI-00370 Helsinki
+358 9253481
sales.finland@eurodis.fi
Eurodis Electronics Norway AS
Postboks 514
Ertelokka 7
N-1373 Asker
+47 66752200
sales.norway@eurodis.no
United Kingdom
Eurodis Electronics UK Ltd
Lever Street
Bolton, Lancashire
BL3 6BJ
+44 1204 555000
info@uk.eurodis.com
Ireland
Eurodis Electronics UK Ltd
Unit 15, Stadium Business Park
Ballycoolin Road
Dublin 11
+353 18829100
ireland@eurodis.com
The Netherlands
Eurodis T exim Electronics BV
Nijverheidsstraat 16
NL-7482 GZ Haaksbergen
+31 5357 333333
info@texim.eurodis.com
Belgium
Eurodis T exim Electronics SA
Koningin Astridlaan 49
B-1780 Wemmel
+32 24620100
info@texim.eurodis.com
Germany
Eurodis Enatechnik Electronics GmbH 
Pascalkehre 1
D-25451 Quickborn
+49 41067010
info@enatechnik.eurodis.com
Austria
Eurodis Electronics GmbH
Lamezanstrasse 10
A-1232 Vienna
+43 1610620
info@austria.eurodis.com
Switzerland
Eurodis Schweiz AG
Bahnstrasse 58/60
CH-8105 Regensdorf
+41 18433111
contact@eurodis.ch
Eastern Europe Head Office
Eurodis Microdis Electronics GmbH
Herderstrasse 25
D-67117 Limburgerhof
+49 623646410
microdis@t-online.de
Czech Republic
Hybesova 53
678 23 Blansko
+420 506411494
blansko@eurodis.com.pl
Hungary
Reitter ferenc u. 7
1135 Budapest
+36 13490406
euroinfo@eurodis.hu
Poland
Suchy Dwor 17
52-271 Wroclaw
+48 71 301 0400
wroclaw@eurodis.com.pl
Romania
79 Porumbescu
1900 Timisoara
romania@eurodis.com.pl
Russia
Kulakova 20/1a, off.632
123592 Moscow
+7 0957997570
russia@eurodis.com.pl
Italy
Eurodis Electronics Italia Spa
Via Melegnano 22
I-20019 Settimo Milanese
Milano
+39 02489471
info@eurodis.it
France
Eurodis Electronics France SA
Parc de la Saussaie
15 route de Fontainbleau
F-94781 Vitry-Sur-Seine Cedex
+33 141803580
info@france.eurodis.com
Iberia
Eurodis Electronics Italia Spa
C/Mendez Alvaro, 57
E-28045 Madrid
+34 915064022
madrid@eurodisiberia.com
Group Service Companies
Purchasing and Stock Management
Eurodis Distribution Services BV
Nijverheidsstraat 16
NL-7482 GZ Haaksbergen
+31 5357 333333
info@edis.eurodis.com
Warehousing and Logistics
Eurodis LCH BV
Nijverheidsstraat 16
NL-7482 GZ Haaksbergen
+31 5357 333333
info@lch.eurodis.com
IT Services
Eurodis Information Systems Ltd
43 London Road
Reigate, Surrey, RH2 9PW
+44 1737 242464
info@eurodis.com
operating and group service companies 56
eurodis electron annual report 2002
five year summary
2002 2001 2000 1999 1998
i’000 s’000 s’000 s’000 s’000
Profit and loss
Sales
Continuing operations 532,455 687,689 474,972 419,023 427,332
Discontinued operations 33,356 44,082 28,863 50,889 83,063
Group 565,811 731,771 503,835 469,912 510,395
Operating profit before restructuring costs & goodwill amortisation
Continuing operations 9,044 28,809 12,695 8,542 15,979
Discontinued operations 3,502 2,497 2,196 1,503 2,820
12,546 31,306 14,891 10,045 18,799
Income/(deficit) from participating interests – ––– (80)
Net finance costs (8,015) (9,382) (4,345) (3,644) (3,735)
Profit before tax, restructuring costs, goodwill amortisation
and non operating items 4,531 21,924 10,546 6,401 14,984
Restructuring costs, goodwill amortisation
and non operating items (8,688) (2,500) (3,540) (5,876) 106
(Loss)/profit before tax (4,157) 19,424 7,006 525 15,090
T axation (3,756) (6,573) (2,188) 2 (5,089)
(Loss)/profit after tax (7,913) 12,851 4,818 527 10,001
Capital structure
1 Shareholders’ funds 83,041 98,659 59,550 60,967 66,770
Minority interest 320 235 12 37 2,376
2 Net debt 49,966 75,426 51,862 48,367 33,966
3Trading capital employed 133,327 174,320 111,424 109,371 103,112
Per ordinary share
4 Adjusted (loss)/earnings (0.67c) 18.43c 10.05c 8.08c 13.15c
Basic (loss)/earnings (12.17c) 15.36c 5.23c (1.25c) 13.20c
Dividends (Sterling) 4.23p 4.23p 4.00p 4.55p 5.60p
Dividends (euro) 6.68c 7.00c 6.50c 7.40c 9.10c
5 Net assets 107c 127c 97c 99c 109c
Interest and dividend cover (times)
Interest cover 1.6 3.3 3.4 2.8 5.0
6 Dividend cover – 2.5 1.7 1.1 1.5
Ratios
Continuing operations excluding restructuring
costs, goodwill and non operating items:
Gross margin/sales 18.1% 18.9% 18.5% 19.3% 20.2%
Operating expenses/sales 16.7% 14.9% 15.8% 18.5% 18.2%
Operating profit/sales 1.7% 4.2% 2.7% 2.0% 3.7%
2 Net debt gearing 60.2% 76.5% 87.1% 79.3% 50.9%
7Stock turns 5.0 4.4 5.6 5.1 4.3
Notes
1 Shareholders’ funds represent share capital and reserves.
2 Net debt includes total loans and obligations under finance leases less cash at bank and short term deposits. Net debt gearing represents net debt as a
percentage of shareholders’ funds.
3Trading capital employed is defined as net assets (including goodwill capitalised since 1 April 1998) plus net debt and minority interests.
4 Adjusted earnings per share is calculated in accordance with note 11 to the financial statements.
5 Net assets per share have been calculated by dividing shareholders’ funds by the number of ordinary shares in issue at the year end.
6 Dividend cover is calculated on Adjusted earnings.
7 Stock turns are calculated using an annualised cost of sales figure based on the final quarter of the financial year , adjusted for non stock holdings costs,
divided by the stock value at the year end.
8 Comparatives have not been restated for the impact of new Financial Reporting Standards.
9 The comparative figures above have been translated using the average and closing Sterling exchange rates for the year ended 31 May 2001 to retain
historic relationships. Designed and produced by College Design, London Tel +44 (0)20 7457 2020 Eurodis Electron PLC
Electron House
43 London Road
Reigate
Surrey RH2 9PW
T el: +44 (0)1737 242464
Fax: +44 (0)1737 229600
www.eurodis.com