Thorntons PLC
Thornton Park
Somercotes
Alfreton
Derbyshire DE55 4XJ
Tel: 0845 075 7565
www.thorntons.co.uk
Thorntons Direct
Tel: 0845 121 1911
www.thorntons.co.uk
For information on Investor Relations visit
www.thorntons.co.uk
Strengthening our foundations
Thorntons PLC 
•
 Annual Report and Accounts 2010
Thorntons PLC  Annual Report and Accounts 2010
_cover.indd   1 21/09/2010   12:56:15 Thorntons’ commitment to environmental issues is reflected in this Annual Report 
which has been printed on Revive 50:50 Silk and Revive 50:50 Offset, both recycled 
paper stocks containing 50% recovered waste and 50% virgin fibre.
This document was printed by Beacon Press using , their environmental 
print technology which minimises the impact of printing on the environment. All energy 
used comes from renewable sources, vegetable based inks have been used and 98% 
of all dry waste associated with this production is diverted from landfill.
Beacon press is a CarbonNeutral
®
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“ T ho R n T on S i S T he uk’ S L A R g e S T 
inde P enden T C ho C o LAT e b RA nd”.
o ur delicious treats have been delighting customers for 99 years. 
Today Thorntons is a £210m+ turnover company and our products 
can be found across a multi-channel network that includes 377 
shops and cafés and 222 franchises.
SALeS & oPeRATionS 
Commercial sales
Purchasing
Manufacturing and Distribution
 
 
 
 
revenue
£63m
Our business consists of:
ReTAiL 
377 Own Stores and Cafés across 
the UK and Ireland
A franchise estate of 222 stores
Thorntons Direct – our online 
corporate and consumer delivery 
service
 
 
revenue
£152m
_cover.indd   2 21/09/2010   12:56:16 thorn tons plc | annu al repor t and a ccoun t s 2010 1
Revenues remained flat at £214.6 million (2009: £214.8 million)
Profit before tax decreased by 2.4% to £6.1 million 
(2009 before exceptionals: £6.3 million)
Underlying profit before tax improved by 14.2% to £7.5 million 
(2009: £6.6 million)
Basic earnings per share increased by 20.4% to 6.5p (2009: 5.4p)
Net debt down £0.7 million to £26.0 million (2009: £26.7 million)
The Board recommends a final dividend of 4.10p (2009: 4.85p), 
making the total dividend for the year 6.05p (2009: 6.05p)
highlights
Revenue (£m)
Full-year dividend (p)
 1 Highlights
 2 Executive Chairman’s statement
 4 At a glance: strategy, priorities  
  and values
 6 Chief Executive’s report
 10 Finance Director’s report
 12 Corporate social responsibility
 15 Board of Directors
 16  Corporate information 
and financial calendar
 17 Report of the Directors
 21 Corporate governance
 25  Report on the Directors’ 
remuneration
 31 Independent auditors’ report 
 33 Consolidated income statement
 34  Statements of comprehensive 
income
 35 Statements of changes in  
  shareholders’ equity
 37 Balance sheets
 38 Cash flow statements
 39  Statement of accounting 
policies
 45  Notes to the financial 
statements
 71 Five year summary
 72 Shareholder analysis
Profit before tax and exceptionals (£m)
Earnings per share (p)
In this report
2006
2007
2008
2009
2010
5,165
7,081
8,470
6,288
6,137
2006
2007
2008
2009
2010
176,626
185,989
208,122
214,805
214,553
2006
2007
2008
2009
2010
6.4
8.0
9.1
5.4
6.5
2006
2007
2008
2009
2010
6.80
6.80
6.80
6.05
6.05
_1_THT_ar10_front.indd   1 21/09/2010   13:05:01 thorn tons plc | annu al repor t and a ccoun t s 2010 2
t horntons has 
entered the 
new financial 
year in a stronger 
position to face the 
challenges ahead.
Our strategy remains to:
U improve Retail performance across all  
 three channels (Own Stores, Franchise  
 and Thorntons Direct);
U continue developing innovative   
 new products;
U further expand Commercial sales;
U improve productivity in Operations; and
U continue selective development of   
 export sales.
The trading issues in the Own Store estate 
are a key focus area for the Board and are 
being addressed.  We have strengthened 
the Retail management team and have 
also begun implementing a number of new 
initiatives to drive sales, both of which we 
believe will have a positive impact on 
trading in the lead up to Christmas. These 
initiatives include our continued focus on 
developing innovative new products, 
changes to promotions and local marketing 
and improving store standards.
During the year we incurred £0.6 million 
in restructuring and redundancy costs, with 
annualised benefits of £1 million, and 
I am confident that, as we slowly emerge 
from these difficult economic times, we 
will return to growth as a leaner, stronger 
business. We also continued to innovate 
our product range and to invest in 
refreshing our stores and in factory 
automation over the period.
The Board has recommended a final dividend 
of 4.10p per share, making the total dividend 
for year 6.05p, the same as last year, which, 
subject to shareholder approval, will be paid 
on 26 November 2010.
f ocusing 
on sus tainable, profitable gro wth
executive chairman’s statement
The past year has been a challenging 
one, while the Sales & Operations unit, 
including the Commercial sales channel, 
has continued to deliver strong results, 
Retail, as already indicated in earlier 
trading statements, with the exception 
of Thorntons Direct, failed to meet 
management expectations. 
Overall sales for the year were flat at 
£215.0 million. However, with the 
reduction in own label sales being 
replaced by sales of Thorntons branded 
product, the brand continued to gain 
market share in the UK chocolate market 
and the business remained strongly 
cash generative. Turnover in the 
Sales & Operations unit grew 9.8% 
to approximately £63.0 million 
(2009: £57.0 million), which helped 
to offset the 3.7% decline in Retail sales. 
The decline was a combination of 
a reduction in the number of customer 
transactions, in addition to significant 
levels of discounting of stocks, particularly 
during the latter part of the second half 
of the year.
Reported pre-tax profit before exceptionals 
was £6.1 million (2009: £6.3 million) 
whilst debt was down £0.7 million at  
£26.0 million (2009: £26.7 million). 
Underlying pre-tax profit before exceptionals 
was £7.5 million (2009: £6.6 million).
We have not been immune to the slowdown 
in economic activity and progress has been 
slowed by such an environment. However, 
we still continue to pursue our strategy and 
remain focused on providing sustainable 
growth in earnings per share supported by 
a strong balance sheet. 
_1_THT_ar10_front.indd   2 21/09/2010   13:05:01 thorn tons plc | annu al repor t and a ccoun t s 2010 3
Management and employees
Once again, our achievements over the 
last year would not have been possible 
without the hard work and commitment 
of our dedicated workforce. I would like 
to say a big personal thank you to all 
of them.
Earlier this year Mike Davies, our Chief 
Executive, informed me of his decision to 
retire from Thorntons and he will be leaving 
the Company on 30 September 2010. 
On behalf of the Board I would like to thank 
Mike for his valuable contribution to the 
business over the past four years and for 
his commitment to ensuring an orderly 
transition prior to his departure. Mike has 
led Thorntons’ restructuring, significantly 
improving the manufacturing operations, 
the product offering and performance 
of the Commercial channel. 
The selection process for a new Chief 
Executive is well advanced. In the interim, 
Mark Robson, Finance Director, will be 
acting Chief Executive, with myself 
remaining as Executive Chairman.
John von Spreckelsen
Executive Chairman
7 September 2010
Outlook
As set out in our trading statements, 
over the last year Thorntons has been 
successful in product innovation, growing 
Commercial sales and expanding 
Thorntons Direct. Further, manufacturing 
productivity has improved.
The key challenge for the business 
continues to be trading in the Own Stores 
channel, which experienced a decline in 
sales, particularly in the second half of the 
financial year. Since the year end, trading 
in what is traditionally a quieter period 
has been in line with our expectations. 
We have strengthened our senior Retail 
management team and we believe that 
this, together with extensive product 
innovation and changes to the promotional 
and marketing programmes, should have 
a positive impact on trading in the lead 
up to Christmas.
At the same time we have also introduced 
a number of sustainable cost saving 
initiatives into the business including 
savings through capital investment in 
manufacturing, procurement activity 
and headcount reductions.
Looking ahead we expect market 
conditions to remain tough. Thorntons has 
entered the new financial year as a leaner 
business, but also with a good indicative 
order level from our Commercial customers 
and various initiatives to recover Own 
Store trading; and this puts the Company 
in a stronger position to face the 
challenges ahead.
view our web site www.thorntons.co.uk
 
 
 
Both our consumer 
and corporate sales grew 
during the year driven by  
the new web site and a 
transactional site for 
corporate customers.
_1_THT_ar10_front.indd   3 21/09/2010   13:05:06 thorn tons plc | annu al repor t and a ccoun t s 2010 4
str ategic 
priorities
Improve Retail performance 
Continue developing 
innovative new products
 Further expand 
Commercial sales
Improve productivity 
in Operations
Selective development 
of export sales
o ur values underpin t horntons’ strategy of putting the customer 
at the forefront of our thinking while strengthening the foundations 
of the business in line with long-term goals.
at a glance: 
strategy, priorities and values
Our progress and strategic priorities
what we’ ve 
achieved
Thorntons’ brand continues 
to strengthen with sales of 
branded product up 4.7%
Metropolitan, Melts and 
new Impulse range launched. 
Classics and Continental 
refreshed
Thorntons Direct sales 
increased by 15.1%
41 new franchises opened 
during the year
Commercial sales continued 
a strong growth trend with 
sales up 9.8%
New Moulding line installed
Targeted export opportunities 
increased sales from 
£2.0 million to £2.7 million
_1_THT_ar10_front.indd   4 21/09/2010   13:05:12 thorn tons plc | annu al repor t and a ccoun t s 2010 5
Revenue by business  
segment (£m)
Retail £151.9m
Sales & 
Operations £62.6m
Operating profit by business 
segment (£m)
Retail £9.3m
Sales & 
Operations £14.0m
for an extended discussion of our 
business segments turn to p7/8
imagination
togetherness
Our values
excellence
_1_THT_ar10_front.indd   5 21/09/2010   13:05:14 thorn tons plc | annu al repor t and a ccoun t s 2010 6
The focus for 2009 was on guiding the 
business through the recession without 
losing sight of the long-term strategy. 
Although Retail, with the exception of 
Thorntons Direct, underperformed, growth 
in the Sales & Operations channel was 
particularly strong. Overall sales remained 
flat at £215.0 million during the year. This 
figure includes 4.7% growth in Thorntons’ 
branded products to £212.0 million, and 
a planned reduction in private label sales. 
The Thorntons brand continued to gain 
market share in the UK chocolate market 
over the period and now has circa 7% 
of the market. Reported pre-tax profit 
before exceptionals was £6.1 million 
(2009: £6.3 million) whilst debt was 
down £0.7 million at £26.0 million 
(2009: £26.7 million).
We continued to face challenging 
market conditions over the period and, 
in response to this, managed our costs 
prudently. The decision to restructure the 
cost base in Operations, the Call Centre 
and Head Office, had a positive impact 
and the Board expects to see the full 
benefit of these actions coming through 
in the next 18 months. Investment 
in Retail continued with 15 stores 
refurbished during the year. Additionally, 
in Manufacturing, nearly £1.6 million 
was invested in a new moulding line, 
which will increase productivity in the 
factory and, even more importantly, has 
improved the quality and appearance 
of our products.
Product innovation
Innovation continues to be a key element 
of the Company’s strategy and over the 
period within Retail, two new product lines 
were launched – Metropolitan, a more 
modern gift box of ganaches, pralines 
devel oping
br and equity + inno vative produc t s
chief executive’s report
_1_THT_ar10_front.indd   6 21/09/2010   13:05:15 thorn tons plc | annu al repor t and a ccoun t s 2010 7
Going forward in Commercial, a refreshed 
Classic Collection is being launched, 
which includes two new flavours. 
Additionally, the range of hanging 
bags, delicious chocolate 
smothered confectionery, has 
been refreshed and later in 
the year, a new ‘Love Milk’ 
box, a selection of our 
favourite milk chocolates, 
which is aimed at the 
younger market, is being 
launched. A number of 
seasonal specialities are 
also being added for next 
Christmas and Easter.
Later this year, a new biscuit and 
chilled dessert range is being launched. 
The biscuits will be sold into both the 
Retail and Commercial channels, whilst 
the chilled desserts will be sold through 
the Commercial channel only.
Retail
Overall Retail sales, including Own 
Stores, Franchise and Thorntons Direct, 
declined 3.7% to £152.0 million 
(2009: £157.8 million).
Own Stores
Sales in Own Stores fell 3.6% to 
£129.8 million over the period (2009: 
£134.5 million). The larger part of this 
decline was experienced in the second half 
with sales decreasing 5.3% against the 
comparative period last year. Like for like 
sales declined by 3.5% for the whole 
year. The decline was a combination 
of a reduction in the number of customer 
transactions, in addition to significant levels 
of discounting of stocks, particularly during 
the latter part of the second half of the year.
and meltaways; and Melts, a single 
variant chocolate with a praline centre. 
In addition, the Paris and Milan lines 
were extended to the Continental range. 
Our Christmas, Valentine’s, Mothering 
Sunday and Easter ranges were all 
refreshed and our seasonal exclusives 
sold particularly well. 
Moments continued to perform strongly 
during 2010 and the coming few weeks 
will see the addition of a new strawberry 
flavoured chocolate. Similarly, in January, 
a caramel variant will be added to the 
Melts range. 
We added coffee, which became the new 
number one best seller, and our award 
winning pistachio flavour, to our Chocolate 
Block range and, more recently, added the 
new white chocolate block with coconut 
and lime. A Haiti charity chocolate block 
will be introduced in early 2011. 
Our newly refreshed Classics range arrived 
in stores in July and the newly refreshed 
Continental range will be available in 
October. As part of this refresh, a new 
Milk box and a Limited Edition box are 
also being introduced. 
In August, we launched a new range of 
indulgent bars and a new impulse range, 
which contain Mini Blocks and Little Treat 
packs. Our refreshed sharing range has 
also very recently hit the shelves.
Ahead of Christmas, packaging of our 
all time favourite products has been 
refreshed and new seasonal lines have 
been added in order to keep broadening 
the Company’s appeal to new customers. 
Additionally, Thorntons Direct will see 
a refresh of all its hampers.
the thorntons brand 
continued to gain 
market share in the 
uK chocolate market 
over the period and 
now has circa 7% 
of the market.
 
 
In July, our newly refreshed 
Classics range hit stores and 
in October the newly refreshed 
Continental range will 
be available.
_1_THT_ar10_front.indd   7 21/09/2010   13:05:18 thorn tons plc | annu al repor t and a ccoun t s 2010 8
in particular the “design your own box” 
with a personal photo printed on the lid, 
all contributed to this strong growth. 
Sales & Operations
Commercial sales
Commercial sales, once again, delivered 
good growth of 9.8% to £62.6 million 
(2009: £57.0 million). Sales of Thorntons’ 
branded product (which excludes private 
label sales) grew by 34.3%. This increase 
was driven by the boxed chocolate ranges, 
which grew by more than 48% over the 
period. These ranges were developed 
exclusively for each of our major customers. 
Thorntons’ Moments also continued to 
build on the success of last year, with 
sales growing over 89% in its second year 
of trading and Scrumptious and Melts, 
two new products, were launched during 
the year.
Thorntons now has more than 30% 
(2009: 25%) of the inlaid box chocolate 
market in the UK (A.C. Nielsen, July 2010 
excluding sales in Thorntons Retail).
Manufacturing operations
Raw material prices have dramatically 
increased during the year with cocoa 
prices rising 25% and reaching levels 
not seen for well over 30 years. This has 
been the subject of wide coverage in the 
press recently. Butter has increased even 
more, by more than 66% since July 2009. 
Management has continued to seek 
to mitigate these price increases through 
a mixture of hedging via forward cover 
purchasing and product and 
ingredient re-engineering.
Retail continued
Own Stores continued
During the course of the year our Own Store 
estate remained relatively stable with four 
closures and one new opening and one 
re-site, ending the year with 377 stores 
(2009: 379). 
Franchise
Franchise sales for the period declined 
14.7% to £13.0 million (2009: £15.3 million), 
as they continued to be affected by the 
collapse of Birthdays Limited. Birthdays 
Limited went into administration in 
May 2009, during which time we lost 94 
Franchise stores. However, over the year 
we continued to rebuild the estate and it is 
now at 222 stores, only 32 short of the 
number of Franchisees in April 2009. 
As a special mention, I would like to thank 
the Franchise team for their continued 
hard work in opening so many stores in 
one year, and our independent Franchisees, 
many of whom have opened stores in 
addition to the ones they already operate.
Thorntons Direct
Overall Thorntons Direct sales grew by 
an impressive 15.1% to £9.2 million 
(2009: £8.0 million) during the period 
and showed an improving trend with 
growth of 22.1% in H2 after 11.5% 
in H1. Corporate sales are back to levels 
seen prior to the recession as a result 
of our sales efforts in the leisure and 
hospitality sectors. Sales from the web 
site grew by 12%. Improvements to the 
functionality of the web site, increased 
marketing activity and further 
developments in personalisation, 
impro ving
our retail perf orm ance + produc tivity
chief executive’s report continued
Thorntons branded product 
up 4.7%.
Continued investment in stores 
and manufacturing operations.
41 Franchise openings in 
the year.
Commercial Thorntons branded 
product sales up 34.3%.
Online sales grew by 12%.
_1_THT_ar10_front.indd   8 21/09/2010   13:05:22 thorn tons plc | annu al repor t and a ccoun t s 2010 9
As a result of value engineering activities, 
benefits coming through from the 
investment in the robotic packing line 
and packaging price improvements, 
productivity in operations improved 
significantly over the period. Further 
improvements are expected when the 
new moulding line is fully commissioned 
in the next few weeks.
Distribution costs also declined during 
the year as we benefited from the decision 
to outsource distribution in the South East 
of England at the beginning of the 
financial year.
Service levels to Own Stores and 
Commercial customers continued to 
improve and consistently exceeded 
96% during the year (2009: 96%).
Export sales
In September last year we announced 
our intention to dedicate more resources 
to exploring the export opportunity. 
Good progress has been made in building 
routes to new markets, particularly 
in Central Europe, Duty Free and in 
further developing the business in 
the Republic of Ireland. Whilst still 
small, these opportunities are 
providing us with the necessary 
commercial experience to 
accelerate growth in the future. 
For the period under review, 
Export sales achieved £2.7 million 
(2009: £2.0 million).
Mike Davies
Chief Executive
7 September 2010
 
 
Thorntons’ Moments also 
continued to build on the 
success of last year , with 
Commercial sales growing 
over 89% in its second year 
of trading.
_1_THT_ar10_front.indd   9 21/09/2010   13:05:32 thorn tons plc | annu al repor t and a ccoun t s 2010 10
delivering
multi-channel profit impro vemen t finance director’s report Key performance indicators
Sales
The Board uses five Key Performance Indicators to measure progress in 
building shareholder value. These are shown below for the last two years:
  2010 2009
Net sales movement  (0.1)% 3.2%
Own Stores like for like sales growth  (3.5)% (2.0)%
Profit before tax and exceptional items  £6.1m £6.3m
Gross margin return on sales  49.7% 48.9%
Cashflow from operating activities  £14.6m £19.2m
Thorntons’ sales are made through a number of channels, whose 
performance is summarised below:
 2010 2009 % increase/ 
 £m £m (decrease)
Own Stores 129.8 134.5 (3.6)%
Franchise 13.0 15.3 (14.7)%
Thorntons Direct 9.2 8.0 15.1%
Total Retail sales 152.0 157.8 (3.7)%
Commercial sales 62.6 57.0 9.8%
Total sales 214.6 214.8 (0.1)%
A detailed review of the sales performance by channel is set out in the 
Chief Executive’s report.
 2010 2009 
  £m £m £m £m
Profit before taxation  
and exceptionals  6.1  6.3
Redundancy charges 0.6  —
Impairment and  
onerous lease charges 0.8  0.3
Total one-off charges  1.4  0.3
Underlying profit before  
taxation and exceptionals  7.5  6.6
Exceptional items are set out in note 2 on page 45.
Profit before taxation
Reported profit before taxation and exceptionals fell 2.4% to £6.1 million 
(2009: £6.3 million). However, in both 2009 and 2010 there were 
a number of one-off items charged to the accounts, as shown below, 
which, in line with Group policy, have not been classed as exceptional 
items. Excluding these items, underlying profit before taxation and 
exceptionals improved 14.2% to £7.5 million (2009: £6.6 million).
With Group sales flat year on year, the 
improvement in underlying profit before tax 
was achieved through a higher gross margin, 
a continued focus on controlling operating 
expenses and lower interest costs. 
The second half of the year is traditionally 
the quieter half of Thorntons’ financial year 
and historically has generated a loss for 
the Company. In the second half of 2010, 
although sales increased by £0.7 million to 
£87.1 million (2009: £86.4 million), like 
for like sales in Own Stores declined 5.2%. 
This included the impact of higher levels of 
discounting to clear stock, particularly after 
Easter. As a result, the loss before taxation 
and exceptionals in the second half was 
£3.0 million (2009: £1.0 million). 
Gross margin return on sales
Gross profit margin percentage increased 
0.8% for the year to 49.7% (2009: 48.9%), 
although overall progress was hampered by 
the higher level of discounting in the second 
half. Despite this, gross margin increased 
by £1.6 million for the year. 
Operating expenses
Operating expenses increased 2.3% 
to £100.7 million (2009: £98.4 million). 
After adjusting for the one-off charges 
highlighted above, this increase was 
reduced to 1.2%. Operating expenses 
as a percentage of sales increased from 
45.8% in 2009 to 46.9% in 2010.
A number of one-off cost management measures 
were taken in 2009 (for instance staff taking 
unpaid leave) but the focus in 2010 was on 
implementing sustainable cost-saving initiatives 
for both current and future years. This included 
headcount reductions with 54 roles taken 
out of both Manufacturing and Head Office 
during 2010. Cost savings have also been 
secured in IT, telecoms, point of sale and 
marketing materials as well as other areas 
_1_THT_ar10_front.indd   10 22/09/2010   09:44:13 thorn tons plc | annu al repor t and a ccoun t s 2010 11
of the year and the uncertain economic 
outlook, it is the intention of the Board 
to recommend at the Annual General 
Meeting that a final dividend of 4.10p be 
paid to shareholders in November 2010, 
thus making a total dividend in respect of 
the year’s earnings of 6.05p (2009: 6.05p).
Cash and debt
Cash generated from operating activities before 
taxation declined from £19.2 million to 
£14.6 million. The growth in Commercial 
sales and their phasing for the first half 
of the June 2011 year end contributed 
to higher stock levels which increased 
by £5.0 million to £30.4 million (2009: 
£25.4 million). Stock levels also increased 
in the lead up to the year-end to manage 
the lost production time ahead of new 
machinery being commissioned in the 
new financial year.
The increased investment in stock was 
partially funded through improved payment 
terms from suppliers which reduced 
working capital outflows by £2.8 million.
Net debt was £26.0 million at the year-end 
(2009: £26.7 million). The Group has 
committed banking facilities with HSBC, 
Lloyds TSB Bank and Santander/Alliance & 
Leicester totalling £55.0 million through to 
August 2012 and the covenant requirements 
under these agreements have been met.
Capital expenditure
Investment in fixed assets totalled 
£6.1 million (2009: £10.0 million), 
of which £1.5 million (2009: £3.0 million) 
was funded through finance leases. The 
2009 investment in fixed assets included 
£3.0 million of expenditure on the new 
EPOS systems. In 2010, £1.2 million 
was spent on 15 store refits, seven café 
refurbishments, one store opening and one 
store re-site. £1.6 million was spent on a 
new moulding manufacturing line that will 
of discretionary spend. In addition 
efficiency cost savings are being achieved 
in manufacturing following capital 
investment on the packaging and 
moulding lines.
Other operating income
Other operating income remained flat at 
£1.4 million (2009: £1.4 million). Within 
other operating income licensing income 
increased from £0.9 million in 2009 to 
£1.0 million in 2010. Towards the end 
of 2010 new licences were put in place 
for Thorntons branded biscuits and chilled 
desserts. The increase in licence income 
was offset by small declines in franchise 
income and rent receivable.
Taxation
The £1.8 million tax charge for the year 
represents 29.1% of PBT (2009: 55.4%). 
The main reason for the high charge in 2009 
was the phasing out of industrial buildings 
allowances (“IBAs”) which previously had 
been tax deductible and resulted in a deferred 
tax charge of £2.0 million. 
After taking account of prior period 
adjustments, the 2010 effective rate 
equates to 32.2% (2009: 31.0%). 
This, as in previous years, is higher than 
the effective statutory rate of 28% and 
is due to the effect for tax purposes of 
permanently disallowable items and a 
historic element of capital investment for 
which no tax allowances are available.
Shareholders’ returns and dividends
Basic earnings per share increased 20.4% 
from 5.40p to 6.50p. Dividends paid in 
the year amounted to 6.80p per share 
which, following a reasonable period of 
trading in the first half of the year, included 
an interim dividend of 1.95p per share 
(2009: 1.20p per share). With the trading 
pressures experienced in the second half 
soon be fully commissioned. The balance 
was invested in new product tooling, other 
supply chain and IT improvements, including 
a £0.2 million spend on improvements to the 
Thorntons Direct web site.
Pensions
The IAS 19 pension scheme deficit 
increased from £21.3 million in 2009 
to £24.2 million at the 2010 year end. 
The increase in the value of the equity 
markets over the twelve months to 
June 2010 contributed to a £6.7 million 
increase in the valuation of the pension 
scheme assets. This increase was however 
offset by the basis on which the present 
value of the scheme’s obligations is 
measured. A 0.9% decrease in the 
discount rate to 5.5% (2009: 6.4%) 
determined by reference to market yields 
on corporate bonds at the balance sheet 
date has contributed to actuarial losses 
of £8.8 million.
Information systems
The key activity during the year has been 
the negotiation of the renewal of the IT 
outsourcing contract which was due to expire 
in September 2011. A new contract was 
agreed with the existing provider, Hewlett 
Packard, soon after the year-end, and will 
deliver savings over the term of the contract, 
which includes the current financial year.
We have also continued with system 
developments to ensure that the business 
remains fully compliant with the credit 
card industry’s PCI-DSS standard, which 
sets the security standards for handling 
credit card transactions.
Mark Robson
Finance Director
7 September 2010
 
 
Commercial sales continue 
to be a strong focus for the 
Company with sales up 9.8% 
during the year. Boxed 
chocolates in particular 
are growing across all 
major customers.
_1_THT_ar10_front.indd   11 21/09/2010   13:05:37 thorn tons plc | annu al repor t and a ccoun t s 2010 12
to improve livelihoods of cocoa farm 
families and promote responsible labour 
practices. This ensures the ethical 
sourcing of our cocoa and, in particular, 
minimises the risk of purchasing cocoa 
from sources which illegally use abusive 
or enforced child labour. Thorntons is also 
itself a member of the WCF which 
encourages responsible sustainable cocoa 
farming amongst small family-run farms. 
Thorntons has registered as a member 
of GreenPalm which was incorporated 
in November 2006 with the aims of 
promoting certified sustainable palm oil, 
preventing the destruction of the rainforests, 
and supporting the Roundtable on 
Sustainable Palm Oil (“RSPO”).
GreenPalm is a certificate trading 
programme, exclusively endorsed by 
the RSPO whereby manufacturers can 
offset their use of palm products by paying 
a producer for an equivalent amount 
produced sustainably. This gives producers 
an incentive to work sustainably and allows 
people whose livelihoods depend on palm 
oil production to continue making a living. 
Customers
We believe in offering customers choices 
about what they purchase and our product 
ranges include organic, Fairtrade, no added 
sugar and dairy-free products. As our 
products are luxury gift items, they are not 
viewed as part of a balanced diet, but we 
do provide advice on consumption and 
feature detailed nutritional advice on pack 
labelling where size permits so that 
customers can make an informed choice. 
Thorntons also provides information 
on specific ingredients on request, for 
example whether products are gluten 
free, or contain alcohol.
Thorntons PLC recognises it has social, 
ethical and environmental responsibilities 
arising from its operations and is committed 
to the welfare of its colleagues, customers, 
suppliers and the communities in which 
it operates. 
Marketplace
Manufacturing our products
Food safety is paramount to our 
manufacturing processes and our single 
site production facilities at Thornton Park 
are regularly independently audited against 
the exacting requirements of the British Retail 
Consortium’s Global Standard for Food Safety 
and was reaccredited in June 2010 with its 
highest Grade A status. Additionally our 
Commercial and remaining Retailer brand 
customers regularly audit and monitor our 
performance against their own high standards.
Sourcing our materials
Our products use over 300 different raw 
materials, which are sourced by our suppliers 
from all around the world. The majority of 
our product range is made with natural 
colouring and flavours and our entire 
children’s range contains no artificial 
colours or added preservatives. 
We ensure ethical, social and environmental 
standards are maintained through the supply 
chain by auditing and visiting over 95% of 
our suppliers on a regular basis. Our main 
concern is food safety but our audits also 
review ethics, health and safety, employee 
pay, employment conditions, use of child 
labour and environmental policies 
and practices. 
Thorntons buys all of its cocoa from 
suppliers which actively support the 
International Cocoa Initiative and World 
Cocoa Foundation (“WCF”) programmes 
committed
to our responsibilities
corporate social responsibility
Thorntons PLC recognises 
it has social, ethical and 
environmental responsibilities 
arising from its operations 
and is committed to the 
welfare of its colleagues, 
customers, suppliers and 
the communities in which 
it operates.
Our CSR commitments 
can be summarised in the 
following categories:
Q Marketplace
Q  Workplace
Q  Environment
Q  Community
_1_THT_ar10_front.indd   12 21/09/2010   13:05:38 thorn tons plc | annu al repor t and a ccoun t s 2010 13
The Company has a formal process for 
succession planning to ensure we develop 
the capability to grow the business in line 
with our long-term goals. Management 
performance and development reviews 
are conducted annually. We also regularly 
monitor our staff turnover rates and use 
exit interviews to understand reasons why 
staff leave and ensure improvements are 
made where appropriate.
Training is available to all staff and we aim 
to develop both individuals and teams in 
line with our business needs such that we 
grow our organisational capability.
Health and safety 
In order to ensure continual improvement 
in health and safety, Thorntons has a 
three-year safety improvement programme 
and central to this programme is regular 
health and safety risk assessments. 
Manual handling and slips, trips and 
falls are our major causes of lost-time 
accidents. The introduction of control 
measures resulted in the reduction of 
manual handling by as much as 75% 
on some of our main production lines. 
Incidents and accidents are monitored 
and reviewed in the workplace so that 
we can take appropriate action to improve 
working conditions and we remain focused 
on reducing both the absolute number of 
accidents and reportable accidents.
A Health and Safety Site Committee meets 
regularly to discuss unresolved health and 
safety matters and reviews statistics on 
accidents and lost time accidents. 
Independent external health and safety 
audits are conducted at least once every 
two years and improvements are made 
in line with any recommendations.
We undertake regular consumer surveys, 
which include questions about ethics and 
respond to the results of these surveys 
when developing our products. In addition 
we obtain feedback from staff, serving 
customers in our stores, of their perception 
of issues that affect customer satisfaction 
and build them into our plans.
Customer complaints and compliments are 
handled centrally and we are proud of the 
process we have established. All complaint 
investigations are started within 24 hours 
of receipt and we attempt to resolve each 
one to the satisfaction of our customers. Our 
policy is to communicate with our customers 
in ‘plain English’. All complaints are recorded 
so that we can undertake a detailed 
analysis, monitor trends and identify key 
issues to further improve our performance.
Workplace
Our employees
In addition to providing core remuneration 
benefits including annual incentive schemes, 
holidays, sick pay, life assurance and 
pension provision, Thorntons offers a 
flexible benefits programme, training and 
development programmes, discounts and 
participation in Company share scheme 
offers. Employees and their immediate 
families also have access to a confidential 
counselling and legal assistance helpline 
which operates 24 hours a day, 365 days 
a year and the Company has a published 
procedure for employees to report 
any concerns confidentially 
(“whistle blowing policy”). 
Each year we survey all of our employees 
covering a wide range of issues including 
Company benefits, working conditions and 
working relationships with the results of the 
survey fed back to all employees and used 
to identify and implement improvements. 
Occupational health
Whilst always aiming to minimise 
accidents occurring in the workplace, 
we also work with our insurers and have 
improved our occupational health service 
to employees by providing post accident 
access to private medical services, which 
will assist with the rehabilitation process. 
We also use an external occupational 
health company and a doctor to provide 
us with health management services. 
Free eye tests and spectacles, where 
required, are provided for all VDU 
operatives. We also have a wellbeing 
policy to help deal with stress at work. 
Environment 
Energy and waste
Our major impact on the environment 
is waste management and energy use 
and our priorities lie in improving our 
environmental performance in these areas. 
Our usage of gas, electricity and water 
is regularly monitored, as is our waste 
recycling and landfill performance. 
Submeters for all utilities have been 
installed throughout our manufacturing 
facility which improves our monitoring 
and aids us in targeting specific areas 
for improvements. 
A number of initiatives help reduce energy 
consumption at our production site such 
as reducing compressed air and steam 
leaks and high frequency battery chargers. 
Where possible, when replacing or 
purchasing new equipment, energy 
efficient equipment is selected. 
_1_THT_ar10_front.indd   13 21/09/2010   13:05:41 thorn tons plc | annu al repor t and a ccoun t s 2010 14
We continue to find ways to further reduce 
packaging following a significant 22% 
reduction (as measured by the percentage 
of cardboard packaging to product) on 
last year’s Easter eggs and products.
Transport
Initiatives to reduce the impact of 
our products on the environment are 
principally designed to reduce fuel 
consumption through improved efficiency 
of vehicles or their movements. As vehicles 
are replaced we purchase more fuel 
efficient and lower emission vehicles, 
which exceed current European emission 
requirements. The vehicle manufacturer 
also provides training to drivers on more 
efficient driving methods.
With regard to lorry movements we back 
haul raw materials and packaging from 
suppliers, as well as cardboard for recycling 
from our Retail stores in empty vehicles 
returning to our production site and also 
make use of ‘thermal containers’ in our 
trailers. These containers are frozen at our 
production site and loaded onto vehicles 
at the last possible moment. As chiller units 
are not required, fuel efficiency increases 
and there is more efficient utilisation of 
space within the trailer.
Community 
The seasonal nature of our business means 
that we employ a large number of temporary 
staff from the local community at both our 
production site and nationally in our Own 
Stores and indeed we have a policy to recruit 
staff locally in order to provide a benefit to 
the local community, and as a consequence, 
we have been able to offer a number 
of temporary staff permanent positions. 
c om m itted
to our s taff, cus tomers, suppliers 
and communities
corporate social responsibility continued
Environment continued
Energy and waste continued
A programme to replace the lighting with 
energy efficient fittings and lamps in our 
Own Stores was completed last year and 
we also embarked on a rolling programme 
to replace our air conditioning with energy 
efficient Mitsubishi equipment free from 
ozone depleting refrigerants and delivering 
energy savings of around 20% per site; 
around two-thirds of the planned 
programme is completed and the balance 
due to be finished this financial year. 
With regard to waste management, 
an integrated waste management contract 
with our contractor seeks to improve both 
the segregation and the proportion of 
waste recycled including plastic wrapping, 
sheets and moulds, metal straps and 
cardboard. Despite a significant increase 
in volumes produced, we have maintained 
the proportion of recycled waste compared 
to the previous year. Cardboard generated 
in our Retail outlets is returned to our 
production site at Thornton Park in the 
returning lorries. All staff are encouraged 
to recycle general office consumables 
including paper and printer cartridges.
Packaging
We continue to monitor the overall 
environmental impact of using more recycled 
materials in all components. Packaging is 
also a key issue for the Company and we 
have developed environmental policies for 
the procurement of packaging and continue 
to progress towards sourcing Forest 
Stewardship Council approved materials 
for our cartons. 
Many of our ingredients are sourced from 
local, UK based suppliers and this factor is 
considered in our purchasing decisions for 
both ingredients and packaging of goods. 
Thorntons retains links with its former staff 
through annual outings and dinners and 
builds new relationships through local school 
activities and work placement schemes.
A staff charity committee is actively 
involved in raising money for children’s 
charities. Last year staff raised in the 
region of £50,000 for NSPCC with the 
charity committee co-ordinating a range 
of initiatives including sponsorship from 
suppliers and staff for runners in the 
London marathon, arranging collection 
points in stores and running a Charity 
Football Day for the Company’s suppliers 
at Derby County’s football ground. Our 
Retail stores are also actively encouraged 
to support local charitable activities. 
It is the policy of the Board not to make 
any political donations.
Further information on Thorntons’ approach 
to corporate social responsibility can be 
found on the Company’s web site:  
www.thorntons.co.uk. 
_1_THT_ar10_front.indd   14 21/09/2010   13:05:41 thorn tons plc | annu al repor t and a ccoun t s 2010 15
board of directors
Executive Chairman
John von Spreckelsen 
Chairman N.
Joined Thorntons in June 2006. 
He was previously Chief Executive 
Officer of Budgens plc and Chairman 
of Somerfield plc. Currently his other 
appointments include those of an Operating 
Partner of Merchant Equity Partners LLP 
in the UK and Chairman of But SAS in 
France and he is a Non-Executive Director 
of IMO Carwash. He is Chairman of the 
Nomination Committee.
Executive Directors
Mike Davies
Chief Executive
Joined Thorntons in October 2006. 
Previously held a number of senior 
positions in Mars Inc., including Managing 
Director of the UK and Ireland, European 
Vice-President, Sales and latterly as 
President of Latin America sitting on 
Mars Inc.’s Worldwide Operating Board. 
Prior to joining Mars, Mr Davies spent 
three years with Procter & Gamble.
Barry Bloomer
Managing Director, Sales & Operations
Joined Thorntons in July 2005 and was 
appointed to the Board in July 2006. 
He previously spent ten years at Black 
& Decker, latterly as European Operations 
Director and prior to that eight years in 
various positions including Manufacturing 
and Quality Director for Philips 
Components Limited.
Mark Robson
Finance Director
Joined Thorntons in November 2009 and 
appointed to the Board in December 2009. 
A qualified chartered accountant with 
extensive experience in the retail and 
consumer goods sectors, most recently 
with Somerfield Limited, now part of the 
Co-operative Group, where he was Finance 
Director. Previously Finance Director of SFI 
Holdings Limited, the pub and bar chain, 
Claire’s Accessories (UK) Limited and 
Alldays, the convenience store group.
Peter Wright
Marketing Director
Joined Thorntons in August 2007. 
Previously held a number of senior 
marketing positions in Tesco plc including 
UK Director for brand marketing, UK 
Director for stores and non-food marketing 
and latterly as Marketing Director for 
Tesco, Ireland. Prior to joining Tesco 
he held a number of senior marketing 
positions both in the UK and 
internationally with Diageo.
Key: 
A. Audit Committee 
N. Nomination Committee 
R. Remuneration Committee
Non-Executive Directors
Diana Houghton
Non-Executive Director A. R. N.
Joined Thorntons in December 2008. 
A corporate development and strategy 
specialist with broad experience of the 
consumer goods and leisure retail sectors 
and extensive corporate finance expertise. 
She spent six years as Corporate 
Development Director of Allied Domecq 
before working as a consultant to a 
number of companies, investment 
banks and private equity houses. Other 
appointments include a senior advisery 
role with the National Audit Office. 
She is Chair of the Audit Committee.
Paul Wilkinson 
Non-Executive Director A. R. N.
Joined Thorntons in August 2006. 
He holds a portfolio of executive, 
non-executive and advisery roles in 
the food, consumer and retail sectors 
as well as the public sector. Previous 
appointments include Chairman of 
Rank Hovis McDougall and prior to that 
he held management roles at Unilever and 
Grand Metropolitan. He was previously an 
independent Director of Aryzta AG, a major 
international food group based in Zurich. 
Other appointments include Produce 
World, Big Bear Group and Fuerst Day 
Lawson. He also chairs the National Skills 
Academy. He is Chairman of the 
Remuneration Committee and the 
Senior Independent Director.
_1_THT_ar10_front.indd   15 21/09/2010   13:05:41 thorn tons plc | annu al repor t and a ccoun t s 2010 16
corporate information
financial calendar
For 52 weeks ended 26 June 2010
8 September 2010  Results and final dividend announced
September 2010  Annual Report circulated
21 October 2010  AGM
26 November 2010  Final dividend payable
For 52 weeks ending 25 June 2011
8 January 2011 Interim accounting period end (28 weeks)
February 2011 Interim results and dividend announced
April 2011  Interim dividend payable
25 June 2011 Accounting period end (52 weeks)
September 2011 Results and final dividend announced
September 2011 Annual Report circulated
October 2011 AGM
Company Secretary and registered office
Mark R. Henson FCIS 
Thornton Park 
Somercotes 
Alfreton 
Derbyshire DE55 4XJ 
Tel: 0845 075 7565 
www.thorntons.co.uk 
Registered in the United Kingdom  
No. 174706 
Independent auditors
PricewaterhouseCoopers LLP
Chartered Accountants  
and Statutory Auditors 
Benson House 
33 Wellington Street 
Leeds LS1 4JP
Registrars
Capita Registrars 
Northern House 
Woodsome Park  
Fenay Bridge 
Huddersfield HD8 0GA 
Tel: 0871 664 0300  
Fax: 01484 600911  
www.capitaregistrars.com
Principal bankers
HSBC plc
Lloyds TSB Bank plc
Santander Group/Alliance & Leicester plc
Financial advisers and corporate brokers
Investec Investment Banking 
Financial PR advisers
Cardew Group Limited
Risk and insurance advisers
Marsh Limited
Share dealing service
If you want to buy or sell shares, Capita 
Share Dealing Service offers an easy-to-use, 
competitive, execution-only service. This 
means that they will only buy and sell 
shares and will not offer any other service 
(for example, financial advice). If you want 
to use this service, phone 0871 664 0364 
or visit www.capitadeal.com. Capita Share 
Dealing Services is a trading name of 
Capita IRG Trustees Limited, which is 
authorised and regulated by the Financial 
Services Authority (www.fsa.gov.uk/register 
184113) and is also authorised to conduct 
business in Ireland under the provisions of 
the EU Markets in Financial Instruments 
Directive, and is part of the Capita Group plc. 
T erms and conditions apply. 
_1_THT_ar10_front.indd   16 21/09/2010   13:05:41 thorn tons plc | annu al repor t and a ccoun t s 2010 17
report of the directors
The Directors of Thorntons PLC together with its subsidiaries (“the Group”) have pleasure in presenting their Annual Report and the audited 
financial statements of the Company and Group for the 52 weeks ended 26 June 2010.
Principal activities and business review
The principal activities of the Group during the period were the manufacturing, retailing and distribution of high quality confectionery and other 
sweet foods. A review of the Group’s performance during the period, with commentary on the financial results, future development and principal 
risks and uncertainties facing the Company is contained in the Chairman’s statement (pages 2 and 3), the Chief Executive’s report (pages 6 to 9), 
the Finance Director’s report (pages 10 and 11), the Corporate responsibility report (pages 12 to 14) and the Corporate governance statement 
(pages 21 to 24), which are incorporated into this report by reference.
Results and dividends
The profit for the financial year, before tax, was £6.1 million (2009: £8.1 million after exceptionals). An interim dividend of 1.95p per share was 
paid on 31 March 2010 (2009: 1.20p). The Directors recommend a final dividend of 4.10p per share (2009: 4.85p), which is not reflected in 
the attached accounts, representing a total for the period of 6.05p (2009: 6.05p). Subject to shareholder approval, the final dividend will be paid 
on 26 November 2010 to shareholders on the register at the close of business on 29 October 2010.
Financial risk management
Details of the Group’s financial risk management policies are set out in note 18 on pages 55 to 58.
Directors
The current Directors of the Company, together with their biographical details, are shown on page 15. The Directors during the year who served 
for the whole of the period and up to the date of signing these financial statements, except where stated, were:
Chairman
J A von Spreckelsen 
Non-Executive Directors
D J Houghton  
P N Wilkinson 
Executive Directors
B Bloomer  
M R Davies  
W H M Robson (appointed 4 December 2009) 
J R Wall (resigned 4 December 2009) 
P D J Wright
The Directors retiring by rotation at the Annual General Meeting (“AGM”) are B Bloomer and P N Wilkinson who, being eligible, offer themselves 
for reappointment. W H M Robson, having been appointed by the Board since the last AGM also offers himself for reappointment in accordance 
with the Company’s Articles of Association. The interests of the Directors and their immediate families in the shares of the Company and in options 
over such shares granted under the Company’s share option schemes are shown in the Report on the Directors’ remuneration on pages 25 to 30. 
No Director held a material interest, either during or at the end of the period, in any contract of significance in relation to the business of the 
Company or its subsidiaries.
_1_THT_ar10_back.indd   1 21/09/2010   12:56:47 thorn tons plc | annu al repor t and a ccoun t s 2010 18
report of the directors continued
Share capital
Details of the Company’s voting and share capital structure and any changes during the year under review are shown in note 23 to the accounts 
on pages 64 and 65. No person has any special rights of control over the Company’s share capital and all issued shares are fully paid.
The Directors were granted a general authority at the 2009 AGM to allot relevant securities up to a nominal amount of £1,665,016 and the 
authority applies until the conclusion of this year’s AGM when shareholders will be asked to grant a similar authority in line with current investor 
guidelines. Separate authorities will also be proposed to renew the Directors’ limited authority to disapply shareholders’ pre-emption rights and 
to purchase a proportion of the Company’s share capital in the market, again in line with investor guidelines.
Significant agreements
There are no agreements that the Company considers significant and to which the Company is a party that would take effect, alter or terminate 
upon change of control of the Company following a takeover bid, with the exception of a number of banking agreements which upon a change 
of control of the Company are terminable at the banks’ discretion.
There are no agreements between any Group company and any of its employees or any Director of the Company which provide for compensation 
to be paid to the employee or Director for termination of employment or for loss of office as a consequence of a takeover of the Company, other 
than provisions that would apply on any termination of employment. 
Interests in voting rights
The Company has been notified of the following significant interests in voting rights of the Company’s issued share capital as at 7 September 2010:
        Ordinary  
        shares %
Oppenheimer Funds       6,974,640 10.2
SVG Capital plc (incl. Strategic Equity Capital plc below)      6,271,975 9.2
Joseph Rowntree Charitable Trust       4,000,000 5.8
Ameriprise Financial Inc. (Threadneedle Asset Management)     3,430,955 5.0
Ms P A Thornton*       3,177,611 4.8
Mrs J S Harcus*       2,806,186 4.2
Fidelity International Limited       2,794,616 4.1
Strategic Equity Capital plc       2,790,618 4.1
Legal & General Group plc       2,723,427 3.9
 * These include joint holdings as trustees and, consequently, certain shares are allocated against more than one name.
Employee share schemes
The Company operates a number of share option schemes for the benefit of employees. Information regarding the schemes and the number 
of options outstanding is given in note 23 on pages 64 and 65.
Employee involvement
It is the Group’s policy to keep employees fully informed of matters affecting them as employees and to make them aware of the financial and 
economic factors influencing Group performance. The views of employees are taken into account in making decisions affecting their interests and 
information of relevance to all employees is communicated through a council system of employee representation and regular business updates. 
Encouragement is given to colleagues to contribute towards the Group’s financial performance by annual bonus schemes and participation in the 
Company’s share schemes.
_1_THT_ar10_back.indd   2 21/09/2010   12:56:47 thorn tons plc | annu al repor t and a ccoun t s 2010 19
Equal opportunities and employment of disabled persons
Employment policies are designed to provide equal opportunity, irrespective of age, gender, sexual orientation, disability, religion, race or marital 
status. Applications for employment by disabled persons are given full and fair consideration and, whenever practicable, provision is made for 
their special needs. The Group applies the same criteria to disabled employees for training, career development and promotion as to any other 
employee. If existing employees become disabled, every effort is made to ensure their continued employment.
Research and development
The Group continues an active programme of research and development in all areas of its activities, with the constant review of existing products 
and development of new products being an integral part of this programme.
Charitable and political contributions
During the period, the Group made charitable contributions of £2,000 (2009: £1,000) and gave £500 (2009: £8,000) to local causes. It is the 
policy of the Board not to make political donations and accordingly none were made in the period (2009: £nil).
Payment of suppliers
The Group does not follow any specific external code or standard on payment practice. Its policy is to:
U agree the terms of payment with suppliers when agreeing the terms of each transaction;
U ensure that those suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and
U pay in accordance with its contractual and other legal obligations.
The payment policy applies to all creditors for revenue and capital supplies of goods and services without exception. The Group and Company’s 
average creditor payment period at 26 June 2010 was 39 days (2009: 31 days).
Independent auditors
Following a recommendation of the Audit Committee to the Board, a resolution to reappoint PricewaterhouseCoopers LLP as auditors to the 
Company will be proposed at the AGM.
Disclosure of information to auditors
In the case of each of the persons who were Directors at the date this report was approved:
U  so far as each of the Directors is aware, there is no relevant audit information (as defined in the Companies Act 2006) of which the Company’s 
auditors are unaware; and
U  each of the Directors has taken all the steps that he or she ought to have taken as a Director in order to make himself or herself aware of any 
relevant audit information and to establish that the Company’s auditors are aware of that information.
_1_THT_ar10_back.indd   3 21/09/2010   12:56:47 thorn tons plc | annu al repor t and a ccoun t s 2010 20
report of the directors continued
Statement of Directors’ responsibilities 
The Directors are responsible for preparing the Annual Report, the Report on the Directors’ remuneration and the financial statements in 
accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group 
and Parent Company financial statements in accordance with International Financial Reporting Standards (“IFRS”) as adopted by the European 
Union (“EU”). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and 
fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing these financial 
statements, the Directors are required to:
U select suitable accounting policies and then apply them consistently;
U make judgements and accounting estimates that are reasonable and prudent;
U  state whether applicable IFRS as adopted by the EU have been followed, subject to any material departures disclosed and explained in the 
financial statements; and
U prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and 
disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them to ensure that the financial 
statements and the Report on the Directors’ remuneration comply with the Companies Act 2006 and, as regards the Group financial statements, 
Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking 
reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the Company’s web site. Legislation in the United Kingdom (“UK”) governing 
the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. 
Each of the Directors, whose names and functions are listed on page 15, confirm that to the best of their knowledge:
U  the Group financial statements, which have been prepared in accordance with IFRS as adopted by the EU, give a true and fair view of the 
assets, liabilities, financial position and profit of the Group; and
U  the Report of the Directors on pages 17 to 20 includes a fair review of the development and performance of the business and the position 
of the Group, together with a description of the principal risks and uncertainties that it faces.
Articles of Association
The Company’s Articles of Association may only be amended by a special resolution at a general meeting of shareholders.
Annual General Meeting
The notice convening the Company’s AGM on 21 October 2010 can be found in the separate Notice of AGM accompanying this Annual Report 
and includes full details of the business to be transacted.
Approved by the Board on 7 September 2010 and signed on its behalf by:
Mark R. Henson 
Company Secretary
_1_THT_ar10_back.indd   4 21/09/2010   12:56:48 thorn tons plc | annu al repor t and a ccoun t s 2010 21
corporate governance
Statement on compliance
The Company recognises the importance of and is committed to high standards of corporate governance. The Board is accountable to the 
shareholders for good corporate governance. This report describes how the Board applies the principles of good governance and best practice 
as set out in the Combined Code on Corporate Governance issued by the Financial Reporting Council in June 2008 (“the Combined Code”).
Throughout the year under review, the Board considers that the Company has complied fully with all provisions recommended in Section 1 of the 
Combined Code. 
The information required under Rule 7.2.6 of the Disclosure and Transparency Rules of the Financial Services Authority is included in the 
Report of the Directors on pages 17 to 20.
The Board
The Company is headed by a Board of Directors collectively responsible for the success of the Company. The Board provides leadership within a 
framework of prudent and effective controls designed to enable risk to be assessed and managed. It sets the Company’s strategy and is responsible 
for reviewing management performance and for ensuring the necessary financial and human resources are in place in order to meet the Company’s 
objectives. The Board also sets the Company’s values and standards mindful of its obligations to shareholders and other stakeholders.
The Board currently comprises the Chairman, four Executive Directors and two Non-Executive Directors. The Board regards P N Wilkinson and 
D J Houghton as being independent. The Chairman and Chief Executive both have clearly defined roles and responsibilities, which are set out in 
writing and approved by the Board. The Chairman has responsibility for the leadership and the running of the Board, including but not limited to 
ensuring that a fixed schedule of matters is exclusively retained for the Board’s review and approval, and that a framework exists to allow the clear 
dissemination of relevant and timely information to all Directors for such discussion to occur. He is also responsible for communications with 
shareholders and for ensuring effective contributions from the Non-Executive Directors. The Chairman has commitments outside of the Company 
as detailed in his biography on page 15. All Directors are subject to reappointment by shareholders at the first AGM following their appointment 
and thereafter at intervals of no more than three years.
The Board meets regularly (normally nine times per financial year) and during the period under review there was full attendance at the nine 
Board meetings that took place by Directors eligible to attend, except for apologies received from M R Davies in respect of one meeting. The Board 
regularly reviews the operational performance and plans of the Company and, as necessary, determines the Company’s current and proposed 
strategy. The Executive Directors also meet under the chairmanship of the Chief Executive on a weekly basis to discuss operational matters. All 
Board members receive agendas and comprehensive papers prior to each Board meeting. All Directors have access to the services of the Company 
Secretary who is responsible to the Board for ensuring that Board procedures are followed and that applicable rules and regulations are adhered to. 
The Board maintains a register of potential conflicts of interest with its Directors and confirms no such conflicts exist. The register is reviewed and 
updated as necessary throughout the year. Directors may also obtain further information from any manager or employee of the Company and there 
is a procedure for Directors to obtain independent advice from external advisers, consultants or any such further professional individual or entity at 
the Company’s expense. The Company maintains appropriate liability insurance for the benefit of its Directors. 
The Chairman meets at least annually with the Non-Executive Directors without Executive Directors present and the Non-Executive Directors, 
led by the Senior Independent Director, P N Wilkinson, meet annually to consider the Chairman’s performance, taking into account the Executive 
Directors’ views. The Senior Independent Director is also available to shareholders if they have any concerns, which contact through the normal 
channels of the Chairman, Chief Executive or Finance Director has failed to resolve or for which such contact is inappropriate.
The terms and conditions of appointment of the Non-Executive Directors are available during normal business hours at the Company’s Registered 
Office and will be available for inspection at the AGM.
New appointments to the Board receive an appropriate induction to gain an understanding of the Company’s business, which includes meetings 
with senior management.
Given the skills and experience of the Non-Executive Directors, their general training requirements are left to their own discretion. The Company makes 
the necessary resources available to meet any identified requirements. The Chairman conducts a formal annual appraisal process for the Board, its 
Committees and individual Directors including those Directors due to offer themselves for reappointment at the AGM through use of a questionnaire 
and one-to-one meetings which facilitates a Board discussion and, where appropriate, agreed actions for improvements. The Executive Directors are also 
included in the Company’s annual performance appraisal arrangements, which include development and training requirements.
The Board delegates its authority for certain matters to its Audit, Remuneration and Nomination Committees. The Board approves the terms 
of reference of each of the Committees and they are available on the Company’s web site, www.thorntons.co.uk, and upon request from the 
Company Secretary. During the period under review there were three meetings of the Audit Committee and two formal meetings of the 
Remuneration and Nomination Committees with full attendance of all eligible Directors. In addition to formal Committee meetings, ad hoc 
decisions of the Committees are taken after discussion throughout the year as necessary through the form of written resolutions.
_1_THT_ar10_back.indd   5 21/09/2010   12:56:48 thorn tons plc | annu al repor t and a ccoun t s 2010 22
corporate governance continued
Nomination Committee
The Nomination Committee is composed of the two independent Directors and the Chairman of the Board, J A von Spreckelsen. The Committee 
is chaired by J A von Spreckelsen and is responsible for reviewing the credentials of each and every potential Director before such nominee is 
proposed to the Board. In considering potential appointments to the Board, the Committee evaluates the balance of skills, knowledge and 
experience on the Board when considering the role and capabilities required for a particular appointment. When appointments are being 
considered, the Committee uses professional external recruitment specialists as and when appropriate, as well as contacts of its Directors and 
the Company’s advisers. The Committee also reviews the contribution of Directors offering themselves for reappointment by shareholders.
Remuneration Committee
The Remuneration Committee is composed of the two independent Directors and is chaired by P N Wilkinson. The Board has delegated authority 
to the Committee for setting the Chairman’s, the Executive Directors’ and the Company Secretary’s remuneration and performance-related awards. 
Further details of the Committee and Directors’ remuneration are set out in the Report on the Directors’ remuneration on pages 25 to 30.
Audit Committee
The Audit Committee throughout the year comprised of the two independent Directors and is chaired by D J Houghton. It meets three times a 
year with the external auditors and considers any issues which are identified during the course of their audit work. The Board is satisfied that both 
Committee members have recent and relevant financial experience. Meetings are also attended, by invitation, by the Chairman, Chief Executive, 
Finance Director and Financial Controller. The Committee meets at least annually with the external auditors without the Executive Directors present. 
The Audit Committee is responsible for monitoring the integrity of the Company’s financial statements; reviewing the Company’s internal financial 
controls and internal control and risk management systems; monitoring and reviewing the effectiveness of the internal audit function; making 
recommendations to the Board regarding the appointment, reappointment or removal of the external auditors and approving their remuneration 
and terms of engagement; reviewing and monitoring the external auditors’ independence and objectivity and the effectiveness of the audit process; 
and developing and implementing a policy on the engagement of the external auditors to supply non-audit services.
In respect of safeguarding the objectivity and independence of the external auditors, the Committee has a formal policy regarding the provision 
of non-audit services by the external auditors including certain services which they cannot provide so as not to compromise their independence 
(for example, bookkeeping or other internal accounting services, internal audit, management roles or legal services). The policy also provides for 
tendering for services where appropriate and has specific pre-approved categories of work subject to the level of fees involved. A formal rotation 
policy of the audit partner also exists which limits tenure to a maximum of five years. 
The Committee also specifically reviews the levels of all fees paid to the auditors for audit and non-audit services annually. The external auditors 
report to the Audit Committee each year on the actions they have taken to comply with professional and regulatory requirements and best practice 
designed to ensure their independence. The Committee reviews whether the auditors believe there are any relationships that may affect their 
independence and additionally the auditors formally confirm their independence in writing to the Board in respect of the period covered by these 
financial statements.
The Committee also receives regular detailed reports from the internal audit function and, to ensure its activities are appropriate, reviews its 
proposed work plan for future periods.
Internal controls
The Company’s control environment is the responsibility of the Company’s Directors and managers at all levels. The Board is therefore responsible 
for establishing and maintaining the Company’s system of internal control and for reviewing its effectiveness. No control system can provide 
absolute protection against material misstatement or loss but it is designed to manage rather than eliminate the risk of failure to achieve business 
objectives and to provide the Directors with reasonable assurance that problems should be identified on a timely basis and dealt with appropriately.
The Board has delegated responsibility for reviewing the Company’s system of internal control and its effectiveness to the Audit Committee. Due to 
the size of the Company, the Executive Directors are able to monitor performance and evaluate and manage on a continual basis the risks faced by 
the Company. The key procedures that have been established to provide effective internal control and to comply with the Financial Reporting Council’s 
guidance on Internal Control: Revised Guidance for Directors on the Combined Code (October 2005) include:
U  a formalised reporting structure which includes the setting of detailed annual budgets and key performance indicators which are updated on 
a regular basis to form forecasts which are reviewed at both management and Board meetings;
U  regular Board meetings are held at which all key aspects of the business are discussed including comparison of actual performance with budgets;
U monthly reports are made to the Board by the Chief Executive, Finance Director and other Executive Directors;
_1_THT_ar10_back.indd   6 21/09/2010   12:56:48 thorn tons plc | annu al repor t and a ccoun t s 2010 23
Internal controls continued
U there is a weekly review of operational performance and operational matters by the Executive Directors;
U  meetings are held by each Executive Director on a weekly and monthly basis to review the progress of specific financial and non-financial 
responsibilities within their functions;
U  the control, review and monitoring of key business projects by specific steering committees, each headed by an Executive Director who 
sponsors the project;
U there are defined authorisation levels for capital expenditure;
U there are defined authorisation levels for the placing of orders and contracts;
U there are clear authorisation levels and segregation of accounting duties to control major financial risks;
U  daily cash movements are reconciled and monitored by the Treasury Department and the Company’s cash flow is monitored monthly 
in comparison to budget and forecast;
U the Company’s reporting systems provide weekly updates on key statistics including sales, production and gross margin analysis;
U the preparation of consolidated financial statements;
U  a committee including Executive Directors meets to identify and review key operational and compliance risks and then implement appropriate 
procedures to address those risks. A review of the committee’s work is included in the Board’s agenda;
U  major commercial, technological and financial risks are assessed by the Board throughout each financial year. The conclusions are then 
incorporated in the Company’s business strategy and adopted by the Board; and
U there is a formal arrangement for staff to raise any concerns over financial reporting or other matters in confidence.
The Board and Audit Committee review management reports prepared by the external and internal auditors and consider the suitability 
of suggested improvements to the system of internal controls.
The Board and Audit Committee have reviewed the effectiveness of the internal control system, including financial, operational and compliance 
controls and risk management, in accordance with the Code on an ongoing basis for the period from 28 June 2009 to the date of this report and 
have determined that they were not aware of any significant failings or weaknesses in the system of internal control.
Principal risks and uncertainties
As described above in the internal control procedures, key risks are reviewed by the Executive Committee. The assessment of risks on the basis 
of likelihood and potential impact, together with the controls and actions to manage or mitigate them, are passed to the full Board for approval. 
The key risks and uncertainties facing the business are considered to be as follows:
A very competitive market
The UK confectionery market has many strong players and maintaining our competitive position depends on our continued ability to offer products 
that have a strong appeal to consumers. Consumer preferences may shift due to a variety of factors, including changes in demographic and social 
trends. Any significant shift in consumer preferences coupled with our failure to anticipate and react to such changes could reduce the demand 
for certain products in our portfolio resulting in reduced sales or harm to the image of our brand. Product innovation is critical to maintaining 
consumer relevance and hence demand. The Company has a rigorous process for identifying, researching and developing new product ideas, 
which is regularly reviewed and improved. The Company’s multi-channel strategy is also a means by which it can satisfy consumers’ needs better 
than its competitors.
Sales may be disproportionately affected by an economic downturn or recession
We believe that during times of economic uncertainty or hardship consumers may choose to purchase lower value consumer goods as opposed to 
higher value consumer goods, which include our premium branded chocolates. The economic climate may also result in the failure of Commercial 
or Franchise businesses and customers defaulting on supply payments. Reduced sales as a result of an economic downturn or recession in the UK 
may have an adverse effect on the results of operations of our business. 
The Company’s products are prominent in the national debate on health
Thorntons has always sought to make products with wholesome recipes, for example, only using cocoa butter in its chocolate, in line with other 
premium confectionery. Developments in food science are monitored directly and via industry associations. Production changes arising from these 
types of concerns have included the phased removal of hydrogenated vegetable oil and artificial colours. Thorntons seeks to inform consumers 
about the strong provenance of its ingredients and beneficial effects of cocoa consumption.
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corporate governance continued
Principal risks and uncertainties continued
Food products must have the highest integrity
Product contamination, accidental or malicious, is a risk faced by all food producers. Thorntons has extremely rigorous policies and security 
systems for guarding against accidental or malicious contamination of ingredients or finished products. In the unlikely event that these policies 
and systems fail, a robust process for product recall and consumer communication, in addition to comprehensive insurance cover is in place.
A substantial decrease in our ability to supply our customers with our products could adversely affect the results of our operations
An interruption or substantial decrease in our ability to supply customers of our brands could damage our sales and image as well as 
our relationships with customers and consumers. The majority of the Company’s products for sale are produced at Thornton Park in Alfreton, 
Derbyshire. The remainder is bought in from suppliers, who have a particular expertise or cost advantage over the Company’s own facility. 
The operating site has been built up over the last 20 years, with varying standards of fire protection. Recognising this vulnerability, the Company 
invested over £2 million in firewalls and a sprinkler system to improve the protection of the site. Contingency and recovery plans for IT and utilities are 
also regularly reviewed.
Input prices are driven by commodity markets
The Company buys key inputs forward and works with suppliers to choose the optimal time and quantity for purchases. Whilst this policy may 
sometimes prevent the Company taking advantage of short-term dips in prices, it provides a stable cost base for the Company to make its 
trading decisions.
The business is dependent upon the skills, enthusiasm and wellbeing of its people
Management evaluates the balance of skills, knowledge and experience within the team when considering the role and capabilities required for 
a particular senior appointment. The Company uses professional external recruitment specialists as and when appropriate, as well as contacts of 
its Directors and the Company’s advisers. Management aspires to keep colleagues informed of internal and external developments and regularly 
reviews how they are feeling through surveys and communication sessions. A channel outside the normal line structures for communication and 
resolution of issues exists through the Joint Industrial Council for Thornton Park and the Retail Council for store-based colleagues. 
Relations with shareholders
Communications with shareholders are given high priority. Following the announcement of the Company’s interim and final results, the Directors, 
normally represented by at least the Chairman, Chief Executive and Finance Director, make detailed business presentations to institutional 
shareholders. The Senior Independent Director is also available to all shareholders. Feedback directly from shareholders and via the Company’s 
brokers after these regular analyst and shareholder meetings ensures the Board understands shareholder views and messages. Finally, the 
Company’s web site, www.thorntons.co.uk/investor, allows shareholders to view Company results and announcements and other relevant 
information, and also raise questions to put back to the Board.
The Board uses the AGM to communicate with private and institutional investors and welcomes their participation. Each year the Board reviews 
the governance and voting guidelines issued by the principle representative bodies of its shareholders. The Directors present at each AGM a 
business review to all attending shareholders who may ask any questions they wish. It is not a requirement that these be previously submitted 
to the Company in writing. Furthermore, at each AGM, the Chairman aims to ensure that the chair persons of the Board Committees are available. 
All Code provisions regarding constructive use of the AGM are complied with.
Going concern
The Directors are satisfied, on the basis of current financial projections and facilities available, that the Company and the Group have adequate 
financial resources to continue to operate for the foreseeable future. For this reason, the Directors continue to adopt the going concern basis in 
preparing the financial statements. 
Approved by the Board on 7 September 2010 and signed on its behalf by:
Mark R. Henson
Company Secretary
_1_THT_ar10_back.indd   8 21/09/2010   12:56:50 thorn tons plc | annu al repor t and a ccoun t s 2010 25
report on the directors’ remuneration
Information not subject to audit
Remuneration Committee
The Remuneration Committee is composed of the Company’s two independent Non-Executive Directors, P N Wilkinson (Chairman) and 
D J Houghton. J A von Spreckelsen was also a member of the Committee until 13 July 2009.
The Committee is responsible for setting the Chairman’s, Executive Directors’ and Company Secretary’s remuneration and performance-related 
awards. It also monitors the remuneration of the Company’s Senior Managers. During the period, the Chief Executive attended Committee 
meetings by invitation and provided advice on issues other than those relating to his remuneration. The Company Secretary attends the meetings 
as secretary to the Committee. During the year, the Committee received independent general remuneration and share scheme advice from Deloitte LLP 
who were appointed by the Committee and also advised the Company on tax matters. The Committee also had access to professional market 
surveys on boardroom pay. No Director is involved in any decision relating to his own remuneration. The Terms of Reference of the Committee are 
available on the Company’s web site, www.thorntons.co.uk, and upon request from the Company Secretary.
Remuneration policy
The policy for the current and future periods for the remuneration and incentivisation of the executive Directors is as follows:
U to ensure that individual rewards and incentives are aligned with the performance of the Company and the interests of shareholders;
U to ensure that performance-related elements of remuneration constitute a significant proportion of an executive’s remuneration package; and
U to maintain a competitive remuneration package which enables the Company to attract, retain and motivate high calibre executives.
The Committee reviews the Company’s executive remuneration arrangements and implements incentive arrangements to support the objective 
of rewarding those individuals who deliver real and genuine shareholder value. In developing the arrangements the Committee and its advisers 
carefully consider the best practice provisions in the Combined Code and current market practice.
Salaries
Salaries for the Executive Directors are targeted at remaining competitive for the market size of the business and, unless they fall below what the 
Committee considers to be competitive, will not normally be changed beyond a cost of living increase outside of this target. The level of salary 
of the Executive Directors is reviewed each year by the Remuneration Committee and takes into account a range of issues including primarily 
underlying Group performance and comparative salary levels both within the Company and externally. Given the continuing uncertainty over the 
economic outlook and taking into account the awards under discussion for the general workforce, no increase in annual salary is being awarded 
to the Executive Directors, other than B Bloomer for the new financial year. An increase has been approved for B Bloomer with effect from 
1 July 2010 in recognition of his performance and increased responsibility for the Commercial channel since July 2009.
Taxable benefits comprise principally healthcare insurance policies, a fully expensed company car or car allowance and a fuel allowance.
Annual incentive plan
The Remuneration Committee reviews and approves the annual bonus scheme targets each year. For the 2011 financial year, the bonus potential 
for Executive Directors is 20% of base salary for on-target profit performance and 100% of base salary for exceptional out-performance. There are 
clear financial targets based on the achievement of Group profit and the Committee is satisfied that these are challenging and, in order for the 
maximum bonus to be earned, will demonstrate significant improvement in the profit performance of the business. 
No bonus was payable to the Executive Directors in respect of the 2010 year.
Long-term incentive plan (“LTIP”)
The Committee introduced long-term incentive arrangements, approved by shareholders in October 2007, which deliver genuine performance-related 
pay, with a clear line of sight for executives and a direct alignment with shareholders’ interests.
Under the LTIP , annual awards of share options may be granted with an exercise price equal to the market value of the shares at the date of grant. 
Executive Directors may receive an award under the LTIP in any financial year over shares worth 150% of their basic annual salary (excluding 
bonuses, commissions and benefits in kind) provided that to the extent that an award exceeds 100% of their basic annual salary, the vesting 
of such excess will be dependent on the achievement of a significantly more stretching performance target.
The participants will not be entitled to exercise their options for a period determined by the Committee, which is generally no earlier than three years 
from the date of award. The vesting of awards at the end of the performance period will be subject to the relevant participant remaining 
in employment and the achievement of specified stretching performance conditions.
_1_THT_ar10_back.indd   9 21/09/2010   12:56:50 thorn tons plc | annu al repor t and a ccoun t s 2010 26
report on the directors’ remuneration continued
Information not subject to audit continued
Long-term incentive plan (“LTIP”) continued
There are currently three grants of awards in respect of the periods 2007 to 2010, 2008 to 2011 and 2009 to 2012 under the LTIP with a 
performance target based on the Company’s Total Shareholder Return (“TSR”). TSR will normally be averaged across a period of three months 
before the start of the performance period and three months before the date on which the performance period ends. This is in keeping with normal 
market practice and is a practical adjustment to smooth the impact of short-term market influences and to provide a more robust measure of the 
Company’s performance. Awards vest on a sliding scale between each step, as follows:
          Compound 
         equivalent 
       Annual TSR  over three year 
% of total award vesting      growth required  vesting period
150%      20%  73%
100%      15%  52%
25%      8%  26%
In order to reassure shareholders that executives will not benefit simply from an upward turn in the market, the Committee will require underlying 
real EPS performance to increase by at least Retail Prices Index (“RPI”) +10% per annum, before any awards vest, even if the TSR targets are 
achieved. In addition, for any award above 100% to vest, the underlying annual growth in real EPS must be at least RPI +12%.
Absolute TSR was chosen as the measure for awards under the LTIP because it requires executives to increase shareholder value against the 
Company’s prevailing business position. The Remuneration Committee monitors the performance of existing awards against the above targets 
on an annual basis and reviews the performance conditions for future awards to ensure that the conditions continue to be appropriate for the 
Company and the prevailing market. Based on the Company’s TSR performance to date since the introduction of the LTIP , no options awarded 
would vest. The actual percentage of the award vesting will be determined by the Remuneration Committee at the end of each three year 
performance period. The Committee does not propose to make a grant of options under the LTIP in October 2010 as it intends to review the LTIP 
arrangements during the course of the new financial year.
Share option scheme
Prior to the introduction of the LTIP in October 2007, some of the Directors had previously been granted share options under the Thorntons PLC 
2001 Executive Share Option Scheme. Subject to the achievement of performance targets, these options may be exercised between three and 
ten years after the date of grant. Following the introduction of the LTIP in 2007, no further awards under this scheme to Directors are anticipated.
Executive Directors with twelve months’ service, along with all eligible employees, are also entitled to participate in the Company’s All Employee 
Sharesave Scheme.
Supplementary notes regarding existing share scheme options and awards
The Thorntons PLC 2001 Executive Share Option Scheme (“the Scheme”)
Options granted under the Scheme can be exercised at any time between three and ten years after the grant date, subject to the fulfilment 
of certain performance criteria. 
Options granted in 2006 and 2007 were split into three equal tranches with a requirement that a share price of 160p (2006) and 200p (2007) 
be achieved within a minimum of three and a maximum of six years from the date of grant before the first tranche could be exercised. With regard 
to the second and third tranches, the share price is required to reach 185p (2006) and 225p (2007), and 210p (2006) and 250p (2007) 
respectively. In addition, before any tranche may be exercised, growth in EPS must exceed the RPI by at least 3% per annum cumulatively over at 
least a three year and a maximum six year period. The share price must have reached the relevant targets on the day prior to the exercise and the 
Remuneration Committee must be satisfied that there has been an improvement in the underlying performance of the Company. In line with these 
requirements, the first two tranches of options granted on 5 June, 11 July and 2 October 2006 are now exercisable subject to the Company’s 
share price reaching the required target prices on the day prior to any exercise.
Under the Scheme rules, in the event of a change of control of the Company, options may be exercised within one month or such longer period 
as the Remuneration Committee determines and provided that such options have met their attaching performance criteria. The Remuneration 
Committee also has discretion but always acting fairly, reasonably and objectively, to determine whether, and if so, to what extent beyond that 
indicated by the performance condition, options shall be exercisable, having regard to all the circumstances.
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Information not subject to audit continued
Supplementary notes regarding existing share scheme options and awards continued
All employees Sharesave Scheme
Options granted under the HM Revenue & Customs approved Sharesave Scheme can be exercised at any time during the six month period 
commencing three or five years from the start of the savings contract. Options may be granted under the Sharesave Scheme at a discount of up 
to 20% of the market value of a share in the Company on the date immediately preceding the date on which employees are invited to participate 
in the Scheme. There are no performance criteria under the Sharesave Scheme.
Share price
The mid-market price of the ordinary shares at 26 June 2009 (the last dealing day prior to 27 June 2009) was 74p and at 25 June 2010 
(the last dealing day prior to 26 June 2010) was 82p and the range for the period was from 73p to 136p.
The Company’s register of Directors’ interests, which is open to inspection, contains full details of Directors’ shareholdings and options to subscribe. 
During the period from 27 June 2010 to 7 September 2010, the interests of the Directors named in the table on page 29 in the shares of the 
Company were unchanged.
Performance graph
The graph below shows the TSR performance for the Company’s shares in comparison to the FTSE Small Cap Index for the five years to 26 June 2010. 
For the purposes of the graph, TSR has been calculated as the percentage change during the five year period in the market price of the shares, 
assuming that dividends are reinvested.
This graph shows the value, by the end of the 2010 financial year, of £100 invested in Thorntons over the last five financial years compared with 
£100 invested in the FTSE Small Cap Index which, given the Company forms a constituent part, the Directors believe is the most appropriate 
comparative index.
Pensions
The Executive Directors, with the exception of M R Davies who does not participate in any Company pension arrangement, have private pensions 
to which the Company contributes a fixed percentage (14%) of basic salary. Due to restrictions on the amount of contributions that can be paid 
annually into his personal pension, W H M Robson receives a reduced contribution from the Company into his pension and a non-pensionable, 
non-bonusable “pension salary supplement” of £6,600 per annum which together equate to 14% of his basic salary.
A table identifying the contributions made on behalf of Directors to defined contribution arrangements are identified in the Directors’ pension 
benefits table on page 29.
Pensionable salary is based on basic salary only and excludes any other form of remuneration including bonus payments or benefits in kind.
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_1_THT_ar10_back.indd   11 21/09/2010   12:56:52 thorn tons plc | annu al repor t and a ccoun t s 2010 28
report on the directors’ remuneration continued
Information not subject to audit continued
Contracts of service and early termination
All of the Executive Directors have service contracts with the Company. Currently, these contracts may be terminated by the Company or Director 
by giving one year’s notice. The notice period of all Executive Directors’ service contracts is kept under review by the Remuneration Committee. 
It is the Remuneration Committee’s view that the notice period for the Executive Directors is appropriate and consistent with current market practice. 
It is the practice of the Committee that if the employment of an Executive Director is terminated, any compensation payment is calculated in 
accordance with normal legal principles, including the application of mitigation to the extent appropriate to the circumstances of the termination. 
There are no specific contractual obligations in the event of a change of control of the Company.
All Non-Executive Directors have initial fixed-term agreements with the Company of no more than three years. There is no entitlement to any 
compensation in the event of such agreement not being renewed or the agreement terminating earlier, save for a one year notice period required 
from either party in the case of the Chairman, J A von Spreckelsen.
Details of the Directors’ service contracts, notice periods and, where applicable, expiry dates are set out below:
Name Commencement Expiry Notice period
B Bloomer 18 July 2006 — 1 year
M R Davies 2 October 2006 — 1 year
D J Houghton 5 December 2008 5 December 2011 3 months
W H M Robson 2 November 2009 — 1 year
J A von Spreckelsen 5 June 2006 — 1 year
P N Wilkinson 15 August 2006 15 August 2012 n/a
P D J Wright 13 August 2007 — 1 year
Non-Executive Directors’ fees
The fees paid to Non-Executive Directors for their services are approved by the Board. These fees are paid on a pro rata basis if they hold office for 
part of the year. In recognition of increased legislative and corporate governance responsibilities, a supplement of £5,000 per annum is paid to the 
Senior Independent Director and Non-Executives who chair one or more Board Committees.
Information subject to audit
The following table shows an analysis of the various elements of remuneration receivable by those Directors who served during the 52 weeks 
ended 26 June 2010:
     Compensation Performance   Basic annual 
   Salary  Taxable for loss related   salary/fees 
   and fees benefits of office payments Total* Total* July 
   2010 2010 2010 2010 2010 2009 2010 
   £’000 £’000 £’000 £’000 £’000 £’000  £’000
Chairman       
J A von Spreckelsen  150 — — — 150 147 150
Executive Directors       
B Bloomer  164 20 — — 184 178 180
M R Davies  339 19 — — 358 353 339
W H M Robson (appointed 4 December 2009) 124 18 — — 142 — 190
J R Wall (resigned 4 December 2009)  118 11 — — 129 204 n/a
P D J Wright  171 18 — — 189 185 171
D Prendergast (resigned 1 August 2008)  — — — — — 187 —
Non-Executive Directors       
D J Houghton   38 — — — 38 20 38
P N Wilkinson
§
  43 — — — 43 40 43
M T P Davey (resigned 5 December 2008) — — — — — 19 —
   1,147 86 — — 1,233 1,333 1,111
 § £40,000 (2009: £40,000) of the fees in respect of the services provided by P N Wilkinson were paid to Parkside Capital Limited.
 *  The annual salaries/fees for 2010 received no increase over 2009 but reflected a reversion to full annual salaries/fees following a temporary voluntary reduction of 5% during 
the second half of 2009. 
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Information subject to audit continued
Directors’ pension benefits
        Pension  Pension 
        contributions contributions 
        2010 2009 
        £’000 £’000
Executive Directors  
B Bloomer       23 23
M R Davies       — —
W H M Robson (appointed 4 December 2009)      7 —
J R Wall (resigned 4 December 2009)       16 26
P D J Wright       24 24
Directors’ interests
The interests of the Directors and their immediate families in the Company’s ordinary shares as at 27 June 2009 (or date of appointment if later) 
and 26 June 2010 were as follows:
Ordinary shares
The Directors’ holdings in ordinary shares were:
        26 June  27 June 
        2010 2009 
        Number Number
Chairman  
J A von Spreckelsen       1,090,000 1,000,000
Executive Directors  
B Bloomer       5,512 5,512
M R Davies       200,400 190,000
J R Wall (resigned 4 December 2009)       — 6,000
W H M Robson (appointed 4 December 2009)      10,000 —
P D J Wright       30,000 30,000
Non-Executive Directors  
D J Houghton       100,000 100,000
P N Wilkinson       25,000 25,000
All the above are beneficial interests.
It is a policy of the Board that all Directors must hold a minimum of 1,000 shares. Such shares must be purchased as soon as practicable 
following the Director’s appointment, subject to the restrictions imposed by the Model Code on Directors’ Dealings.
_1_THT_ar10_back.indd   13 21/09/2010   12:56:52 thorn tons plc | annu al repor t and a ccoun t s 2010 30
report on the directors’ remuneration continued
Information subject to audit continued
Share options and awards
The interests of the Executive Directors in share options held under the Executive Share Option Schemes and the Sharesave Scheme were as follows:
     Awards and      
     options held at Awards and    Last date 
     27 June 2009 options Options  Awards and awards and 
    Subscription or date of granted in exercised/ Options options held at  options can 
Director Scheme Date of grant price (pence) appointment period  shares sold lapsed 26 June 2010 be exercised
J A von Spreckelsen 2001 Executive 5 Jun 2006 116 1,200,000 — — — 1,200,000 5 Jun 2016
B Bloomer 2001 Executive 11 Jul 2006 128.5 500,000 — — — 500,000 11 Jul 2016
  LTIP 2007 23 Nov 2007 192 123,904 — — — 123,904 23 Nov 2017
  LTIP 2007 16 Oct 2008 113 218,038 — — — 218,038 16 Oct 2018
  LTIP 2007 20 Oct 2009 132.25 — 186,301 — — 186,301 20 Oct 2019
  Sharesave 9 Oct 2006 113 5,151 — — — 5,151 31 May 2010
  Sharesave 10 Oct 2007 148 4,358 — — — 4,358 31 May 2013
M R Davies 2001 Executive 2 Oct 2006 153 1,200,000 — — — 1,200,000 2 Oct 2016
  LTIP 2007 23 Nov 2007 192 255,849 — — — 255,849 23 Nov 2017
  LTIP 2007 16 Oct 2008 113 450,226 — — — 450,226 16 Oct 2018
  LTIP 2007 20 Oct 2009 132.25 — 384,692 — — 384,692 20 Oct 2019
  Sharesave 18 Nov 2009 108 — 8,402 — — 8,402 30 Jun 2013
W H M Robson LTIP 2007 9 Nov 2009 117.25 — 243,070 — — 243,070 9 Nov 2019
  Restricted Share Award* 9 Nov 2009 117.25 — 76,759 (32,609) — 44,150 9 Nov 2012
P D J Wright 2001 Executive 13 Sep 2007 170 500,000 — — — 500,000 13 Sep 2017
  LTIP 2007 16 Oct 2008 113 226,692 — — — 226,692 16 Oct 2018
  LTIP 2007 20 Oct 2009 132.25 — 193,696 — — 193,696 20 Oct 2019
J R Wall 2001 Executive 3 Apr 2006 119 500,000 — — — 500,000 31 Jan 2011
  LTIP 2007 23 Nov 2007 192 140,455 — — (140,455) — Not applicable
  LTIP 2007 16 Oct 2008 113 247,164 — — (247,164) — Not applicable
  Sharesave 9 Oct 2006 113 5,151 — — (5,151) — Not applicable
  Sharesave 10 Oct 2007 148 2,490 — — (2,490) — Not applicable
 *  To facilitate the recruitment of W H M Robson as Finance Director, he was granted a one-off restricted share award over 76,759 ordinary shares in the Company in lieu of 
entitlements foregone from his previous employer. This award was made pursuant to Listing Rule 9.4.2 (2). 32,609 shares were sold immediately on receiving the award 
solely to meet the income tax and national insurance liability arising when the award was made. The award, which includes the right to receive the equivalent of any 
dividends paid during the intervening period, vests on 9 November 2012 subject to W H M Robson continuing to be employed by the Company at that time. The award will 
be satisfied by the transfer of existing shares held by the Company’s Employee Benefit Trust. 
There is no requirement for the Directors to pay any contributions on the granting of any options under any of the Company’s share schemes.
The earliest dates of exercise for the options set out in the table above are shown in note 24 on page 65.
Approved by the Board on 7 September 2010 and signed on its behalf by:
Paul Wilkinson
Chairman of the Remuneration Committee
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independent auditors’ report to the members of thorntons plc We have audited the financial statements of Thorntons PLC for the 52 weeks ended 26 June 2010 which comprise the Consolidated income 
statement, the Statements of comprehensive income, the Statements of changes in shareholders’ equity, the Balance sheets, the Cash flow 
statements, the Statement of accounting policies and related notes. The financial reporting framework that has been applied in their preparation 
is applicable law and International Financial Reporting Standards (“IFRS”) as adopted by the EU and, as regards the Parent Company financial 
statements, as applied in accordance with the provisions of the Companies Act 2006.
Respective responsibilities of Directors and auditors 
As explained more fully in the Statement of Directors’ responsibilities, the Directors are responsible for the preparation of the financial statements 
and for being satisfied that they give a true and fair view. Our responsibility is to audit the financial statements in accordance with applicable law 
and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board’s Ethical 
Standards for Auditors. 
This report, including the opinions, has been prepared for and only for the Company’s members as a body in accordance with Chapter 3 of 
Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other 
purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent 
in writing.
Scope of the audit of the financial statements 
An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that 
the financial statements are free from material misstatement, whether caused by fraud or error. This includes an assessment of: whether the 
accounting policies are appropriate to the Group’s and the Parent Company’s circumstances and have been consistently applied and adequately 
disclosed; the reasonableness of significant accounting estimates made by the Directors; and the overall presentation of the financial statements.
Opinion on financial statements 
In our opinion: 
U  the financial statements give a true and fair view of the state of the Group’s and of the Parent Company’s affairs as at 26 June 2010 and 
of the Group’s profit and Group’s and Parent Company’s cash flows for the year then ended;
U the Group financial statements have been properly prepared in accordance with IFRS as adopted by the EU; 
U  the Parent Company financial statements have been properly prepared in accordance with IFRS as adopted by the EU and as applied 
in accordance with the provisions of the Companies Act 2006; and
U  the financial statements have been prepared in accordance with the requirements of the Companies Act 2006 and, as regards the Group 
financial statements, Article 4 of the lAS Regulation. 
Opinion on other matters prescribed by the Companies Act 2006 
In our opinion: 
U the part of the Report on the Directors’ remuneration to be audited has been properly prepared in accordance with the Companies Act 2006; and
U  the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the 
financial statements.
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independent auditors’ report continued
to the members of thorntons plc Matters on which we are required to report by exception 
We have nothing to report in respect of the following: 
Under the Companies Act 2006 we are required to report to you if, in our opinion: 
U  adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from 
branches not visited by us; or 
U  the Parent Company financial statements and the part of the Report on the Directors’ remuneration to be audited are not in agreement with 
the accounting records and returns; or 
U certain disclosures of Directors’ remuneration specified by law are not made; or 
U we have not received all the information and explanations we require for our audit; or
U a corporate governance statement has not been prepared by the Parent Company. 
Under the Listing Rules we are required to review: 
U the Statement of Directors’ responsibilities in relation to going concern; and
U  the parts of the Corporate governance statement relating to the Company’s compliance with the nine provisions of the June 2008 
Combined Code specified for our review.
Randal Casson (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Leeds
7 September 2010 
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consolidated income statement 52 weeks ended 26 June 2010
  52 weeks ended 26 June 2010  52 weeks ended 27 June 2009 
   Before    Before   
   exceptionals Exceptionals Total exceptionals Exceptionals Total 
  Note £’000 £’000 £’000 £’000 £’000 £’000
Revenue 1 214,553 — 214,553 214,805 — 214,805
Cost of sales  (108,009) — (108,009) (109,836) — (109,836)
Gross profit  106,544 — 106,544 104,969 — 104,969
Operating expenses 2 (100,676) — (100,676) (98,439) 1,800 (96,639)
Other operating income 3 1,386 — 1,386 1,410 — 1,410
Operating profit  7,254 — 7,254 7,940 1,800 9,740
Finance income 4 212 — 212 38 — 38
Finance costs 5 (1,329) — (1,329) (1,690) — (1,690)
Profit before taxation 6 6,137 — 6,137 6,288 1,800 8,088
Taxation 7 (1,783) — (1,783) (1,946) (2,537) (4,483)
Profit attributable to owners of the parent  4,354 — 4,354 4,342 (737) 3,605
Earnings per share 9      
Basic    6.5p   5.4p
Diluted    6.5p   5.4p
All activities in both the current and previous year relate to continuing operations. 
The accounting policies and notes on pages 39 to 70 are an integral part of these consolidated financial statements.
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s tatements of comprehensive income
52 weeks ended 26 June 2010
   Group Company 
     52 weeks  52 weeks 52 weeks 52 weeks 
     ended  ended ended ended 
     26 June 2010 27 June 2009 26 June 2010 27 June 2009 
    Note £’000 £’000 £’000 £’000
Profit for the period    4,354 3,605 3,200 9,418
Other comprehensive (expense)/income:     
– actuarial loss recognised in the defined benefit pension scheme  21 (4,040) (8,629) (4,040) (8,629)
– movement of deferred tax on pension liability   20 1,131 2,416 1,131 2,416
Total other comprehensive expense    (2,909) (6,213) (2,909) (6,213)
Total comprehensive income/(expense) for the financial  
period attributable to owners of the parent    1,445 (2,608) 291 3,205
The accounting policies and notes on pages 39 to 70 are an integral part of these consolidated financial statements. 
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s tatements of changes in shareholders’ equity
52 weeks ended 26 June 2010
     Share Share Retained  
     capital premium earnings Total 
Group   Note £’000 £’000 £’000 £’000
At 28 June 2008     6,835 13,750 14,450 35,035
Profit for the period    — — 3,605 3,605
Other comprehensive expense    — — (6,213) (6,213)
Total comprehensive income for the period ended 27 June 2009   — — (2,608) (2,608)
Transactions with owners:     
– new share capital issued   23 — 2 — 2
– share-based payment charge   24 — — 520 520
– effect of tax on share option movement   20 — — (171) (171)
– dividends   10 — — (4,040) (4,040)
At 27 June 2009    6,835 13,752 8,151 28,738
Profit for the period    — — 4,354 4,354
Other comprehensive expense    — — (2,909) (2,909)
Total comprehensive income for the period ended 26 June 2010   — — 1,445 1,445
Transactions with owners:     
– new share capital issued   23 2 16 — 18
– share-based payment charge   24 — — 379 379
– effect of tax on share option movement   20 — — (59) (59)
– dividends   10 — — (4,553) (4,553)
At 26 June 2010    6,837 13,768 5,363 25,968
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s tatements of changes in shareholders’ equity continued
52 weeks ended 26 June 2010
     Share Share Retained  
     capital premium  earnings Total 
Company   Note £’000 £’000 £’000 £’000
At 28 June 2008    6,835 13,750 12,003 32,588
Profit for the period    — — 9,418 9,418
Other comprehensive expense    — — (6,213) (6,213)
Total comprehensive income for the period ended 27 June 2009   — — 3,205 3,205
Transactions with owners:     
– new share capital issued   23 — 2 — 2
– share-based payment charge   24 — — 520 520
– effect of tax on share option movement   20 — — (171) (171)
– dividends   10 — — (4,040) (4,040)
At 27 June 2009    6,835 13,752 11,517 32,104
Profit for the period    — — 3,200 3,200
Other comprehensive expense    — — (2,909) (2,909)
Total comprehensive income for the period ended 26 June 2010   — — 291 291
Transactions with owners:     
– new share capital issued   23 2 16 — 18
– share-based payment charge   24 — — 379 379
– effect of tax on share option movement   20 — — (59) (59)
– dividends   10 — — (4,553) (4,553)
At 26 June 2010    6,837 13,768 7,575 28,180
Retained earnings are net of investments in own shares of £2,163,000 (2009: £2,163,000) being held by trusts operating the following plans:
U 2007 LTIP with 504,610 shares (2009: 504,610) at an original cost of £1,035,000 (2009: £1,035,000); and
U 2001 Executive Share Option Scheme with 905,070 shares (2009: 905,070) at an original cost of £1,128,000 (2009: £1,128,000).
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b alance sheets as at 26 June 2010
   Group Company 
     2010 2009 2010 2009 
    Note £’000 £’000 £’000 £’000
Assets     
Non-current assets     
Intangible assets   11 3,451 4,850 3,451 4,850
Property, plant and equipment   12 58,533 62,759 31,769 35,174
Investment in subsidiaries   13 — — 27,368 27,368
Deferred tax assets   20 — — 4,085 2,991
     61,984 67,609 66,673 70,383
Current assets     
Inventories   14 30,393 25,370 30,382 25,363
Trade and other receivables   15 15,977 14,056 15,987 14,156
Cash and cash equivalents   25b 1,626 588 1,553 680
     47,996 40,014 47,922 40,199
Total assets    109,980 107,623 114,595 110,582
Equity and liabilities     
Shareholders’ equity attributable to owners of the parent     
Ordinary shares   23 6,837 6,835 6,837 6,835
Share premium    13,768 13,752 13,768 13,752
Retained earnings    5,363 8,151 7,575 11,517
Total equity     25,968 28,738 28,180 32,104
Liabilities     
Current liabilities     
Trade and other payables   16 25,390 22,628 29,965 25,038
Borrowings   17 24,090 22,625 24,090 22,769
Current tax liabilities    614 1,043 242 1,000
Provisions for liabilities   19 297 254 297 253
     50,391 46,550 54,594 49,060
Non-current liabilities     
Borrowings   17 3,557 4,637 3,557 4,637
Deferred tax liabilities   20 1,800 2,917 — —
Retirement benefit obligations   21 24,219 21,313 24,219 21,313
Other non-current liabilities   22 2,827 2,816 2,827 2,816
Provisions for liabilities   19 1,218 652 1,218 652
     33,621 32,335 31,821 29,418
Total liabilities    84,012 78,885 86,415 78,478
Total equity and liabilities    109,980 107,623 114,595 110,582
The accounting policies and notes on pages 39 to 70 are an integral part of these consolidated financial statements.
The financial statements on pages 33 to 70 were approved by the Board of Directors on 7 September 2010 and were signed on its behalf by:
Mike Davies  Mark Robson
Chief Executive  Finance Director
 
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c ash flow statements 52 weeks ended 26 June 2010
   Group Company 
     52 weeks  52 weeks 52 weeks 52 weeks 
     ended  ended ended ended 
     26 June 2010 27 June 2009 26 June 2010 27 June 2009 
    Note £’000 £’000 £’000 £’000
Cash generated from operations   25a 14,579 19,151 14,508 19,223
Corporate taxation    (2,255) (2,013) (2,251) (1,990)
Interest received    177 27 177 27
Cash flows from operating activities    12,501 17,165 12,434 17,260
Cash flows from investing activities     
Proceeds from sale of property, plant and equipment    136 51 136 27,401
Purchase of investments    — — — (27,350)
Purchase of property, plant and equipment    (4,605) (7,112) (4,559) (7,008)
Net cash used in investing activities    (4,469) (7,061) (4,423) (6,957)
Cash flows from financing activities     
Net proceeds from issue of ordinary shares    18 2 18 2
Interest paid    (1,346) (1,469) (1,346) (1,470)
Capital element of finance lease rental payments    (3,613) (3,297) (3,613) (3,297)
Borrowings advanced/(repaid)    2,500 (1,800) 2,500 (1,800)
Dividends paid   10 (4,553) (4,040) (4,553) (4,040)
Net cash used in financing activities    (6,994) (10,604) (6,994) (10,605)
Net increase/(decrease) in cash and cash equivalents and bank overdrafts  1,038 (500) 1,017 (302)
Cash and cash equivalents at beginning of period   25b 588 1,088 536 838
Cash and cash equivalents at end of period   25b 1,626 588 1,553 536
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s tatement of accounting policies
Basis of preparation
Thorntons PLC (“the Company”) is a company incorporated and domiciled in the UK and is listed on the London Stock Exchange. The address 
of the Company’s registered office is Thornton Park, Somercotes, Derbyshire DE55 4XJ. 
These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) and 
International Financial Reporting Interpretations Committee (“IFRIC”) interpretations as adopted by the EU and with those parts of the Companies Act 2006 
applicable to companies reporting under IFRS. These consolidated financial statements have been prepared under the historical cost convention 
with the exception of derivative financial instruments and share-based payments, which are recognised at fair value. A summary of the more 
important Group accounting policies adopted in the preparation of the consolidated financial statements is set out below, together with an 
explanation of where changes have been made to previous policies on the adoption of new accounting standards in the financial year. These 
policies have been consistently applied to all the years presented, unless otherwise stated.
The preparation of financial statements in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts 
of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. 
Although these estimates are based on management’s best knowledge, actual results may ultimately differ. A summary of critical accounting 
estimates used in the preparation of the financial statements is set out on page 44.
Standards, amendments and interpretations effective in the period ended 26 June 2010
The following interpretations to existing standards are mandatory for the accounting period ended 26 June 2010: 
U  IAS 1 (revised) ‘Presentation of financial statements’. The revised standard brings new disclosure requirements regarding ‘non-owner changes 
in equity’ and ‘owner changes in equity’, which are now required to be shown separately. Under this revised guidance the Group has elected to 
continue to present two performance statements: a Consolidated income statement and a Statement of comprehensive income (previously the 
‘Statement of recognised income and expense’). In addition, the Consolidated statement of changes in shareholders’ equity has been presented 
as a primary statement. These financial statements have been prepared under the revised disclosure requirements. The requirements under the 
revised standard have not had a significant impact on the Group’s financial statements. Comparatives in the 2009 consolidated Statement of 
comprehensive income have been re-presented to include movements in the fair value of cash flow hedges which had been previously shown 
separately as a change in equity. 
U  IFRS 8 ‘Operating segments’ (replacing IAS 14 ‘Segment reporting’). IFRS 8 requires a 'management approach' under which segment 
information is presented on the same basis as that used for internal reporting purposes.
Interpretations effective in the period ended 26 June 2010 but which had no significant impact
The following interpretations to existing standards are mandatory for the accounting period ended 26 June 2010, but they have not had 
a significant impact on the Group or Company: 
U IFRIC 13 ‘Customer loyalty programmes’;
U IFRIC 14 ‘The limit on a defined benefit asset, minimum funding requirements and their interaction’;
U IFRIC 15 ‘Agreements for the construction of real estate’;
U IFRIC 16 ‘ Hedges of a net investment in a foreign operation’;
U IFRIC 17 ‘Distribution of non-cash assets to owners’;
U IAS 23 (revised) ‘Borrowing costs’;
U IAS 27 (revised) ‘Consolidated and separate financial statements’;
U IAS 32 (amendment) ‘Financial instruments: Presentation’ and IAS 1 (amendment) ‘Presentation of financial statements’;
U IAS 39 (amendment) ‘Financial instruments: Recognition and measurement’;
U IFRS 2 (amendment) ‘Share-based payments’; 
U IFRS 3 (revised) ‘Business combinations’; and
U IFRS 7 ‘Financial instruments’.
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s tatement of accounting policies continued
Basis of preparation continued
Amendments and interpretations that are not yet effective and have not been early adopted, which are not expected to have a significant impact
The following standards and interpretations have been published and are mandatory for accounting periods beginning on or after 26 June 2010 
or later periods, but which the Group and the Company have not early adopted and are not expected to have a significant impact on the Group 
or Company:
U IAS 38 (amendment) ‘Intangible assets’;
U IFRS 5 (amendment) ‘Non-current assets held for sale and discontinued operations’;
U IAS 1 (amendment) ‘Presentation of financial statements’;
U IFRS 2 (amendments) ‘Group cash-settled share-based payment transactions’; and
U IFRS 9 ‘Financial instruments’.
Basis of consolidation
The consolidated financial statements incorporate the results of the Company and each of its subsidiaries for the financial year ended 26 June 2010. 
Subsidiaries are entities controlled by the Group where control is deemed to exist when the Group has the power, directly or indirectly, to govern 
the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries are included in the 
consolidated financial statements from the date the control commences until the date that control ceases.
The purchase method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is measured 
as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly 
attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are 
measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition 
over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair 
value of the net assets of the subsidiary acquired, the difference is recognised directly in the income statement.
Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are 
also eliminated but considered an impairment indicator of the asset transferred. Accounting policies of subsidiaries have been changed where 
necessary to ensure consistency with the policies adopted by the Group.
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation. Cost comprises the purchase price of property, plant and 
equipment together with any incidental costs of acquisition.
Subsequent costs are included in the asset’s carrying value or recognised as a separate asset, as appropriate, only when it is probable that 
future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs 
and maintenance expenditure is charged to the income statement as incurred.
All property, plant and equipment, other than land and assets in the course of construction, are depreciated to write their cost down to residual 
value over their remaining useful lives by equal annual instalments, as follows:
Long leasehold and freehold premises 50 years
Short leasehold land and buildings  Period of the lease
Other plant, vehicles and equipment 3–15 years
Retail fittings and equipment Up to 10 years
The assets’ residual values and useful lives are reviewed and adjusted, if appropriate, at each balance sheet date. The need for an impairment 
write-down is assessed by comparison of the carrying value of the asset against the higher of its net realisable value or value in use.
Gains and losses on disposals are determined by comparing the proceeds (net of disposal costs) with the carrying amount and are recognised 
within operating expenses in the income statement.
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Intangible assets
Acquired computer software licences are capitalised on the basis of the costs incurred to acquire and bring into use the specific software. 
These costs are amortised over their estimated useful lives (three to five years).
Costs associated with maintaining computer software programmes are recognised as an expense as incurred. Costs that are directly associated 
with the production of identifiable and unique software products controlled by the Group and that will probably generate economic benefits 
exceeding costs beyond one year, are recognised as intangible assets.
Computer software development costs are recognised as assets and are amortised over their estimated useful lives (not exceeding five years).
Employee share option schemes
Where share options are granted to employees as part of their remuneration, the fair value of options granted is recognised as an employee 
expense in the income statement with a corresponding increase in equity. The fair value is measured at the grant date and expensed through 
the income statement over the period during which the employees become unconditionally entitled to the options. The amount recognised in 
the income statement is adjusted at each balance sheet date for the expected and actual number of options vesting with a corresponding 
entry in equity.
The fair value of the options is measured using a Black-Scholes option valuation model for options with non-market performance conditions 
and a Monte Carlo model for options with market performance conditions.
The proceeds received net of any directly attributable transaction costs are credited to share capital and share premium when the options 
are exercised. Exercised options are equity settled.
Own shares held by the Employee Share Ownership Plan (“ESOP”) Trusts are carried at cost and disclosed within note 24.
Investments in subsidiaries
Investments in subsidiaries are stated at cost, provision being made where appropriate for impairment, assessed by comparing the carrying value 
to the higher of net realisable value or value in use.
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost includes materials, direct labour and an attributable proportion of 
manufacturing overheads, based on normal operating capacity, according to the stage of production reached and valued on a FIFO basis. 
Net realisable value is the estimated value which would be realised after deducting all costs of completion, marketing and selling. Provision 
is made to reduce the cost to net realisable value having regard to the age and condition of inventory, as well as its anticipated saleability.
Trade receivables
Trade receivables are recognised initially at fair value and subsequently carried net of provisions for impairment. A provision for impairment is 
established where there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the 
receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default or 
delinquency in payments (more than 60 days overdue) are considered indicators that the trade receivable is impaired. The amount of the provision 
is the difference between the asset’s carrying amount and the present value of estimated future cash flows. The carrying amount of the asset is 
reduced through the use of an allowance account, and the amount of the loss is recognised in the income statement within operating expenses. 
When a trade receivable is uncollectible, it is written off against the allowance account for trade receivables. Subsequent recoveries of amounts 
previously written off are credited against operating expenses in the Income statement. 
Cash and equivalents
Cash and cash equivalents include cash in hand, deposits on call with banks, other short-term liquid investments with maturities of three months 
or less and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet.
Trade and other payables
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
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s tatement of accounting policies continued
Borrowings
Borrowings are recognised initially at fair value, net of transaction costs. Subsequent measurement is based on amortised cost and any difference 
between the proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the borrowings 
using the effective interest rate method.
Borrowing facilities are provided by a number of different banks and are subject to continued covenant compliance, these covenants being 
measured half yearly in line with the annual and interim reporting cycles. Use of these facilities is generally short term in nature, with loan 
maturity dates ranging from less than one week to several months. Borrowings are actively monitored in order to manage their cost and level 
of exposure to each individual bank which, in the normal course of business, results in the settlement of these liabilities and the separate 
drawdown of new loans within twelve months of the balance sheet date. In light of this, these borrowings are classified as current.
Current taxation
The charge for current tax is based on the results for the period after making allowance for non-assessable or disallowable items. It is calculated 
using rates of tax that have been enacted at the balance sheet date.
Deferred taxation
Deferred taxation is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their 
carrying amounts in the consolidated financial statements.
Deferred tax liabilities are recognised in full for all taxable temporary differences and deferred tax assets are recognised to the extent that it is 
probable that taxable profits will be available against which deductible temporary differences can be utilised. However, if the deferred tax arises 
from the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects 
neither accounting nor taxable profit, it is not accounted for. Deferred taxation is measured based on tax rates and laws enacted or substantively 
enacted at the balance sheet date, and are expected to apply when the related deferred income tax asset is realised or deferred income tax liability 
is settled.
Deferred tax assets and liabilities are offset when there is a legal, enforceable right to set off current tax assets against current tax liabilities and 
when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a 
net basis.
Provisions
A provision is recognised in the balance sheet when the Group has a legal or constructive obligation whereby, as a result of a past event, it is 
probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the 
obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current 
market assessments of the time value of money and, where appropriate, the risks specific to the liability.
Share capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds, 
when applicable.
Revenue
Revenue comprises the amounts receivable for goods and services provided outside the Group in the normal course of business, net of trade 
discounts and value added tax.
Retail sales and allowances are recognised at the date of the transaction with consumers. In addition, provisions are made for expected returns 
as necessary. For sales promotion purposes, Thorntons PLC operates a variety of schemes that give rise to goods being sold at a discount to the 
standard retail price. These include staff discounts and the redemption of promotional vouchers. Revenue is adjusted to show sales net of all 
related discounts.
Wholesale sales, including sales to franchise outlets, are recognised either when goods are dispatched to customers or the customer has accepted 
the products, depending on the sales channel. Provision is made for expected returns and allowances as necessary.
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Segmental reporting
Following the adoption of IFRS 8 ‘Operating segments’, segments are reported in a manner consistent with the internal reporting provided to the 
Chief Operating Decision Maker (“CODM”), which has been identified as the Executive Committee (“Executive”) which comprises the Executive 
Directors and the Directors of Retail and Human Resources. The CODM is responsible for allocating resources and assessing performance of the 
operating segments.
Other operating income
Other operating income comprises amounts receivable in respect of licensing income, franchise fees and rental income, net of value added tax 
where applicable. Licence income and rental income are recognised on an accruals basis in accordance with the risks and rewards of the relevant 
agreements. Franchise fees are non-refundable and are charged in return for the initial grant of a five year franchise and the income is therefore 
released to the income statement on a straight-line basis over this five year period. Fees in respect of subsequent renewals are likewise amortised 
over the renewal period.
Post-retirement benefits
Defined benefit pension scheme
The retirement benefit obligation recognised in the balance sheet represents the present value of the defined benefit obligation and unfunded 
liabilities as reduced by the fair value of defined benefit scheme assets. This scheme was closed to new entrants with effect from August 2002.
The defined benefit obligation is calculated annually by independent actuaries using the projected unit method. The present value of the defined 
benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high quality corporate bonds that are 
denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related 
pension liability.
With effect from 6 April 2009, benefits under the scheme for active members were amended for service from that date from the previous basis 
of final salary accrual to a Career Average Revalued Earnings (“CARE”) basis.
Actuarial gains and losses are recognised in full in the period in which they occur. They are recognised directly in equity and are presented in 
the Statement of comprehensive income. Other income and administrative expenses associated with the defined benefit scheme are recognised 
in the Income statement.
The contributions made by the employees and the Group are held in a trust fund separate from the Group’s finances.
Defined contribution pension scheme
The Group also operates a defined contribution pension scheme which requires contributions to be made to a separately administered fund. 
Contributions to the fund are determined as a percentage of employees’ earnings and are charged to the Income statement as incurred. 
Foreign currencies
Transactions in foreign currencies are translated in Sterling at the exchange rate ruling at the date of transaction. Monetary assets and liabilities 
denominated in foreign currencies are retranslated to Sterling at the exchange rates ruling at the balance sheet date and any exchange differences 
arising are taken to the income statement.
Finance leases
Leases are classified as finance leases where the terms of the lease transfer substantially all the risks and rewards of ownership to the Group. 
All other leases are classified as operating leases.
Property, plant and equipment held under finance leases are capitalised in the balance sheet at fair value of leased assets or if lower, the present 
value of the minimum lease payments. Assets are depreciated over the shorter of their lease term and their expected useful lives. The interest 
element of leasing payments represents a constant proportion of the capital balance outstanding and is charged to the Income statement over 
the period of the lease.
Operating leases
The costs of all operating leases are charged against operating profit on a straight-line basis at existing rental levels. Incentives to sign leases, 
including reverse premiums and rent-free periods, are treated as deferred income and are credited to the Income statement in equal instalments 
over the term of the lease.
Rental income from operating leases is recognised on a straight-line basis over the period of the lease at current rental levels.
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s tatement of accounting policies continued
New store expenditure
Pre-trading expenditure on new stores is charged to the Income statement as incurred.
Derivatives and other financial instruments
Derivatives are initially recognised at fair value on the date the contract is entered into and are subsequently remeasured at fair value. Where 
appropriate, the Group enters into derivatives in order to minimise relevant currency and interest rate exposure. These are designated as hedges 
of the cost of a highly probable forecast transaction or commitment (“cash flow hedging instrument”).
To qualify for hedge accounting the Group is required, at inception, to document in advance the relationship between the item being hedged and 
the hedging instrument, and to document and reassess at each reporting date whether the hedge will be highly effective in offsetting changes in 
cash flows of the hedged item on an ongoing basis.
The effective portion of changes in the fair value of cash flow hedging derivatives is recognised in equity within the hedging reserve. The change 
in fair value relating to the ineffective portion of the hedge is recognised in the Income statement immediately within finance costs. Amounts 
accumulated within equity are recycled to the Income statement in the periods when the hedged item will affect profit.
When a hedging instrument expires or is sold, or no longer meets the criteria for hedge accounting, any cumulative gain or loss on the hedging 
instrument previously recognised in equity is retained in equity and is recognised when the forecast transaction is ultimately recognised in the 
Income statement. If the hedged transaction is no longer expected to occur, the cumulative gain or loss that was recognised in equity is 
immediately transferred to the Income statement.
Grants
Grants and other contributions towards the cost of property, plant and equipment are included in payables as deferred income and credited to the 
Income statement over the life of the asset and recognised at fair value where there is a reasonable assurance the grant will be received and that 
the Group will comply with conditions of the grant. 
Exceptional items
Exceptional items are material items which derive from events or transactions which individually or, if of a similar type, in aggregate need to be 
disclosed by virtue of their size or incidence if the financial statements are to give a true and fair view.
Dividends
Final dividends are recognised as a liability in the period in which they are approved by the Company’s shareholders. Interim dividends are 
recognised when they are paid.
Net debt
Net debt is cash and cash equivalents, bank and other loans and finance leases.
Research and development
Expenditure in respect of research and development is written off against profits in the period in which it is incurred, unless the development costs 
meet the criteria for capitalisation under IAS 38 ‘Intangible assets’.
Critical accounting estimates and judgements
Provisions
The Group makes judgements to determine whether there is objective evidence which indicates that inventory is not held at greater than net 
realisable cost. Store dilapidation provision is estimated based on past experience of cash outflows. The Group provides against onerous leases 
where there is doubt over future trading cash flows.
Retirement benefit obligation
The valuation of the retirement benefit obligation is dependent upon a series of assumptions, the key ones being discount rates, mortality rates, 
investment returns, salary inflation and the rate of pension increases. These judgements and estimates are determined after taking into account 
the requirements of IAS 19 ‘Retirement benefit obligations’ and after taking expert advice from the Group actuaries. These are set out in note 21 
to the financial statements.
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notes to the financial statements 1 Segmental reporting
The executive reviews the Group’s internal reporting in order to assess performance and allocate resources. The operating segments of the Group 
have been determined on this basis.
All revenue arises from UK operations to external customers and therefore the executive does not consider the business from a geographic perspective, 
only an operational one. Two reportable segments, ‘Retail’ which incorporates Own Stores, Franchise and Thorntons Direct; and ‘Sales & Operations’ 
(“S&O”) encompassing the Commercial trading channel and manufacturing operations, have been identified. No one customer accounts for more than 
10% of revenue.
The executive assesses the performance of the operating segments based on a measure of operating profit. Costs specific to Head Office and 
finance costs are not included in the result for each operating segment as these costs are not managed on a segmented basis.
Total segment assets exclude IT assets, non-trade receivables and cash and cash equivalents as these are managed centrally. Assets are 
substantially located in the UK.
 52 weeks ended 26 June 2010  52 weeks ended 27 June 2009 
  Retail S&O Central Total Retail S&O Central Total 
  £’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Total revenue 151,947 62,606 — 214,553 157,772 57,033 — 214,805
Depreciation and amortisation 3,994 5,239 2,032 11,265 3,809 5,470 2,293 11,572
Segment operating profit 9,340 13,994 — 23,334 13,359 9,747 — 23,106
Head office costs    (16,080)    (15,166)
Exceptional items (note 2)    —    1,800
Operating profit    7,254    9,740
Net finance costs    (1,117)    (1,652)
Profit before taxation    6,137    8,088
Additions to non-current assets  
(other than deferred tax assets) 2,626 2,639 435 5,700 5,968 3,487 890 10,345
Total assets 16,888 79,363 13,729 109,980 18,040 78,006 11,577 107,623
2 Exceptional items 
Exceptional items comprise:
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Pension curtailment gain       — 2,300
Franchisee bad debt       — (500)
        — 1,800
Tax charge attributable to exceptional items      — 504
Net tax impact of withdrawal of IBAs       — 2,033
        — 2,537
Pension curtailment gain
In 2009 the Group implemented a change to the defined benefit pension scheme from a final salary to a CARE basis. Under the CARE Scheme, 
pension benefits are built up each year linked to the members’ pensionable salaries in that year. This reduction in pension benefits resulted in a 
curtailment gain which, in line with IAS 19, was valued at £2,300,000.
Franchisee bad debt
The 2009 charge related to the creation of a provision against an unusually large bad debt following the insolvency of a major franchisee.
Tax charge attributable to exceptional items
This was the tax charge arising in relation to the exceptional profit and loss items calculated at the standard rate of 28%.
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notes to the financial statements continued
2 Exceptional items continued
Net tax impact of withdrawal of industrial buildings allowances
This related to a one-off charge of £3,053,000 arising from the withdrawal of IBAs. This was offset by a £1,020,000 tax credit arising from 
a revision of capital allowance claims made in respect of plant and machinery.
3 Other operating income
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Franchise fee income       158 197
Licensing income       973 938
Rent receivable       255 275
        1,386 1,410
4 Finance income
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Interest on bank deposits       1 9
Net exchange differences on foreign currency payments      35 —
Other finance income       176 29
        212 38
5 Finance costs
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Interest payable on bank borrowings       328 1,118
Net exchange differences on foreign currency payments      — 74
Interest payable on finance leases       448 498
Other finance costs       553 —
        1,329 1,690
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6 Profit before taxation
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
       Note £’000 £’000
The following items have been included in arriving at profit before taxation:   
Employee benefits expense      27 66,583 64,607
Exceptional curtailment gain      2 — (2,300)
One-off restructuring costs       639 37
Cost of inventories recognised as an expense      63,137 64,845
Onerous lease charges       606 194
Property, plant and equipment impairment charges      170 92
Depreciation of property, plant and equipment:     12  
– owned assets (excluding impairment charges)      6,863 6,861
– assets held under finance leases       2,093 2,356
Amortisation of intangible assets      11 2,139 2,263
Profit on disposal of property, plant and equipment      (76) (16)
Operating lease rentals payable:   
– land and buildings       21,447 21,255
– other       958 844
Repairs and maintenance expenditure on property, plant and equipment     4,942 5,031
Trade receivables impairment      18 12 223
Exceptional trade receivables impairment      2 — 500
Government grant income       (21) (21)
Product research and development       453 535
Services provided by the Group’s auditors
During the period the Group obtained the following services from the Group’s auditors, as detailed below:
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Audit services:  
– audit of the Parent and consolidated accounts      93 93
– audit of Thorntons PLC subsidiaries pursuant to legislation     5 4
– other services supplied pursuant to legislation      28 28
Advice in respect of the Company’s pension scheme      15 44
        141 169
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notes to the financial statements continued
7 Taxation
Analysis of charge in period
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Current tax:  
– current period       2,107 2,246
– adjustment in respect of prior period       (280) (175)
        1,827 2,071
Deferred tax (note 20):  
– current period       (133) 261
– adjustment in respect of prior period       89 106
– effect of change in law concerning IBAs       — 3,053
– effect of revision of capital allowances claimed in respect of plant and machinery    — (1,020)
– effect of change in tax rate       — 12
        1,783 4,483
Tax on items charged to equity
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Deferred tax charge on share-based payments      (59) (171)
Deferred tax credit on actuarial loss       1,131 2,416
        1,072 2,245
The legislation removing IBAs from 1 April 2011 resulted in a deferred tax charge in 2009 of £3,053,000. Steps were taken by the Group to 
reclassify assets previously classified as industrial buildings as plant and machinery, for which capital allowances are available. This resulted in 
a credit in 2009 of £1,020,000. The net impact on the 2009 deferred tax charge was therefore £2,033,000.
Tax reconciliation
The tax for the period is higher (2009: higher) than the standard rate of corporation tax in the UK 28% (2009: 28%). The differences are 
explained below:
        52 weeks  52 weeks 
        ended  ended 
        26 June 2010 27 June 2009 
        £’000 £’000
Profit on ordinary activities before tax       6,137 8,088
Profit on ordinary activities multiplied by rate of corporation tax in the UK of 28% (2009: 28%)   1,718 2,265
Effects of:  
– adjustments to tax provision in respect of prior periods      (191) (69)
– expenses not deductible for tax purposes       257 242
– effect of other timing differences       (1) —
– effect of reduction in tax rate       — 12
– effect of change in law concerning IBAs       — 2,033
Total taxation       1,783 4,483
A number of changes to the UK Corporation Tax System were announced in the June 2010 Budget Statement. The Finance Act (No.2) 2010 
includes legislation to reduce the main rate of corporation tax from 28% to 27% from 1 April 2011. Further reductions to the main rate are 
proposed to reduce the rate by 1% per annum to 24% by 1 April 2014. These rate changes had not been substantively enacted at the balance 
sheet date and, therefore, are not included in these financial statements.
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8 Profit for the financial period
The Parent Company has not prepared its own profit and loss account as permitted by Section 408 of the Companies Act 2006. Of the Group 
profit attributable to shareholders, a profit after tax of £3,200,000 (2009: £9,418,000) has been dealt with in the accounts of the Company.
9 Earnings per share
Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary 
shares outstanding during the period, excluding those held in the ESOP Trusts, which are treated as cancelled.
For diluted earnings per share the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential 
ordinary shares. Dilutive potential ordinary shares are those share options granted to employees where the exercise price is less than the average 
market price of the Company’s ordinary shares during the period.
Reconciliations of the earnings and weighted average number of shares used in the calculations are set out below:
 52 weeks ended 26 June 2010  52 weeks ended 27 June 2009 
    Earnings Basic earnings Diluted earnings Earnings Basic earnings Diluted earnings 
    £’000 per share per share £’000 per share per share
Profit before exceptional items   4,354 6.5p 6.5p 4,342 6.5p 6.5p
Effect of exceptional items   — — — (737) (1.1)p (1.1)p
Profit attributable to owners of the parent  4,354 6.5p 6.5p 3,605 5.4p 5.4p
      2010   2009
Weighted average number of ordinary shares    66,948,474   66,939,333
Dilutive effect of shares from share options     7,440   824
Fully diluted weighted average number of ordinary shares   66,955,914   66,940,157
10 Ordinary dividends
        2010 2009 
Group and Company       £’000 £’000
Final dividend paid for the 52 weeks ended 27 June 2009 of 4.85p (52 weeks ended 28 June 2008: 4.85p)  3,247 3,237
Interim dividend paid in respect of the 52 weeks ended 26 June 2010 of 1.95p (52 weeks ended 27 June 2009: 1.20p) 1,306 803
Amounts recognised as distributions to owners of the parent     4,553 4,040
In addition, the Directors are proposing a final dividend in respect of the year ended 26 June 2010 of 4.1p per share which will absorb an estimated 
£2,700,000 of shareholders’ funds. It will be paid on 26 November 2010 to shareholders who are on the register of members on 29 October 2010.
The trusts operating the Long-Term Incentive Plan Scheme (“LTIP 2007”) have fully waived dividends on the 504,610 (2009: 504,610) shares 
held at 26 June 2010 and all but 0.01p per share on the 905,070 (2009: 905,070) shares held in respect of the 2001 Executive Share 
Option Scheme.
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notes to the financial statements continued
11 Intangible assets
         Computer 
         software 
Group and Company        £’000
Cost 
At 28 June 2009        25,797
Additions – externally acquired        763
Disposals        (232)
At 26 June 2010        26,328
Aggregate amortisation 
At 28 June 2009        20,947
Charge for the year        2,139
Disposals        (209)
At 26 June 2010        22,877
Net book amount at 26 June 2010        3,451
         Computer 
         software 
Group and Company        £’000
Cost 
At 29 June 2008        23,570 
Additions – externally acquired        2,320
Additions – internally generated        7
Disposals        (100)
At 27 June 2009        25,797
Aggregate amortisation 
At 29 June 2008        18,784
Charge for the year        2,263
Disposals        (100)
At 27 June 2009        20,947
Net book amount at 27 June 2009        4,850
Net book amount at 28 June 2008        4,786
Intangible assets held under finance leases were valued at £857,000 (2009: £1,901,000).
Amortisation costs for intangible assets directly involved in production are recognised in cost of sales within the income statement totalling 
£858,000 (2009: £983,000). All other amortisation costs are recognised within operating expenses.
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12 Property, plant and equipment
   Land and buildings  
     Long   Other plant,   
     leasehold Short vehicles and  Retail fittings  
     and freehold leasehold equipment and equipment Total 
Group    £’000 £’000 £’000 £’000 £’000
Cost     
At 28 June 2009    38,845 8,044 82,237 52,334 181,460
Additions at cost    61 217 2,812 1,847 4,937
Disposals    — (61) (828) (874) (1,763)
At 26 June 2010    38,906 8,200 84,221 53,307 184,634
Accumulated depreciation     
At 28 June 2009    10,576 5,262 58,509 44,354 118,701
Charge for the year    883 567 4,939 2,737 9,126
Disposals    — (52) (817) (857) (1,726)
At 26 June 2010    11,459 5,777 62,631 46,234 126,101
Net book amount at 26 June 2010    27,447 2,423 21,590 7,073 58,533
   Land and buildings  
     Long   Other plant,   
     leasehold Short vehicles and  Retail fittings  
     and freehold leasehold equipment and equipment Total 
Group    £’000 £’000 £’000 £’000 £’000
Cost     
At 29 June 2008    38,691 7,647 79,000 53,002 178,340
Additions at cost    154 448 3,672 3,744 8,018
Disposals    — (51) (435) (4,412) (4,898)
At 27 June 2009    38,845 8,044 82,237 52,334 181,460
Accumulated depreciation     
At 29 June 2008    9,744 4,780 53,746 45,986 114,256
Charge for the year    832 531 5,197 2,749 9,309
Disposals    — (49) (434) (4,381) (4,864)
At 27 June 2009    10,576 5,262 58,509 44,354 118,701
Net book amount at 27 June 2009    28,269 2,782 23,728 7,980 62,759
Net book amount at 28 June 2008    28,947 2,867 25,254 7,016 64,084
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notes to the financial statements continued
12 Property, plant and equipment continued
   Land and buildings  
     Long   Other plant,   
     leasehold Short vehicles and  Retail fittings  
     and freehold leasehold equipment and equipment Total 
Company    £’000 £’000 £’000 £’000 £’000
Cost     
At 28 June 2009    868 8,005 82,237 52,189 143,299
Additions at cost    16 217 2,812 1,847 4,892
Disposals    — (61) (828) (874) (1,763)
At 26 June 2010    884 8,161 84,221 53,162 146,428
Accumulated depreciation     
At 28 June 2009    171 5,233 58,509 44,212 108,125
Charge for the year    21 565 4,939 2,735 8,260
Disposals    — (52) (817) (857) (1,726)
At 26 June 2010    192 5,746 62,631 46,090 114,659
Net book amount at 26 June 2010    692 2,415 21,590 7,072 31,769
   Land and buildings  
     Long   Other plant,   
     leasehold Short vehicles and  Retail fittings  
     and freehold leasehold equipment and equipment Total 
Company    £’000 £’000 £’000 £’000 £’000
Cost     
At 29 June 2008    38,482 7,608 79,000 52,858 177,948
Additions at cost    44 448 3,672 3,743 7,907
Disposals    — (51) (435) (4,412) (4,898)
Intra-group transfers    (37,658) — — — (37,658)
At 27 June 2009    868 8,005 82,237 52,189 143,299
Accumulated depreciation     
At 29 June 2008    9,710 4,754 53,746 45,845 114,055
Charge for the year    828 528 5,197 2,748 9,301
Disposals    — (49) (434) (4,381) (4,864)
Intra-group transfers    (10,367) — — — (10,367)
At 27 June 2009    171 5,233 58,509 44,212 108,125
Net book amount at 27 June 2009    697 2,772 23,728 7,977 35,174
Net book amount at 28 June 2008    28,722 2,854 25,254 7,013 63,893
Depreciation costs for property, plant and equipment directly involved in production are recognised within cost of sales within the Income 
statement totalling £4,619,000 (2009: £4,766,000). All other depreciation costs are recognised within operating expenses.
Tangible assets held under finance leases have the following net book amount:
    Land and    Land and   
    buildings –  Other plant,  buildings – Other plant,  
    long leasehold  vehicles and Retail fittings long leasehold vehicles and Retail fittings 
    and freehold equipment and equipment and freehold equipment and equipment 
    2010 2010 2010 2009 2009 2009 
Group and Company   £’000 £’000 £’000 £’000 £’000 £’000
Cost    784 10,741 13,879 784 9,608 13,570
Aggregate depreciation   (237) (7,746) (11,153) (185) (6,880) (10,045)
Net book amount   547 2,995 2,726 599 2,728 3,525
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13 Investment in subsidiaries
        2010 2009 
Company       £’000 £’000
Cost  
Opening cost       27,369 19
Additions at cost       — 27,350
Closing cost       27,369 27,369
Provisions for impairment  
Charge for the period       (1) (1)
Net book value       27,368 27,368
The Company owns the whole of the issued ordinary share capital of the following principal operating subsidiaries. To avoid a statement of 
excessive length, details of investments in dormant companies included in the consolidated accounts have been omitted. A full list of subsidiaries 
can be obtained upon request from the Company’s registered office.
Subsidiary Country of incorporation Principal activity Country of operation
Strand Court Properties Limited England Property investment United Kingdom
Thorntons (Jersey) Limited Jersey Retail trading company Jersey
The Directors believe that the carrying value of the investments is supported by their underlying net assets.
14 Inventories
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Raw materials     3,216 3,101 3,216 3,101
Work in progress     3,193 2,715 3,193 2,715
Finished goods and goods for resale     23,984 19,554 23,973 19,547
      30,393 25,370 30,382 25,363
During the year £159,000 (2009: £415,000) relating to the write-down of inventory to net realisable value in prior years was released and 
reflected in cost of sales. 
15 Trade and other receivables
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Trade receivables     7,660 8,079 7,660 8,079
Less: provision for impairment     (829) (855) (829) (855)
Net trade receivables     6,831 7,224 6,831 7,224
Amounts owed by Group undertakings     — — 25 112
Other receivables     593 724 593 724
Prepayments and accrued income     8,553 6,108 8,538 6,096
      15,977 14,056 15,987 14,156
The Group’s exposure to credit risk and impairment losses related to trade receivables is disclosed in note 18.
Amounts owed by other Group companies are unsecured, interest free and have no fixed repayment terms.
Prepayments and accrued income include £5,300,000 (2009: £4,800,000) of property related rent, rates, insurances and surcharge prepayments.
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notes to the financial statements continued
16 Trade and other payables 
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Trade payables     14,169 11,206 14,169 11,206
Other taxation and social security payable     2,639 2,927 2,636 2,925
Amounts owed to other Group companies     — — 4,594 2,426
Other payables     109 84 109 84
Accruals and deferred income     8,473 8,411 8,457 8,397
      25,390 22,628 29,965 25,038
Amounts owed to other Group companies are unsecured, interest free and have no fixed repayment terms.
Within accruals and deferred income is a balance in respect of Government grants within the Group and Company of £21,035 (2009: £21,035), 
primarily relating to a grant received in the year ending June 2004 in respect of the relocation of toffee manufacturing operations from the original 
Belper site to Thornton Park. This Government grant totalling £400,000 is being released to the income statement on a straight-line basis over 
20 years.
17 Borrowings
   Group Company 
      2010 2009 2010 2009 
Current     £’000 £’000 £’000 £’000
Bank loans and overdrafts due within one year or on demand:    
– unsecured bank loans and overdrafts     21,700 19,200 21,700 19,344
– finance lease obligations     2,390 3,425 2,390 3,425
      24,090 22,625 24,090 22,769
   Group Company 
      2010 2009 2010 2009 
Non-current     £’000 £’000 £’000 £’000
Finance lease obligations     3,557 4,637 3,557 4,637
Bank loans and overdrafts are denominated in Sterling and incur interest based on LIBOR or UK base rates. 
The effective interest rates at the balance sheet dates were as follows:
        2010 2009 
        % %
Bank borrowings       1.25 2.63
Finance leases       3.24 3.90
The Group’s borrowings are all denominated in Sterling.
Maturity of financial liabilities
The table below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date 
to the contractual maturity date. The amounts disclosed in the table below are the contractual undiscounted cash flows:
  2010  2009 
     Finance   Finance  
    Debt leases Total Debt leases Total 
    £’000 £’000 £’000 £’000 £’000 £’000
Less than one year   21,704 2,651 24,355 19,425 3,776 23,201
Between one and two years   — 3,098 3,098 — 3,815 3,815
Between two and five years   — 711 711 — 1,199 1,199
    21,704 6,460 28,164 19,425 8,790 28,215
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17 Borrowings continued
Maturity of financial liabilities continued
Debt due in less than one year reflects the ongoing utilisation, on a short-term basis, of three year revolving facilities described in the following 
borrowing facilities note and in line with Group accounting policy. All loans in place at 26 June 2010 are classified as current on the basis that 
they will be settled within twelve months.
Borrowing facilities
The Group has the following undrawn committed floating rate borrowing facilities available at 26 June 2010. The Group must comply with the 
principal lending covenants in respect of interest cover, the net debt to Earnings Before Interest, Tax, Depreciation and Amortisation (“EBITDA”) 
ratio and Earnings Before Interest, Tax, Depreciation, Amortisation and Rent (“EBITDAR”) to fixed costs ratio. At 26 June 2010 none of these 
covenants had been breached.
        2010 2009 
        £’000 £’000
Expiring within one year       13,300 5,000
Expiring between two and five years       52,500 30,800
        65,800 35,800
The facilities in place at 26 June 2010 that expire within one year include an overdraft facility which is renewable annually and £22,500,000 loan 
facilities which expired on 31 July 2010. Those expiring between two and five years are part of three year revolving facilities due for renewal prior to 
August 2012, their utilisation being managed via regular review during their term. All these facilities incur commitment fees at market rates. 
The minimum lease payments under finance leases fall due as follows:
  2010  2009 
    Minimum  Future Present value of Minimum Future Present value 
    lease finance finance lease  lease finance of finance lease 
    payments charges liabilities payments  charges liabilities 
    £’000 £’000 £’000 £’000 £’000 £’000
Less than one year   2,651 (261) 2,390 3,776 (351) 3,425
Between one and two years   3,098 (226) 2,872 3,815 (322) 3,493
Between two and five years   711 (26) 685 1,199 (55) 1,144
    6,460 (513) 5,947 8,790 (728) 8,062
The fair value of obligations under finance leases equates to their carrying value as the interest rates being paid on these are substantially those 
prevailing in the open market. 
The fair values of other financial instruments are not materially different to their carrying value due to their relatively short maturity or small size. 
The Group does not have any financial instruments that are measured in the balance sheet at fair value.
18 Financial instruments
The Group’s financial instruments comprise cash and cash equivalents, bank loans, liquid resources, finance leases, onerous lease and 
dilapidation provisions and other items such as trade payables and trade receivables that arise from its operations. The principal function of these 
financial instruments is to raise finance for the Group’s operations. The main risks arising from the Group’s financial instruments can be analysed 
as follows:
Interest rate risk 
Funding received from banks is at floating rates fixed in the short term for the duration of each loan. Floating rate borrowings are exposed to 
the risk of rising interest rates. Borrowings of a longer-term nature, such as those required to fund fixed asset acquisitions, are funded through 
finance leases such that the total finance lease exposure remains broadly constant from year to year and to this extent provides an element of fixed 
interest borrowing.
Liquidity risk 
The Group uses banking facilities and finance leases as its primary sources of funding. The Group has historically been very cash generative. 
The bank position and headroom of the Group is monitored daily and capital expenditure has to be approved in accordance with its policy which 
defines the level of authorisation required. Since the end of the financial year the Group has negotiated a short-term committed overdraft facility 
of £5 million.
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notes to the financial statements continued
18 Financial instruments continued
Capital risk
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns 
for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to 
shareholders, issue new shares or sell assets to reduce debt. Further details on the Group’s borrowings and the dividends proposed by the 
Group are outlined in the Finance Director’s report on page 11 and the Chairman’s statement on pages 2 and 3.
Consistent with others in the industry, the Group monitors capital on the basis of gearing ratio. This ratio is calculated as net debt divided by total 
equity. Net debt is calculated as total borrowings (including 'current and non-current borrowings' as shown in the balance sheet) less cash and 
cash equivalents. 
The Group’s aim is to seek to maintain or reduce the level of net debt and improve operating cash flow. The gearing ratios at 26 June 2010 and 
27 June 2009 were as follows:
        2010 2009 
        £’000 £’000
Total borrowings       27,647 27,262
Less: cash and cash equivalents       (1,626) (588)
Net debt       26,021 26,674
Equity       25,968 28,738
Gearing ratio       100.2% 92.8%
Price risk 
The Group seeks to limit its exposure to volatility in raw material and energy costs by buying these forward, where possible, for a period of up 
to a year.
Foreign currency risk 
The Group’s exposure to foreign currency risk on trading transactions is not significant; however hedging arrangements are made in respect of 
the largest purchase contracts when placed. It is the Group’s policy to hedge significant fixed asset or capital transactions where appropriate.
Credit risk 
Retail sales represent a large proportion of the Group’s sales and present no credit risk as they are made for cash. Where credit sales are 
concerned the Group operates effective credit control procedures in order to minimise exposure to overdue debts and where possible also 
carries insurance against the cost of significant bad debts. The insurance counter-parties involved in transactions are limited to high quality 
financial institutions.
At 26 June 2010 there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying 
amount of each financial asset included in the balance sheet. 
The carrying amount of financial assets representing the maximum credit exposure at the reporting date was:
        2010 2009 
        £’000 £’000
Trade receivables       6,831 7,224
The carrying amounts of the Group’s trade and other receivables are denominated in Sterling. 
The maximum exposure to credit risk for trade receivables at the reporting date by geographic region was:
        2010 2009 
        £’000 £’000
UK        6,729 7,135
Europe       56 58
Rest of world       46 31
        6,831 7,224
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18 Financial instruments continued
Credit risk continued
The maximum exposure to credit risk for trade receivables at the reporting date by sales channel was:
        2010 2009 
        £’000 £’000
Franchise       1,415 1,245
Commercial       4,412 5,589
Thorntons Direct       102 107
International       591 164
Central       311 119
        6,831 7,224
The ageing of gross trade receivables at the reporting date was:
   2010 2009 
      Gross Impaired Gross Impaired 
      £’000 £’000 £’000 £’000
Current     6,149 — 5,905 2
30 days past due     366 — 1,095 82
60 days past due     57 — 390 277
More than 60 days past due     1,088 829 689 494
      7,660 829 8,079 855
A significant proportion of the receivables less than 60 days past due relate to large corporate customers for which there is no objective evidence 
that the Group will not be able to recover amounts owing and therefore no impairment has been made. 
The movement in impairment in respect of trade receivables during the year was as follows:
         £’000
At 27 June 2009        855
Charged to income statement        12
Utilised in period        (38)
At 26 June 2010        829
The impairment charge recognised in the income statement, net of amounts recovered previously written off, amounted to £12,000 (2009: £723,000).
The other classes within trade and other receivables do not contain impaired assets.
Currency exposure
Net monetary assets and liabilities of the Group that are not denominated in the local functional currency were as follows:
   Euro USD 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Net foreign currency monetary assets/(liabilities)    
Cash and cash overdraft     96 60 21 —
Trade and other payables     (1,143) (825) (61) (27)
      (1,047) (765) (40) (27)
The following significant exchange rates applied during the year:
   Average rate Reporting date spot rate 
      2010 2009 2010 2009
Euro     1.1376 1.1744 1.2143 1.1736
USD     1.5837 1.6182 1.4963 1.6464
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notes to the financial statements continued
18 Financial instruments continued
Sensitivity analysis
The Group has used a sensitivity analysis technique that calculates the estimated change to the Income statement and equity had a 10% 
weakening in Sterling occurred against all other currencies from the rates applicable at 26 June 2010. This analysis assumes that all other 
variables, in particular interest rates, remain constant. The analysis has been prepared on the same basis for 2009.
The amounts generated from the sensitivity analysis are estimates of the impact of market risk assuming that specified changes occur.
A 10% weakening of Sterling against the following currencies at 26 June 2010 would have decreased profit and loss by the following amounts:
    Profit and loss 
        2010 2009 
        £’000 £’000
Euro       (116) (85)
USD       (3) (3)
A 10% strengthening of Sterling against the above currency would have had an equal and opposite effect to the amounts shown.
Interest rate risk
The financial assets of the Group that were exposed to interest rate risk at 26 June 2010 consisted of cash and short-term deposits and financial 
liabilities consisted of short-term bank borrowings and finance leases. These are detailed, along with their effective interest rates, in note 17. 
Sensitivity analysis
A 0.5% adverse movement in the effective interest rates applicable to these financial liabilities at 26 June 2010 would have decreased profit by 
the amounts shown below:
    Profit and loss 
        2010 2009 
        £’000 £’000
Bank borrowings       (2) (38)
Finance leases       (78) (93)
        (80) (131)
19 Provisions for liabilities
        Group onerous  Company onerous 
        leases and  leases and 
        dilapidations dilapidations 
        £’000 £’000
At 28 June 2009       906 905
Charged to Income statement       687 687
Utilised in period       (20) (19)
Released in period       (58) (58)
At 26 June 2010       1,515 1,515
Provisions are analysed between current and non-current as follows:
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Current     297 254 297 253
Non-current     1,218 652 1,218 652
      1,515 906 1,515 905
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19 Provisions for liabilities continued
The provision for onerous leases is held in respect of leasehold properties for which the Group is liable to fulfil rent and other property 
commitments for stores from which either the Group no longer trades, or for which future trading cash flows are projected to be insufficient 
to cover these costs. Amounts have been provided for the shortfall between projected cash flows and the property costs up to the lease expiry 
date on a discounted basis. Future rent reviews could require additional provisions to be made.
Obligations are payable within a range of one to 17 years (2009: one to eight years), the weighted average being seven years (2009: three years). 
The Group provides for property dilapidations, where appropriate, based on estimated undiscounted costs of the dilapidation repairs spread over 
the period of the tenancy.
20 Deferred tax
Deferred tax is calculated in full on temporary differences under the liability method using a tax rate of 28% (2009: 28%).
The movement on the deferred tax account is shown below:
Deferred tax liabilities/(assets)
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
At beginning of period     2,917 2,750 (2,991) 2,714
Income statement charge     (44) 379 (22) 125
Taken to equity (employee benefits)     59 171 59 171
Actuarial loss     (1,131) (2,416) (1,131) (2,416)
Effect of other timing differences     (1) — — —
Effect of change in law concerning IBAs     — 2,033 — (3,585)
At end of period     1,800 2,917 (4,085) (2,991)
Of the total Group and Company deferred tax balance at 26 June 2010, £242,000 (2009: £571,000) is expected to be released within one year.
The movements in deferred tax assets and liabilities (prior to the offsetting of balances within the same jurisdiction as permitted by IAS 12) during 
the period are as follows:
Deferred tax liabilities
       Accelerated   
       capital   
       allowances Other Total 
Group      £’000 £’000 £’000
At 28 June 2009      8,835 48 8,883
Charged to Income statement      (301) — (301)
At 26 June 2010      8,534 48 8,582
Deferred tax assets
       Retirement   
       benefit   
      Provisions obligations Other Total 
Group     £’000 £’000 £’000 £’000
At 28 June 2009     1 5,966 (1) 5,966
(Charged)/credited to Income statement     (1) (257) 1 (257)
Effect of other timing differences     — 1 — 1
Deferred tax on actuarial loss credited to equity    — 1,131 — 1,131
Deferred tax on share-based payments charged to equity    — (59) — (59)
At 26 June 2010     — 6,782 — 6,782
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notes to the financial statements continued
20 Deferred tax continued 
Deferred tax liabilities
       Accelerated   
       capital   
       allowances Other Total 
Company      £’000 £’000 £’000
At 28 June 2009      2,975 — 2,975
Credited to Income statement      (279) — (279)
At 26 June 2010      2,696 — 2,696
Deferred tax assets
       Retirement   
       benefit   
      Provisions obligations Other Total 
Company     £’000 £’000 £’000 £’000
At 28 June 2009     1 5,966 (1) 5,966
(Charged)/credited to Income statement     (1) (257) 1 (257)
Deferred tax on actuarial loss credited to equity    — 1,131 — 1,131
Deferred tax on share-based payments charged to equity    — (59) — (59)
At 26 June 2010     — 6,781 — 6,781
Deferred tax liabilities
       Accelerated   
       capital   
       allowances Other Total 
Group      £’000 £’000 £’000
At 29 June 2008      7,215 36 7,251
Charged to Income statement      1,620 12 1,632
At 27 June 2009      8,835 48 8,883
Deferred tax assets
       Retirement   
       benefit   
      Provisions obligations Other Total 
Group     £’000 £’000 £’000 £’000
At 29 June 2008     8 4,470 23 4,501
(Charged)/credited to Income statement     (7) (920) 147 (780)
Deferred tax on actuarial loss credited to equity    — 2,416 — 2,416
Deferred tax on share-based payments charged to equity    — — (171) (171)
At 27 June 2009     1 5,966 (1) 5,966
Deferred tax liabilities
       Accelerated   
       capital   
       allowances Other Total 
Company      £’000 £’000 £’000
At 29 June 2008      7,215 — 7,215
Credited to Income statement      (4,240) — (4,240)
At 27 June 2009      2,975 — 2,975
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20 Deferred tax continued 
Deferred tax assets
       Retirement   
       benefit   
      Provisions obligations Other Total 
Company     £’000 £’000 £’000 £’000
At 29 June 2008     8 4,470 23 4,501
(Charged)/credited to Income statement     (7) (920) 147 (780)
Deferred tax on actuarial loss credited to equity    — 2,416 — 2,416
Deferred tax on share-based payments charged to equity    — — (171) (171)
At 27 June 2009     1 5,966 (1) 5,966
Deferred income tax assets are recognised for tax loss carry forwards to the extent that the realisation of the related tax benefit through future 
taxable profits is probable.
21 Retirement benefit obligations
Pension arrangements are operated through a defined contribution scheme and a defined benefit scheme for both the Group and the Company.
Defined contribution scheme
Pension costs for defined contribution scheme are as follows:
        2010 2009 
        £’000 £’000
Defined contribution scheme       274 219
Defined benefit scheme
The Company operates a defined benefit pension scheme. With effect from 6 April 2009, the benefit structure changed from a final salary basis 
to a CARE basis. Pension benefits are built up each year, linked to the members’ pensionable salaries in that year. The benefits are then increased 
each year in line with inflation. The scheme has been closed to new entrants since 31 July 2002.
The Company has opted to recognise all actuarial gains and losses immediately via the Statement of comprehensive Income.
A formal actuarial valuation was carried out with an effective date of 31 May 2008. The results of this valuation have been updated to 26 June 2010 
by a qualified independent actuary.
The Thorntons’ Pension Scheme was actuarially valued by an independent professionally qualified actuary as at 26 June 2010 under IAS 19. 
The principal actuarial assumptions at the balance sheet date were:
       2010 2009 2008 
       % % %
Rate of increase in pensionable salaries      n/a n/a 4.95
Rate of increase to CARE benefits before retirement     3.30 3.50 —
Rate of increase in pensions:   
– in deferment      3.30 3.50 3.80
– post-April 1997      3.15 3.40 3.60
Discount rate      5.50 6.40 6.30
Inflation assumption      3.30 3.50 3.80
Expected return on plan assets      5.70 6.10 7.00
The assumption as to how many members will take up the maximum tax-free commutation on retirement is based on the Scheme’s own 
experience of commutation levels.
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notes to the financial statements continued
21 Retirement benefit obligations continued 
Defined benefit scheme continued
The sensitivities regarding the principal assumptions used to measure the Scheme liabilities are set out below:
  Change in Impact on 
  assumption scheme liabilities
Rate of increase in pensions post-April 1997 Increase by 0.1% Increase by £0.4m
Discount rate Increase by 0.1% Decrease by £1.3m
Inflation assumption Increase by 0.1% Increase by £1.2m
The mortality rates used are as follows:
    Life expectancy at age 65 (years)
       Mortality table Male Female
Current pensioners    PA92mc (yob = 1935) +3 19.1 22.1
Future pensioners    PA92mc (yob = 1965) +3 21.3 24.4
The expected return on plan assets is a blended average of projected long-term returns for the various asset classes. Equity returns are based on a 
selection of an equity risk premium above the risk-free rate which is measured in accordance with the yields on Government bonds. Bond returns 
are selected by reference to yields on Government and corporate debt as appropriate to the Scheme’s holdings of these instruments. Returns are 
projected over the entire life of the benefit obligation.
The assets of the Scheme were invested as follows:
 26 June 2010 27 June 2009 28 June 2008 30 June 2007 24 June 2006 
  £’000 % £’000 % £’000 % £’000 % £’000 %
Equities 25,274 59 20,977 60 24,338 64 27,164 69 21,831 65
Bonds 11,106 26 8,481 25 6,845 18 5,905 15 10,076 30
Gilts 5,645 13 5,211 15 6,845 18 5,905 15 — —
Other 1,060 2 81 — — — 394 1 1,679 5
  43,085 100 34,750 100 38,028 100 39,368 100 33,586 100
Actual return on plan assets 6,723  (4,466)  (2,975)   4,284  2,907 
History of assets, liabilities, experienced gains and losses:
     26 June 2010 27 June 2009 28 June 2008 30 June 2007 24 June 2006 
     £’000 £’000 £’000 £’000 £’000
Gains/(losses) arising on Scheme liabilities:     
Due to experience    — (4,695) — — (2,003)
Percentage of defined benefit obligation    0% (8)% 0% 0% (4)%
Due to change of basis    (8,751) 3,067 3,489 (472) 2,081
Percentage of defined benefit obligation    (13)% 5% 6% (1)% 4%
Experience adjustments:     
Gains/(losses) arising on Scheme assets    4,711 (7,001) (5,637) 1,982 1,141
Percentage of assets    11% (20)% (15)% 5% 3%
Pensions and other post-retirement obligations
The amounts recognised in the Balance sheet are determined as follows:
     2010 2009 2008 2007 2006 
     £’000 £’000 £’000 £’000 £’000
Present value of funded obligations    (67,304) (56,063) (53,993) (54,785) (51,527)
Fair value of plan assets    43,085 34,750 38,028 39,368 33,586
Net deficit    (24,219) (21,313) (15,965) (15,417) (17,941)
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21 Retirement benefit obligations continued 
Pensions and other post-retirement obligations continued
The amounts recognised in the Income statement are as follows:
        2010 2009 
        £’000 £’000
Current service cost       460 676
Interest cost       3,554 3,381
Expected return on plan assets       (2,012) (2,535)
Past service cost       — 32
Curtailment gain       — (2,300)
Total included within staff employment benefits expense (note 27)     2,002 (746)
Of the total charge, £1.4 million (2009: £1.1 million) and £0.6 million (2009: £1.8 million credit) were included in cost of sales and 
administrative expenses respectively.
Changes in the present value of the defined benefit obligations are as follows:
        2010 2009 
        £’000 £’000
Present value of obligation at beginning of period      56,063 53,993
Current service cost       460 676
Interest cost       3,554 3,381
Employee contributions       798 880
Past service cost       — 32
Curtailment gain       — (2,300)
Benefit payments       (2,322) (2,227)
Actuarial losses       8,751 1,628
Present value of obligation at end of period      67,304 56,063
In October 2009 and as part of the schedule of contributions agreed with the Trustees to Thorntons’ Pension Scheme, it was further agreed that in 
addition to an annual contribution of £2,200,000, the Company would make an additional contribution over each of the next three financial years 
equivalent to the higher of either:
U a third of any reduction in the net debt reported in the statutory accounts for the years ending June 2010, 2011 and 2012; or
U the ongoing annual contribution of £2,200,000 multiplied by the percentage increase in the annual dividend above a minimum of £4,000,000.
Changes in the fair value of plan assets are as follows:
        2010 2009 
        £’000 £’000
Fair value of plan assets at beginning of period      34,750 38,028
Employer contributions       3,136 2,535
Employee contributions       798 880
Benefits paid       (2,322) (2,227)
Expected return on Scheme assets       2,012 2,535
Actuarial gain/(loss)       4,711 (7,001)
Closing fair value of plan assets at end of period      43,085 34,750
Analysis of the movement in the balance sheet deficit
        2010 2009 
        £’000 £’000
At beginning of period       (21,313) (15,965)
Employer pension cost       (2,002) 746
Employer contributions       3,136 2,535
Net actuarial losses recognised in the period      (4,040) (8,629)
At end of period       (24,219) (21,313)
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notes to the financial statements continued
21 Retirement benefit obligations continued 
Cumulative actuarial gains and losses recognised in equity
        2010 2009 
        £’000 £’000
At beginning of period       (12,001) (3,372)
Net actuarial losses recognised in the period      (4,040) (8,629)
Cumulative loss       (16,041) (12,001)
The pension contributions to be paid by the Group during the financial period ending 25 June 2011 are expected to be in the region of £3,000,000.
22 Other non-current liabilities
        2010 2009 
Group and Company       £’000 £’000
Accruals and deferred income       2,827 2,816
Included in the above are amounts totalling £250,967 (2009: £272,002) held in respect of Government grants.
23 Ordinary shares
        2010 2009 
Group and Company       £’000 £’000
Authorised  
Ordinary shares of 10p each: 85,000,000 (2009: 85,000,000)     8,500 8,500
Issued and fully paid  
Ordinary shares of 10p each: 68,365,518 (2009: 68,349,837)     6,837 6,835
Allotments during the year
During the year no shares (2009: nil) were issued under the provision of the Company’s Executive Share Option Schemes, and 15,681 shares 
(2009: 1,603) were issued under the Sharesave Scheme, representing a total nominal value of £1,568 (2009: £160).
The average price of shares issued under the Sharesave Scheme in the year was £1.13 (2009: £1.00) and the aggregate consideration received 
under this scheme was £17,720 (2009: £1,603).
Since the end of the year no shares have been issued under the provisions of the Executive Share Option Schemes (2009: nil) and no shares 
(2009: nil) have been issued under the Sharesave Scheme.
Rights and restrictions attaching to shares
Holders of the Company’s ordinary shares of 10p each are entitled to participate in the payments of dividends pro rata to their holdings. 
The Directors may propose and pay interim dividends and recommend a final dividend for shareholders’ approval for any accounting period 
out of the profits available for distribution under English law.
The rights attached to the Company’s ordinary shares in addition to those conferred on their holders by law, are set out in the Company’s articles 
of association (“the articles”), a copy of which can be obtained on request from the Company Secretary. 
The articles contain certain restrictions on the transfer of ordinary shares and on the exercise of voting rights attached to them, including where the 
Company has exercised its right to prohibit transfer following the omission of their holder or any person interested in them to provide the Company 
with information requested by it in accordance with Part 22 of the Companies Act 2006. 
Rules about the appointment and replacement of Directors are set out in the articles. Changes to the articles must be approved by shareholders 
passing a special resolution. The Directors’ powers are conferred on them by UK legislation and by the articles. 
At any general meeting a resolution put to the vote of the meeting is decided on a show of hands unless, before or on the declaration of the 
result of a show of hands, a poll is properly demanded. On a show of hands every member who is present in person at a general meeting of the 
Company has one vote. Proxies may not vote on a show of hands. On a poll every member who is present in person or by proxy has one vote for 
every share of which he/she is the holder.
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23 Ordinary shares continued
Share options
Options outstanding (including those held by Directors) are listed below:
Executive Schemes
 Number of options during the   
 52 weeks ended 26 June 2010 Exercisable 
  At 27 June Granted or    At 26 June Exercise   
Date of grant 2009 reinstated Forfeited Exercised Lapsed 2010 price From To
22 Nov 2001 166,666 — — — (166,666) — 90p 22 Nov 2004 22 Nov 2011
12 Mar 2002 16,516 — — — — 16,516 111p 12 Mar 2005 12 Mar 2012
2 Oct 2002 16,516 — — — — 16,516 111p 2 Oct 2005 2 Oct 2012
3 Oct 2003 44,000 — — — (44,000) — 125p 3 Oct 2006 3 Oct 2013
3 Apr 2006 544,000 — — — — 544,000 119p 3 Apr 2009 3 Apr 2016
5 Jun 2006 1,200,000 — — — — 1,200,000 116p 5 Jun 2009 5 Jun 2016
11 Jul 2006 500,000 — — — — 500,000 129p 11 Jul 2009 11 Jul 2016
2 Oct 2006 1,200,000 — — — — 1,200,000 153p 2 Oct 2009 2 Oct 2016
13 Sep 2007 500,000 — — — — 500,000 170p 13 Sep 2010 13 Sep 2017
23 Nov 2007 520,208 — — — (140,455) 379,753 192p 23 Nov 2010 23 Nov 2017
16 Oct 2008 1,142,120 — — — (247,164) 894,956 113p 16 Oct 2011 16 Oct 2018
20 Oct 2009 — 842,969 — — (24,953) 818,016 132p 20 Oct 2012 20 Oct 2019
9 Nov 2009 — 243,070 — — — 243,070 117p 9 Nov 2012 9 Nov 2019
  5,850,026 1,086,039 — — (623,238) 6,312,827   
Sharesave Scheme
 Number of options during the   
 52 weeks ended 26 June 2010 Exercisable 
  At 27 June Granted or    At 26 June Exercise   
Date of grant 2009 reinstated Forfeited Exercised Lapsed 2010 price From To
16 Oct 2003 262,923 — — — (262,923) — 100p 1 Jan 2009 30 Jun 2009
12 Oct 2004 179,088 — — — (12,117) 166,971 150p 1 Jan 2010 30 Jun 2010
9 Oct 2006 154,619 — — (15,681) (136,831) 2,107 113p 1 Jan 2010 30 Jun 2010
9 Oct 2006 186,940 — — — (20,918) 166,022 113p 1 Jan 2012 30 Jun 2012
10 Oct 2007 170,965 — — — (36,719) 134,246 148p 1 Jan 2011 30 Jun 2011
10 Oct 2007 222,321 — — — (26,422) 195,899 148p 1 Jan 2013 30 Jun 2013
18 Nov 2009 — 450,666 — — (11,929) 438,737 108p 1 Jan 2013 30 Jun 2013
18 Nov 2009 — 455,304 — — (20,902) 434,402 108p 1 Jan 2015 30 Jun 2015
  1,176,856 905,970 — (15,681) (528,761) 1,538,384   
24 Share-based payments
Under the Company’s Executive Share Option Schemes, the Remuneration Committee can grant options over shares in the Company to Directors 
and employees of the Company. Options are granted with a fixed exercise price equal to the market price of the shares under option at the date 
of grant. The contractual life of an option is ten years. Awards of options under the Scheme are generally reserved for employees at senior 
management level and above. Details of the performance conditions attaching to awards of options are described in the Report on the Directors’ 
remuneration on pages 25 to 30. Fair value is measured by the use of the Black-Scholes model for options with internal performance criteria and 
the Monte Carlo model for options with external performance conditions.
The Thorntons Sharesave Scheme enables eligible employees to acquire options over ordinary shares of the Company at a discount of up to 20% 
to the market price in conjunction with a Save As You Earn contract. The options are exercisable within a period of six months commencing three 
or five years from the date of the savings contract.
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notes to the financial statements continued
24 Share-based payments continued 
The fair value per option granted during the year and the assumptions used in their calculation are as follows:
   2010  2009
     Executive Executive Sharesave Sharesave Executive 
     1 2 1 2 1
Grant date    20 Oct 09 9 Nov 09 18 Nov 09 18 Nov 09 16 Oct 08
Share price at grant date    134p 116p 120p 120p 110p
Exercise price    132p 117p 108p 108p 113p
Number of employees    6 1 240 133 4
Shares under option    842,969 243,070 450,666 455,304 1,142,120
Vesting period (years)    3 3 3 5 3
Expected volatility    46.42% 46.95% 46.99% 46.99% 33.71%
Option life (years)    10 10 3 5 10
Expected life (years)    3 3 3 5 3
Risk-free rate    1.90% 2.03% 1.89% 2.73% 4.10%
Expected dividends expressed as a dividend yield   4.51% 5.22% 8.20% 8.20% 6.18%
Possibility of ceasing employment before vesting    n/a n/a 45.71% 47.23% n/a
Fair value per option    37p 59p 27p 28p 41p
The expected volatility is based on historical volatility over the last three years. The expected life is the average expected period to exercise. 
The risk-free rate of return is the yield on zero-coupon UK Government bonds of a term consistent with the assumed option life. 
A reconciliation of Executive Share Option movements over the period to 26 June 2010 is shown below:
   2010 2009 
       Weighted  Weighted 
       average  average 
Executive Share Options     Number exercise price Number exercise price
Outstanding at start of period     5,850,026 135p 4,908,844 125p
Granted     1,086,039 129p 1,142,120 113p
Forfeited     — — — —
Exercised     — — — —
Lapsed     (623,238) 126p (200,938) 164p
Outstanding at end of period     6,312,827 135p 5,850,026 135p
Exercisable at end of period     33,032 111p 243,698 99p
For share options outstanding at the end of the period, the range of exercise prices and weighted average contractual life is disclosed below:
  2010  2009 
      Contracted   Contracted 
     Weighted weighted  Weighted weighted 
     average average  average average 
     exercise remaining life  exercise remaining life 
Range of exercise prices   Number price  Years Number price Years
90p–111p   33,032 111p 2.0 199,698 93p 2.5
116p–153p   5,400,042 128p 7.1 4,630,120 127p 7.6
170p–192p   879,753 180p 7.3 1,020,208 181p 17.0
The weighted average share price during the period for options exercised over the period was £nil (2009: £nil). The total charge for the period relating 
to employee share-based payment plans was £304,000 (2009: £440,000). After deferred tax, the total charge was £219,000 (2009: £269,000).
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24 Share-based payments continued 
A reconciliation of Sharesave Scheme Option movements over the period to 26 June 2010 is shown below:
   2010 2009 
       Weighted  Weighted 
       average  average 
Sharesave Scheme Options     Number exercise price Number exercise price
Outstanding at start of period     1,176,856 127p 1,467,928 128p
Granted     905,970 108p — —
Forfeited     — — (37,903) 138p
Exercised     (15,681) 113p (1,603) 100p
Lapsed     (528,761) 111p (251,566) 129p
Outstanding at end of period     1,538,384 122p 1,176,856 127p
Exercisable at end of period     169,078 150p 262,923 100p
For share options outstanding at the end of the period, the range of exercise prices and weighted average contractual life is disclosed below:
  2010  2009 
      Contractual   Contractual 
     Weighted weighted  Weighted weighted 
     average average  average average 
     exercise remaining life  exercise remaining life 
Sharesave Scheme   Number price  Years Number price Years
Oct 2003   — — — 262,923 100p —
Oct 2004   166,971 150p 0.0 179,028 150p 1.0
Oct 2006   2,107 113p 0.0 154,619 113p 1.0
Oct 2006   166,022 113p 2.0 186,940 113p 3.0
Oct 2007   134,246 148p 1.0 170,965 148p 2.0
Oct 2007   195,899 148p 3.0 222,321 148p 4.0
Oct 2009   438,737 108p 3.0 — — —
Oct 2009   434,402 108p 5.0 — — —
The weighted average share price during the period for options exercised over the period was 113p (2009: 100p). The total charge for the period relating 
to employee share-based payment plans was £75,000 (2009: £80,000). After deferred tax, the total charge was £54,000 (2009: £58,000).
25 Cash flow from operating activities
a) Cash generated from operations
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Continuing operations    
Operating profit     7,254 9,740 5,789 9,657
Adjustments for:    
Depreciation and amortisation     11,265 11,572 10,399 11,564
Amortisation of Government grants received    (21) (21) (21) (21)
Profit on disposal of property, plant and equipment    (76) (16) (76) (69)
Share-based payment charge     379 520 379 520
Operating cash flow before working capital movements    18,801 21,795 16,470 21,651
Changes in working capital    
Increase in inventories     (5,023) (1,063) (5,019) (1,064)
(Increase)/decrease in trade and other receivables    (1,939) 1,072 (1,851) 1,318
Increase in payables     3,265 430 5,432 714
Increase/(decrease) in provisions     609 198 610 (115)
Increase in post-employment benefit obligations    (1,134) (3,281) (1,134) (3,281)
Cash generated from operations     14,579 19,151 14,508 19,223
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notes to the financial statements continued
25 Cash flow from operating activities continued
b) Cash and cash equivalents for the cash flow statement
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Cash and cash equivalents     1,626 588 1,553 680
Bank overdraft     — — — (144)
Net position     1,626 588 1,553 536
26 Reconciliation of movement in net debt
   Group Company 
      2010 2009 2010 2009 
     Note £’000 £’000 £’000 £’000
Increase/(decrease) in cash and cash equivalents    1,038 (500) 1,017 (302)
Cash flows from decrease in debt     1,113 5,097 1,113 5,097
Change in net debt resulting from cash flow    2,151 4,597 2,130 4,795
Inception of new finance leases    30 (1,498) (3,007) (1,498) (3,007)
Movement in net debt in the period     653 1,590 632 1,788
Net debt at beginning of period     (26,674) (28,264) (26,726) (28,514)
Net debt at end of period    18 (26,021) (26,674) (26,094) (26,726)
Net debt comprises:
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Cash      1,626 588 1,553 680
Overdraft     — — — (144)
Unsecured bank loans     (21,700) (19,200) (21,700) (19,200)
Finance leases     (5,947) (8,062) (5,947) (8,062)
      (26,021) (26,674) (26,094) (26,726)
27 Employees and Directors
   Group Company 
      2010 2009 2010 2009 
Employee benefit expense during the period    Note £’000 £’000 £’000 £’000
Wages and salaries     58,271 57,074 58,216 57,019
Social security costs     5,259 4,881 5,256 4,878
Health cover, medical and life assurance     294 226 294 226
Staff incentives and relocation costs     104 133 104 133
Share-based payments     379 520 379 520
Pension costs    21 2,276 1,773 2,276 1,773
      66,583 64,607 66,525 64,549
Exceptional curtailment gain    2 — (2,300) — (2,300)
      66,583 62,307 66,525 62,249
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27 Employees and Directors continued
   Group Company 
      2010 2009 2010 2009 
Average monthly number of people (including Executive Directors) employed   Number Number Number Number
Management and administration     270 254 269 253
Selling and distribution     2,592 2,693 2,588 2,688
Manufacturing     1,520 1,537 1,520 1,537
      4,382 4,484 4,377 4,478
Group and Company
        2010 2009 
Key management compensation       £’000 £’000
Salaries and short-term employee benefits       1,757 1,751
Post-employment benefits       70 78
Termination benefits       — 160
Share-based payments       305 440
        2,132 2,429
The key management figures given above include Directors and all other members of the Executive Committee.
        2010 2009 
Directors       £’000 £’000
Aggregate emoluments       1,233 1,154
Aggregate gains made on the exercise of share options      — —
Company contributions to money purchase pension schemes     70 73
        1,303 1,227
Pension scheme contributions above represent the total contributions made by the Company on behalf of all Directors in respect of approved 
pension arrangements. Retirement benefits are no longer accruing to Directors (2009: nil) under defined benefit schemes.
Further detail in respect of Directors’ remuneration can be found in the Report on the Directors’ remuneration on pages 25 to 30.
28 Operating lease commitments – minimum lease payments
   2010 2009 
      Land and   Land and  
      buildings Other buildings Other 
Group     £’000 £’000 £’000 £’000
Commitments under non-cancellable operating leases:    
Within one year     20,592 831 19,556 709
Later than one year and less than five years    52,762 1,651 59,122 1,692
After five years     30,865 16 37,501 18
      104,219 2,498 116,179 2,419
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notes to the financial statements continued
28 Operating lease commitments – minimum lease payments continued
   2010 2009 
      Land and   Land and  
      buildings Other buildings Other 
Company     £’000 £’000 £’000 £’000
Commitments under non-cancellable operating leases:    
Within one year     20,532 831 19,496 709
Later than one year and less than five years    52,522 1,651 58,882 1,692
After five years     30,707 16 37,285 18
      103,761 2,498 115,663 2,419
The Group has entered into operating leases in respect of Retail stores, vehicles, fork lift trucks and equipment. Retail store leases have remaining 
terms of between three months and 21 years, with renewal by mutual agreement at the expiry of the lease term and commonly with five year 
upwards only rent review periods. Contingent rentals are payable on approximately 15% of Retail stores where leases contain a store revenue 
based component. Standard institutional restrictions common to those in place with other high street retailers are applicable to the Group’s Retail 
leases. Non-store leases have remaining lease terms of between three months and six years.
29 Contingent liabilities
As at 26 June 2010 the Group had provided guarantees in respect of Customs and Excise duty deferment of £100,000 (2009: £100,000).
30 Capital and other financial commitments
   Group Company 
      2010 2009 2010 2009 
      £’000 £’000 £’000 £’000
Contracts placed for future fixed asset capital expenditure not provided  
in the financial statements     — 362 — 362
Bulk supplies of raw ingredients     20,635 10,132 20,635 10,132
      20,635 10,494 20,635 10,494
The majority of bulk raw material supply contracts are denominated in Sterling and therefore carry no foreign currency exposure.
The volatility of raw material prices has prompted the need for increased forward contracts.
Major non-cash transactions
During the period the Group and Company entered into finance lease agreements in respect of various shop fitting costs and plant and equipment 
with capital values at the inception of the leases of £1,498,000 (2009: £3,007,000).
31 Related party transactions
Group
There are no related party transactions requiring disclosure in the financial statements (2009: £nil).
Company
Funds are transferred within the Group, dependent on the operational needs of individual companies. The Directors do not consider it meaningful 
to set out the gross amounts of transfers between individual companies. Balances owed by and to other Group undertakings are shown in notes 15 and 16 
to the financial statements.
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five year summary The figures below are extracted from this Annual Report and are prepared under IFRS:
     2010 2009 2008 2007* 2006 
     £’000 £’000 £’000 £’000 £’000
Consolidated income statement     
Revenue    214,553 214,805 208,122 185,989 176,626
Operating profit    7,254 9,740 10,326 8,852 7,307
Net finance costs    (1,117) (1,652) (1,856) (1,771) (2,142)
Profit before taxation    6,137 8,088 8,470 7,081 5,165
Taxation    (1,783) (4,483) (2,402) (1,785) (1,517)
Profit attributable to equity shareholders    4,354 3,605 6,068 5,296 3,648
Balance sheet     
Net assets    25,968 28,738 35,035 34,886 31,954
Net borrowings    (20,662) (18,612) (19,912) (16,142) (15,998)
Net debt    (26,021) (26,674) (28,264) (26,411) (27,571)
Gearing ratio    100.2% 92.8% 80.7% 75.7% 86.3%
Additions to intangible assets and property, plant and equipment  5,700 10,345 7,905 7,938 7,513
Other financial data     
Basic earnings per share    6.5p 5.4p 9.1p 8.0p 6.4p
Dividends per share    6.1p 6.1p 6.8p 6.8p 6.8p
Number of outlets – continuing operations     
Own stores    377 379 379 368 367
Franchises    222 197 250 218 212
Stock market ratios     
Year end share price    82p 74p 114p 175p 131p
Shares in issue    68.3m 68.3m 68.3m 68.1m 67.2m
Market capitalisation    £55.7m £50.5m £77.9m £119.2m £87.8m
Dividend yield    7.4%   8.2% 6.0% 3.9% 5.2%
 * 53 week period.
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shareholder analysis
shareholder ownership analysis at 26 June 2010
      Shareholders Shareholders Shares Shares 
Shareholding range     Number % Number %
Up to 500     5,511 57.9 1,436,805 2.1
501–1,000     1,589 16.7 1,312,691 1.9
1,001–10,000     2,170 22.8 6,582,646 9.6
10,001–100,000     182 1.9 5,682,525 8.3
100,000+     67 0.7 53,350,851 78.1
      9,519 100.0 68,365,518 100.0
      Shareholders Shareholders Shares Shares 
Category of shareholding     Number % Number %
Corporate bodies and nominees     522 5.5 50,164,931 73.4
Private shareholders     8,997 94.5 18,200,587 26.6
      9,519 100.0 68,365,518 100.0
_1_THT_ar10_back.indd   56 21/09/2010   12:57:01 Thorntons’ commitment to environmental issues is reflected in this Annual Report 
which has been printed on Revive 50:50 Silk and Revive 50:50 Offset, both recycled 
paper stocks containing 50% recovered waste and 50% virgin fibre.
This document was printed by Beacon Press using , their environmental 
print technology which minimises the impact of printing on the environment. All energy 
used comes from renewable sources, vegetable based inks have been used and 98% 
of all dry waste associated with this production is diverted from landfill.
Beacon press is a CarbonNeutral
®
 printer.
21/09/2010   12:56:16 Thorntons PLC
Thornton Park
Somercotes
Alfreton
Derbyshire DE55 4XJ
Tel: 0845 075 7565
www.thorntons.co.uk
Thorntons Direct
Tel: 0845 121 1911
www.thorntons.co.uk
For information on Investor Relations visit
www.thorntons.co.uk
Strengthening our foundations
Thorntons PLC 
•
 Annual Report and Accounts 2010
Thorntons PLC  Annual Report and Accounts 2010
_cover.indd   1 21/09/2010   12:56:15