A world leader in digital TV technologies
Annual Report & Accounts 2009 Foxtel Multichoice Sky New Zealand
Comcast
And 60 more
cable operators
throughout
North America
DirecTV
Sky Mexico
Sky Central America
Canal Overseas
DirecTV Pan Americana
Cable Visión
Sky Brazil
Net Brazil
Digiturk
Sky Italia
Portugal Telecom
TV Cabo
Canal+
Numericable
Telefonica
Sogecable
UPC
BT
BSkyB
Virgin Media
Canal Digital (MultiDweller)
Viasat
Belgacom
M7
TV Vlaanderen
UPC
KDG
Sky Deutschland
UPC Central Europe
Cyfra+
Astro
North America
Revenues
£429.1m
Europe
Revenues
£428.1m
South America
Revenues
£121.5m
Rest of the World
Revenues
£154.8m
02   PACE PLC ANNUAL REPORT
A world leader in digital 
TV technologies
Pace develops and delivers technologies, 
products and services for digital TV markets 
that enable entertainment and converged 
communication services inside, outside and 
around the home, and in difﬁcult to reach areas 
such as multi-dwelling buildings.
In doing this Pace aims to be the world’s best set-top 
box company: to supply world leading operators with 
innovative products and investing in technologies that 
will deliver growth and increased proﬁtability as the 
world continues its move to digital TV.
1.5p
Full year dividend 1.5p 
per share (2008: 0.6p)
19.3p
Adjusted earnings per share 
19.3p (2008: 7.8p)
6.7%
Adjusted operating margin 
improved signiﬁcantly to 6.7% 
(2008: 3.9%)
+95%
Net cash £73.5m 
(2008: £37.7m)
+52%
Revenues £1,133.4m 
(2008: £745.5m)
+405%
Proﬁt before tax £69.9m 
(2008: £13.8m)
Financial highlights
CONTINUED PERFORMANCE 
IMPROVEMENTS
GLOBAL CUSTOMER BASE
680
580
480
380
280
180
80
-20
-120
-220
£ Million
50
40
30
20
10
0
-10
-20
£ Million
Revenues
PBT
H1 05/06
H2 05/06
H1 06/07
H2 06/07
H1 07
H1 08
H2 08
H1 09
H2 09
Foxtel Multichoice Sky New Zealand
Comcast
And 60 more
cable operators
throughout
North America
DirecTV
Sky Mexico
Sky Central America
Canal Overseas
DirecTV Pan Americana
Cable Visión
Sky Brazil
Net Brazil
Digiturk
Sky Italia
Portugal Telecom
TV Cabo
Canal+
Numericable
Telefonica
Sogecable
UPC
BT
BSkyB
Virgin Media
Canal Digital (MultiDweller)
Viasat
Belgacom
M7
TV Vlaanderen
UPC
KDG
Sky Deutschland
UPC Central Europe
Cyfra+
Astro
North America
Revenues
£429.1m
Europe
Revenues
£428.1m
South America
Revenues
£121.5m
Rest of the World
Revenues
£154.8m
02   PACE PLC ANNUAL REPORT
A world leader in digital 
TV technologies
Pace develops and delivers technologies, 
products and services for digital TV markets 
that enable entertainment and converged 
communication services inside, outside and 
around the home, and in difﬁcult to reach areas 
such as multi-dwelling buildings.
In doing this Pace aims to be the world’s best set-top 
box company: to supply world leading operators with 
innovative products and investing in technologies that 
will deliver growth and increased proﬁtability as the 
world continues its move to digital TV.
1.5p
Full year dividend 1.5p 
per share (2008: 0.6p)
19.3p
Adjusted earnings per share 
19.3p (2008: 7.8p)
6.7%
Adjusted operating margin 
improved signiﬁcantly to 6.7% 
(2008: 3.9%)
+95%
Net cash £73.5m 
(2008: £37.7m)
+52%
Revenues £1,133.4m 
(2008: £745.5m)
+405%
Proﬁt before tax £69.9m 
(2008: £13.8m)
Financial highlights
CONTINUED PERFORMANCE 
IMPROVEMENTS
GLOBAL CUSTOMER BASE
680
580
480
380
280
180
80
-20
-120
-220
£ Million
50
40
30
20
10
0
-10
-20
£ Million
Revenues
PBT
H1 05/06
H2 05/06
H1 06/07
H2 06/07
H1 07
H1 08
H2 08
H1 09
H2 09 In 2009 Pace delivered exceptional growth and record results and is now number two 
set-top box provider to the payTV industry globally.  We consolidated our leadership 
position in the industry, shipping more set-top boxes to more customers and into more 
geographies than ever before. We are now the most diverse set-top box business by 
customer, product and geography globally.  Our scale and product spread underpin our 
resilience, and provide a powerful platform to deliver ongoing sustainable growth.  
Pace remains at the forefront of the biggest changes taking place in digital home 
entertainment.  The quality of, demand for, and spend on digital home entertainment is 
growing.  And we are ahead of the market in identifying and investing in new technologies 
to take advantage of this industry evolution.  From 2010 high deﬁnition  will become 
more mainstream and our operator customers will continue to invest in hybrid TV and 
bandwidth hungry technologies such as 3D, ultra high deﬁnition and whole home 
entertainment systems.
Neil Gaydon, Chief Executive Ofﬁcer
“
”
Our strategic aim is to be at the heart 
of convergence in digital TV, creating a 
platform for our long-term growth.
Whole home and hybrid 
technologies are the cornerstone 
technologies for the converged 
digital TV home, where the set-
top box powers a complete 
entertainment network.  In addition 
to leadership in high deﬁnition 
and PVR, Pace is at the forefront 
of hybrid technology - combining 
broadcast and broadband to 
enable delivery of video content
via the internet (known as over-
the-top services). In the Americas, 
Pace has commenced delivery 
of its industry-ﬁrst ‘whole home’ 
solution for cable operators, 
connecting multiple high deﬁnition 
set-top boxes within the home.
The appetite for convergence 
presents new product opportunities 
as Pace’s focus on innovation 
and strong customer relationships 
allows it to identify, develop and 
commercialise product solutions 
ahead of the market.
BROADCAST
BROADBAND
CONNECTED
HOME
A managed PayTV asset
(TV & Video services gateway) Contents
02 Highlights
04 Chairman’s Letter
05 Chief Executive Officer’s Review
09 Chief Financial Officer’s Review
11 Report of the Directors
21 Directors’ Remuneration Report
29 Statement of Directors’ Responsibilities
30 Independent Auditors’ Report
33 Financial Statements
40 Notes to the Financial Statements
71 Directors, Secretary and Advisers
72 Five Year Record and Shareholder Information
01    PACE PLC ANNUAL REPORT PACE PLC ANNUAL REPORT    04
CHAIRMAN’S LETTER
This success reﬂects the capability and commitment of the 
entire Pace team and highlights the strong fundamentals 
it has built.  Over the last three years Pace has brought 
about transformational change, delivering both organic and 
non-organic growth.  The Group has built up a high quality 
and diverse set of customers and products. We operate 
successfully across most major geographic markets. This 
has translated into consistent proﬁtability.
Pace has proven itself capable of identifying, investing 
in and delivering the new technologies needed by its 
operator customers to enable the delivery of TV-led home 
entertainment.  The technologies within our industry are 
evolving at an increasingly rapid rate, creating new product 
and customer opportunities for the business.  Today this 
revolves around high deﬁnition, personal video recording, 
hybrid and whole home platforms and already, for some, this 
will soon start to include new 3D services.  
We are able to maintain ongoing investment in new 
technology because of the work done to strengthen our 
ﬁnancial position. This means that Pace is at the forefront 
of change within the industry, leading in converged home 
entertainment solutions and diversiﬁcation opportunities 
through our growing Networks division. At the same time 
we have optimised efﬁciency and taken advantage of our 
enlarged scale to ensure we fully deliver on our Vision of 
‘Great products to our customers, every time’.  In doing 
this Pace has achieved a level of maturity in its operations 
that should give you conﬁdence in predictable future 
performance. 
In recognition of our growth and long-term earnings 
potential, the Board introduced a progressive dividend policy 
in 2009.  I am pleased that your Board is recommending a 
ﬁnal dividend of 1.0p per share, giving a full year dividend of 
1.5p per share. 
Our achievements were recognised through a number 
of awards, including a Queen’s Award for Enterprise 
in Innovation and a number of awards recognising the 
importance of Pace’s HR strategy in driving change and 
creating a great place to work. From a ﬁnancial markets 
perspective, we have become a member of the FTSE 250 
and are a top ﬁve quoted company in the UK technology 
hardware sector by market capitalisation. 
Following major improvements in ﬁnancial performance over 
the past three years, on behalf of the Board, I commend 
the management team and all our employees worldwide for 
their achievements and re-emphasize our conﬁdence in their 
ability to take the Group forward as we enter a comparatively 
more mature and predictable phase of our development
If you have any comments on my letter or indeed, any  
part of the Annual Report, I would be delighted to hear  
from you either by writing to me at Pace or by email at  
mike.mctighe@pace.com.
Yours sincerely 
Mike McTighe 
Chairman
2 March 2010
Dear Shareholder – In 2009 your company 
‘came of age’, capitalising on the potential 
created by your management team and the 
global market opportunity for Pace’s digital  
TV technology.
Pace’s performance over the last 12 months represents 
a signiﬁcant achievement, where the management team 
delivered record results ahead of all expectations.  Pace 
is now working at a new level having achieved over £1bn 
revenues and 6.7% return on sales. 05    PACE PLC ANNUAL REPORT
OFFICER’S REVIEW
CHIEF EXECUTIVE
2009 was a record year for Pace when we consolidated 
our global position and became a top two industry leader. 
Through rigorous execution against our strategy, derived 
from our strong company culture, we quadrupled proﬁts, 
grew revenues by 52% to £1.1bn and increased cash 
95% to over £73m. We improved our return on  
sales to 6.7%, so driving towards our  
8% medium term goal. 
Our ability to innovate, together 
with an outstanding performance 
from our operations team, enabled 
us to ship an impressive 17.2m 
products to a global customer base 
of over 100 payTV operators. We 
established ourselves as a major 
player in the Americas growing our 
overall North American business 
and making a strong entry into 
South America. We became 
Europe’s number one set-top 
box supplier and a leader in high 
deﬁnition. We completed the 
integration of the Philips set-top 
box business acquired in spring 
2008, renamed Pace France, 
which is now a fully operational and 
proﬁtable part of the Group. 
Our strategic aim is to put Pace at the heart of convergence within 
the digital TV home. In addition to our high deﬁnition (HD) and PVR 
leadership, we established Pace at the forefront of the new hybrid 
product category. In the Americas we commenced deliveries of our 
ﬁrst ‘whole home’ solution for cable operators. Whole home and hybrid, 
which combines broadcast and broadband content, are cornerstone 
technologies for the converged digital TV home. We will start to launch 
3D services with our customers during 2010; this is an exciting new TV 
viewing experience and we anticipate further product and technology 
developments so as to realise its full visual potential. 
2009 was not just about consolidating 
our leadership position; it was 
also about creating a platform for 
sustainable growth: we have been 
developing our organisation, systems 
and processes to further improve 
customer focus and enable faster 
product innovation, while being more 
efﬁcient. At the same time we have 
ﬁrmly established Pace India as a low-
cost centre of engineering excellence. 
It is now delivering complete product 
designs and new technologies to all 
parts of the Group.
We are experiencing the biggest 
change to TV since it was invented 
with HD, PVR, on demand  services, 
broadband, whole home TV and now  PACE PLC ANNUAL REPORT    06
We are already working with our customers 
and partners on the ‘next-generation’ of set-top 
boxes and new technologies.
through their payTV subscription or 
through free-to-air services such as 
the UK’s recently-launched Freeview 
HD service, which will utilise our latest 
DVB-T2 set-top box development. 
At the same time there will be a 
continued requirement for low-end 
adapter products in the Americas and 
other markets that will support cable 
networks in a complete transition from 
analogue to digital. 
Pace has been instrumental in the 
current growth that the payTV industry 
is experiencing in digital related 
products. We have been successful in 
targeting the world’s most successful 
payTV operators, providing them 
with products to enable the market 
for digital. By 2013 global payTV 
revenues are forecast to reach $14bn, 
in an overall market for digital TV that 
will see annual set-top box shipments 
at over 124 million units.
We also continue our long-term 
commitment to minimise the 
environmental impact of our business 
operations and set-top box products. 
For example, over the last three years, 
total power consumption in our high 
deﬁnition PVRs has been reduced by 
over 70%. 
A trusted partner
Many of our 100+ customers 
consider Pace their supplier of 
choice and technology partner. 
Because our customers operate in 
highly competitive entertainment 
and communications markets, they 
turn to new technology to deliver 
differentiated and engaging services 
to attract and retain subscribers. 
There are opportunities in all our 
markets, in terms of new products 
and new customers. This includes 
markets where we have been strong 
for a number of years in Europe and 
North America, but also in territories 
where we are less established, such 
as South America and Asia.
The underlying theme in all our 
geographic markets is that demand 
for our products has grown, in 
particular for HD. This is an area 
where Pace is an industry leader and 
in 2009 we were in the global top 
two for overall box shipments. Today 
only 4% of global households have 
so far made the switch to HD. But 
researchers expect over 273m HD 
households by 2013, with over 10% 
of global TV households subscribing 
to a HD service. 
We are well placed to capitalise on 
the increasing requirement from 
payTV operators, as HD becomes 
“the norm”. We are delighted that our 
technology will be enabling millions 
worldwide to watch the 2010 football 
World Cup in amazing quality either 
3D; all of this is creating tremendous 
consumer demand for our products 
and services as well as creating new 
revenue streams for our customers. 
Global penetration for most of these 
amazing advancements is still only 
single digit so there is a great deal to 
play for. Over the past year we have 
also seen a shift for payTV from being 
a luxury to almost utility status, as it is 
in the USA. 
As part of our diversiﬁcation 
strategy we began deliveries of our 
MultiDweller
®
 product to two new 
customers, each one using the 
product for very different applications. 
We also recruited ﬁve new distributors 
to our Networks Approved Partners 
programme. In 2010 we will add 
customers and distributors to 
increase our routes to market, grow 
volume shipments and expect to 
breakeven. This will be followed by a 
major market push in 2011 bringing 
return on investment. 07    PACE PLC ANNUAL REPORT
CHIEF EXECUTIVE 
OFFICER’S REVIEW continued
A sustainable future
The Group is at the heart of the 
biggest changes taking place in TV 
from high deﬁnition to converged 
home entertainment communications; 
whole home networking to 
MultiDweller and 3D. Our success 
and that of our payTV customers, 
despite the macro economic climate, 
has demonstrated the value many 
consumers place on high quality 
home entertainment. 
Pace has strong relationships with 
all the leading technology partners 
in the digital ecosystem. Our people 
and products are empowering pay TV 
operators, enabling them to deliver 
services over all digital platforms, 
while at the same time allowing them 
to protect premium content. 
Today, that premium content is 
high deﬁnition and will soon include 
increasingly bandwidth hungry 
technologies such as 3D, ultra high 
deﬁnition and whole home services. 
With Pace’s technology, the payTV 
operator has the network capability, 
service proposition and business 
model to deliver these new services 
and ﬁnance the high quality content 
that makes TV such an engaging 
experience. This is particularly true 
of event TV, from shows such as 
X-Factor and American Idol to major 
sporting events such as The Super 
Bowl, the football World Cup and 
the Champions League. This content 
commands massive audiences – 
almost half of US homes tune into the 
Super Bowl ﬁnal – demanding and 
generating billions of dollars on which 
many media and sports industries 
depend. 
Pay television operators are moving 
quickly to take advantage of hybrid 
technology. Already many of our 
customers are moving towards hybrid 
platforms that combine broadcast and 
broadband delivery. We have led the 
market in this ﬁeld with products such 
as Le Cube for France’s Canal+ and 
Vision+ for BT Vision in the UK. 
Hybrid set-top boxes are powerful 
devices that pay TV operators are 
currently using to add huge libraries 
of on-demand and catch-up TV for 
their customers. These boxes can 
be easily evolved to provide access 
to the open internet for OTT services 
as well as interactive applications such 
as ‘widgets’. And the set-top box, 
unlike most other consumer electronic 
devices, can be upgraded as they 
operate on a managed payTV network; 
ensuring end-users are easily kept 
abreast of the rapidly changing content 
environment. It is a proposition that 
becomes even more important as the 
core set-top box becomes increasingly 
complex due to the convergence of 
home entertainment. 
Driving technology evolution
PayTV operators have successfully used 
advances in broadcast and broadband 
technologies to deliver compelling 
services that engage consumers and 
deliver income growth for the industry. 
The majority of consumers want 
products that are coupled to services. 
This removes the customer care 
headaches of billing, technical support 
and uncertainty around whether the 
technology in which they have invested 
will soon become obsolete. 
As a result the quality, demand for and 
spend on digital home entertainment 
is growing and Pace continues to 
be at the forefront of this technology 
evolution. Our strategy to be at 
the heart of home entertainment 
convergence for the payTV industry will 
enable us to work with our customers 
on what we believe will be the next 
evolutionary shift in our industry.
Moreover, we are already seeing the 
shift occur and Pace has already 
demonstrated early leadership in 
product development. Consumers used 
to HD and PVR and now hybrid set-top 
boxes, will then want smart connected 
devices that give them the ﬂexibility to 
manage and view both professional as 
well as personal content anywhere in 
their home. 
Our strategy to be at the heart of home 
entertainment convergence for the payTV 
industry will enable us to work with our 
customers on what we believe will be the 
next evolutionary shift in our industry.
PAGE CHANGED PACE PLC ANNUAL REPORT    08
In October of last year, Pace 
released its ﬁrst whole home product 
(HCS) in the US. It was released 
to industry acclaim and there has 
been signiﬁcant customer interest. 
Our expertise in home content 
sharing products has also put us 
in a fantastic position to capitalise 
on the convergence market, going 
beyond TV content to the heart 
of entertainment in the home. We 
are convinced that set-top boxes, 
particularly hybrid PVRs, will establish 
a TV-driven home network; it is a 
cost-effective, secure and ﬂexible 
device.
Our market is constantly changing 
and 3D now offers opportunities. In 
the short-term, consumers investing 
in 3D TVs can get a taste of 3D 
with some of our existing boxes. 
But this medium is for the longer 
term, as consumers start seeing 
more of its amazing capabilities 
and full 3D becomes a requirement 
for payTV. This will demand further 
developments in set-top box 
technology. 
By 2013 there will be an installed 
base of 35m 3D capable TV 
screens and we envisage that 
we will be supplying operators 
with 3D enabled products sooner 
rather than later. Many of our latest 
platforms are already ‘3D-ready’ 
and ultra HD, which delivers 16x 
the picture quality of HD, is around 
the corner. These developments 
also reinforce broadcast technology 
as the predominant transmission 
medium for the coming years, given 
the massive bandwidth required to 
deliver 3D over the internet.
Our ability to develop new markets 
has been demonstrated in our 
MultiDweller system. The range of 
MultiDweller products is opening 
up the market for advanced digital 
services by enabling payTV and 
other operators to reach inaccessible 
subscribers, including places such 
as apartment blocks, hotels and 
conurbations that previously have not 
been attached to cable networks. As 
planned, 2009 saw initial commercial 
deployment of the division’s ﬂagship 
product and the announcement 
of the ﬁrst two customers, Canal 
Digital and Quadriga. In 2010 we 
will be adding new customers and 
galvanising distribution routes.
In summary
We are already working with our 
customers and partners on the ‘next-
generation’ of set-top boxes and new 
technologies. These will continue 
to push the boundaries, featuring 
advancements in whole home PVR, 
support for more applications, OTT 
services and widgets, better energy 
efﬁciency and of course 3D. We are 
at the leading edge of technological 
change and have a clear strategy 
to be at the heart of convergence 
for digital TV that we continue to 
successfully execute against. This 
capitalises on our many relationships 
with customers, partners and 
suppliers as well as our technical 
excellence and ﬁnancial resources. 
We now have the ability and capability 
to take advantage of the right market 
opportunities to further develop our 
business. 
Having delivered an outstanding 
performance in 2009, Pace has 
entered 2010 in a strong operating 
and ﬁnancial position; the pay TV 
market continues to be positive and 
there is good demand for the Group’s 
products. Against this backdrop we 
expect a combination of solid volume 
growth and a modestly lower ASP 
resulting from product mix to lead to 
mid single digit revenue growth for the 
year. Gross margins are expected to 
increase, with a focus on operating 
cost and efﬁciency generating 
further improvements in operating 
margin. We will also continue tight 
management of our supply chain 
as we manage a sector-wide risk of 
component shortages. 
The Group looks forward to another 
successful year building on our 
position as a leading global player in 
the digital payTV market.
Neil Gaydon 
Chief Executive Ofﬁcer
2 March 2010 09    PACE PLC ANNUAL REPORT
Our record growth is underpinned by robust 
ﬁnancial management, a strong balance sheet 
and operational excellence.
OFFICER’S REVIEW
CHIEF FINANCIAL
From an operational view point we 
have actively managed this growth; 
our efﬁcient operating structure 
allowed us to achieve maximum 
growth without a proportionate 
increase in overheads. Subsequent 
to the acquisition we developed 
scalable systems and improved key 
performance indicators. These provide 
high quality and best practice ﬁnancial 
information to our business units, 
which enable early issue identiﬁcation 
and rapid decision making. At the 
same time, to support our overall 
business transformation, we have 
established an internal audit function, 
assisted by external professional 
advisors and enhanced our tax, 
treasury and cash management 
capabilities. 
Pace has good customer order 
visibility and the team worked well in 
The Pace business grew dramatically in 2009 as we beneﬁtted 
from our market leading position, particularly in the delivery of high 
deﬁnition products, increased global scale and earlier than expected 
beneﬁts of business synergy programmes put in place following the 
Philips’ set-top box acquisition in 2008. Pace France is now a fully 
operational and proﬁtable part of the Group. 
2009 to anticipate, manage and plan 
for any problems within the supply 
chain, using a range of operational 
tools available to the business. This 
will stand us in good stead during 
2010 as we take into account the 
sector-wide risk of component 
shortages. 
Trading and results
We achieved record growth in 
revenues and shipments of £1.1bn 
and 17.2m set-top boxes respectively. 
We signiﬁcantly increased proﬁt 
before tax, exceptional items and 
amortisation of other intangibles to 
£76.5m (2008: £28.5m). Proﬁt before 
tax was £69.9m (2008: £13.8m). 
Amortisation of other intangibles 
was £6.7m (2008: £3.7m) and basic 
earnings per share were 17.7p (2008: 
4.0p), with adjusted earnings per 
share of 19.3p (2008: 7.8p). PACE PLC ANNUAL REPORT    10
We continued to win new customers 
and expand market share with many 
of our existing customers, enabling 
us to maintain a balance of revenues. 
We delivered 6.2m set-top boxes into 
Europe (2008: 4.7m), 9.7m into the 
Americas (2008: 7.3m) and 1.3m into 
the Rest of the World (2008: 1.1m). 
The Group adopted IFRS 8 
“Operating Segments” from 1 January 
2009. IFRS 8 requires operating 
segments to be identiﬁed on the basis 
of discrete ﬁnancial information about 
components of the Group. These 
segments are regularly reviewed 
by the Pace Board, as the Group’s 
Chief Operating Decision Maker 
(CODM), to allocate resources and 
assess performance. IFRS 8 has 
been applied to aggregate operating 
segments on the grounds of similar 
economic characteristics and the 
Group has determined that it has one 
reportable segment. This position will 
be monitored as the Group develops.
Gross margin was 17.6% for the 
year, versus 18.1% in 2008. There 
was a negative 0.5% impact on 
gross margin due to the one-off 
foreign exchange cost as a result 
of our foreign exchange strategy, 
announced in November 2008 that 
provided certainty to manage the 
business through 2009. Gross margin 
progressively improved from H1 to H2 
(17.2% to 17.9%) as the beneﬁt of the 
Group’s larger buying power started 
to take effect. Average selling prices, 
which are a feature of product mix, 
increased during the year from £57 to 
£66 with a H1 to H2 progression of 
£62 to £70. This development reﬂects 
the growing number of HD boxes in 
the second half after high volume DTA 
shipments in the ﬁrst half.
Last year we introduced return 
on sales (operating margin) on a 
product-by-product basis as a new 
performance measure – this reﬂects 
the beneﬁt of volume shipments and 
pricing on absolute proﬁtability, rather 
than just gross margin, which is not 
always directly linked with proﬁt. 
The ROS benchmark in place for 
each product has ensured that the 
full impact of all activities on overall 
proﬁtability is considered. In 2009 our 
overall ROS was 6.7% (2008: 3.9%) 
due to the growing global demand 
for our products and technologies, 
coupled with our scale and strong 
operating performance. The Group is 
on track to achieve our 8% medium 
term target.
The net interest credit was £0.2m 
(2008: net interest charge £0.7m) 
reﬂecting the positive cash balances 
held throughout the period. A tax 
charge of £18.5m (2008: £2.8m) 
relates to UK tax of £3.8m, as 
remaining tax losses were used, 
overseas tax charges of £13.7m 
and a deferred tax charge of £1.0m. 
Retained proﬁt for the period was 
£51.4m (2008: £11.1m) an increase  
of 365% on 2008.
Foreign Exchange
By currency our revenues are split 
61% in US$, 32% in Euros, with 
other currencies accounting for 7%. 
Electronics component purchasing is 
typically US$ denominated, which is 
reﬂected in the majority of the Group’s 
costs. Using the balance within this 
currency proﬁle, supplemented by 
an effective hedging strategy and 
treasury policy, we have been able 
to minimise the impact of foreign 
currency ﬂuctuations on proﬁt  
before tax.
Overheads 
Overheads, excluding the impact 
of IAS 38 and amortisation of other 
intangibles were £126.5m (2008: 
£105.1m, excluding exceptionals), 
incorporated a full year of the 
overhead base from Pace France. 
R&D spend before capitalisation of 
development expenditure in line with 
IAS was £71.7m (2008: £59.6m) 
as we continued to invest in higher 
speciﬁcation products such as HD 
PVR and new technologies. An 
amortisation credit in relation to 
capitalised development expenditure 
of £2.8m (2008: charge £0.9m) is 
reﬂected in the income statement.
Balance sheet 
There was a net inﬂow of cash into 
the business, further strengthening 
our cash position and we ﬁnished 
the period with a net cash position 
of £73.5m (2008: £37.7m). As a 
result we have been able to continue 
managing the business from our own 
cash and are in a strong position to 
consider potential acquisitions to 
broaden our capability in digital TV 
technologies. We continue to have a 
standby £35m revolving credit facility 
with the Royal Bank of Scotland. 
The balance sheet also reﬂects our 
signiﬁcant business growth, with net 
assets increasing 36% to £196.3m 
(31 December 2008: 143.9m) and net 
working capital increasing to £36.2m 
(31 December 2008: £9.5m). Capital 
expenditure increased to £12.9m 
(31 December 2008: £6.6m)  as 
we invested in improving our head 
ofﬁce facilities, established new 
manufacturing lines to support new 
customer wins and installed industry 
leading reliability laboratories. Our 
investment in reliability is a strong 
point of competitive differentiation and 
over the medium term will support a 
reduction in the overall cost of life of 
our products in the ﬁeld. 
Dividend 
Due to the positive net cash and 
strong business performance, the 
Board has recommended a ﬁnal 
dividend of 1.0p per share, giving a 
full year dividend of 1.5p per share. 
A progressive dividend policy was 
introduced in 2009 with the intention 
of paying in the region of a one third, 
two thirds split between interim and 
ﬁnal dividends.
Basis of preparation
The principal risks and uncertainties 
facing the Group, including those 
referred to in note 1 to these ﬁnancial 
statements, have not changed from 
those set out in the 2008 Annual 
Report and Accounts, except for 
inclusion of the impact of new 
accounting standards applicable  
in the period.
Outlook
Pace is operating in a growing 
marketplace with excellent product 
and technology capabilities. Our 
customer base leads the payTV 
industry ensuring that Pace is at the 
forefront of developments. We have 
established strong fundamentals 
in the ﬁnancial management of the 
Group and are well positioned to take 
advantage of ongoing future growth. 
Stuart Hall 
Chief Financial Ofﬁcer
2 March 2010 11    PACE PLC ANNUAL REPORT
THE DIRECTORS
REPORT OF
PRINCIPAL ACTIVITIES
The Group’s principal activities are the development, design and distribution of digital receivers and receiver 
decoders for the reception of digital television and the reception/transmission of interactive services, telephony 
and high-speed data. The Group also provides engineering design, support services and software applications to 
its set-top box customers. Each of these services may be delivered over satellite, cable, terrestrial and IP network 
transmission systems.
BUSINESS AND FINANCIAL RESULTS
The information that fulﬁls the requirements of the Business Review and Management Report, including a review 
of the Group’s activities, developments and the ﬁnancial results for the year, and the key ﬁnancial performance 
indicators relevant to the business of the Company (principally revenue, gross margin %, proﬁt before tax, return on 
sales and cash), can be found in the Chief Executive Ofﬁcer’s Review and the Chief Financial Ofﬁcer’s Review on 
pages 5 to 10. The aforementioned information is incorporated in this report by reference. There is no information 
which falls to be disclosed pursuant to s. 417 (5) (c) of the Companies Act 2006, other than as noted in the risks 
and uncertainties section below.
RISKS AND UNCERTAINTIES
The following are the key risks and uncertainties relevant to the business of the Group:
Customers and Markets
Orders placed by the Group’s payTV customers are typically large one-off orders for delivery over a number of 
months with supplemental orders for additional volumes. As the eventual deployment of the set-top boxes can 
be unpredictable, revenues can be volatile. The difﬁculty in predicting the Group’s business ﬂow and its risks can 
be exacerbated by a number of other factors including, for example, the development process for an advanced 
set-top box, which can take over 12 months. The Group works on long lead times (eg 4 months or more) for 
component supply and manufacture, typical of the Industry. In the US market, in particular, customers’ ﬁrm order 
lead times may be less than the component lead times. There are third party delivery risks, for example, difﬁculties 
in the delivery of components or software code, and the ﬁnal go ahead for manufacture and ﬁrm contractual 
commitments is usually dependent on product approvals and acceptance both from the operator and sometimes 
from third parties. The Group is also exposed to the industry wide inherent risk of supply chain failure. The Group 
has put in place procedures to monitor the ﬁnancial and operating strength of key suppliers. In addition, it utilises 
dual or multi source where appropriate to mitigate this risk.
Product Liability Claims
In common with many companies in the Industry, the Group is exposed to the risk of product liability claims made 
by customers or affected third parties, should the Group’s products not fulﬁl the terms of the contracts under which 
they are sold. The Group has in place quality control and other operational procedures to mitigate this risk.
Credit Risk
The central Finance function of the Group obtains reports from third party sources in respect of the credit 
worthiness of key customers and suppliers and sets individual credit limits as appropriate. A credit insurance policy 
is maintained, which provides cover over certain debtors, subject to excesses, and the exposure to credit risk is 
monitored on an ongoing basis. Deposit investments are generally undertaken only in liquid securities and with 
counterparties that have appropriate credit ratings. 
The directors present their report to shareholders on pages 
11 to 20 together with the audited ﬁnancial statements for 
the year (“year”) ended 31 December 2009 (prior ﬁnancial 
period, year ended 31 December 2008).  PACE PLC ANNUAL REPORT    12
Royalties
The Group’s products incorporate third party technology, usually under licence. Inadvertent actions may expose the 
Group to the risk of infringing third party intellectual property rights. Potential claims can be submitted many years 
after a product has been deployed.
Regulatory
The Group remains exposed to changes in the regulatory environment, including potential modiﬁcations to import 
duty regimes, and legislation relevant to the Group’s products.
Currency Risks
The standard ‘industry currency’ is the US dollar, with the majority of components and manufacturing capacity 
purchased in this currency. However, due to part of the Group’s revenues being in Sterling and Euros, the Group is 
exposed to the risk of foreign currency movements. To manage this risk, the Group’s treasury policy is progressively 
to cover cash ﬂows when these are sufﬁciently certain and to seek price variations through contractual mechanisms 
where signiﬁcant currency movements occur.
FINANCIAL RESULTS
The consolidated income statement for the year is set out on page 33. The proﬁt before tax was £69.9m (year 
ended 31 December 2008: £13.8m) and the proﬁt before tax, exceptional items and amortisation of other 
intangibles was £76.5 million (year ended 31 December 2008: £28.5 million).
DIVIDEND
The directors recommend the payment of a ﬁnal dividend of 1.0p per ordinary share (year ended 31 December 
2008: 0.6p) to be paid on 2 July 2010 to shareholders on the register at the close of business on 4 June 2010. An 
interim dividend of 0.5p per ordinary share was paid during the year (year ended 31 December 2008: nil).
SHARE CAPITAL
Details of the Company’s share capital including changes for the year and the rights attaching to the ordinary 
shares are contained in Note 20 on pages 63 to 64, and are incorporated in this report by reference.
SIGNIFICANT SHAREHOLDINGS 
The Company has been notiﬁed of the following signiﬁcant shareholdings as at 2 March 2010.
      Number    % of issued  
      of shares  share capital 
David Hood and related family trusts   34,117,539  11.24 
Prudential plc Group of Companies   20,807,071  6.85 
Gartmore Investment Management   14,931,083  4.92 
Pace plc Employee Beneﬁts Trust   9,712,349  3.20 
Legal & General Group plc    9,960,795  3.28
DIRECTORS 
The names of the current directors of the Company are shown below. All those listed held ofﬁce throughout  
the year.
Mike McTighe 
Mike was appointed a Non-executive Director in June 2001 and became Chairman on 1 May 2006. He is currently 
Chairman of Volex Group plc, a member of the board of Ofcom and Chairman of a number of private equity-
backed companies. Previously he was Chairman  & CEO of Carrier1 International SA, and before that Executive 
Director & Chief Executive, Global Operations of Cable & Wireless plc. Prior to these experiences, Mike spent 5 
years with Philips, 5 years with Motorola, and 10 years with GE. 13    PACE PLC ANNUAL REPORT
REPORT OF 
THE DIRECTORS continued
Neil Gaydon
Neil was appointed Chief Executive Ofﬁcer in April 2006. He was appointed to the Board in June 2002 as 
Worldwide Sales and Marketing Director. He has been with the Company since 1995 and as President, Pace 
Americas spearheaded the development of the Company’s US business between 1999 and December 2003. Prior 
to this he was Regional Sales Director EMEA and head of New Business Development and Product Marketing for 
the Company. 
Pat Chapman-Pincher 
Pat was appointed a Non-executive Director in February 2005 and became Senior Independent Director in May 
2006. She has over 30 years’ experience in the communications industry from senior roles in multinational Internet 
and telecoms companies to participating in technology company start-ups. A founding partner of the Cavell Group, 
which specialises in operational consultancy IP and wireless technologies, she is a non-executive director of 
Stepstone ASA, Omniplug Ltd. a non-executive director of Friends of the Earth, and of Groundwork East London. 
Pat is also a member of the Advisory Board of Bradford School of Management. 
John Grant
John was appointed a Non-executive Director on 1 August 2008. John spent his executive career in a variety of 
senior international roles within the automotive industry and other engineering businesses. He was Chief Executive 
of Ascot Plc between 1997 and 2000. Prior to that, he was Group Finance Director of Lucas Industries Plc 
(subsequently Lucas Varity Plc) between 1992 and 1996. He previously held a number of senior positions within 
Ford Motor Company in Europe and the USA. John is Non-Executive Chairman of Torotrak Plc, Gas Turbine 
Efﬁciency Plc and Surion Energy Ltd, and Non-Executive Director of Melrose Plc, MHP S.A. and Royal Automobile 
Club Ltd.
Stuart Hall
Stuart was appointed Chief Financial Ofﬁcer and joined the Board in April 2007. Before joining the Company he 
was Group Finance Director of IQE plc and prior to that Finance Director of Energis Squared Limited and Director 
of Performance Management for Energis Group plc. He has also been Finance Director at WBF Ltd, part of the 
Adare Printing Group plc, Carnography plc and Race Electronics. He qualiﬁed as a Chartered Accountant with 
BDO Binder Hamlyn.
Mike Inglis
Mike was appointed a Non-executive Director in July 2008. He is currently EVP and General Manager of the 
Processor Division of ARM Holdings having previously been EVP , Sales and Marketing. Before joining ARM, he 
worked in management consultancy with A.T. Kearney and held a number of senior operational and marketing 
positions at Motorola. He previously worked in semiconductor sales, marketing, design and consultancy with Texas 
Instruments, Fairchild and BIS Macintosh and gained his initial industrial experience with GEC Telecommunications. 
He is a chartered engineer and a Member of the Chartered Institute of Marketing.
David McKinney
David was appointed Chief Operating Ofﬁcer in April 2006 and joined the Board on 24 October 2006. He has been 
with the Company since November 2005, joining as Director of Engineering and Operations with responsibility for 
operations, engineering, test and quality strategy. Previously David spent ten years in the semiconductor industry 
including NEC Semiconductors and Digital Equipment Corporation, before moving to and spending over ten years 
in the telecommunications sector including Motorola and Royal Philips Electronics, where he held senior executive 
and operational management roles. David is a Graduate of the Royal Society of Chemistry and holds an MBA.
Neil Gaydon and Pat Chapman-Pincher will retire by rotation at the Annual General Meeting of the Company 
and offer themselves for re-election. Details of the executive directors’ service contracts and the non-executive 
directors’ letters of appointment are disclosed on page 25. PACE PLC ANNUAL REPORT    14
PAYMENT TO SUPPLIERS 
It is the policy of the Group to agree terms and conditions for its business transactions with suppliers, which 
are varied from time to time. Payment is made in accordance with those terms, subject to the other terms and 
conditions being met by the supplier. The Group does not follow any code or standard on payment practice. 
Creditor days at the end of the period for the Group were 71 days (31 December 2008: 63 days) and for the 
Company were 71 days (31 December 2008: 63 days).
RESEARCH AND DEVELOPMENT
The directors regard it as fundamental to the future success of the Group to engage in a substantial ongoing 
programme of research and development of new products, spending £71.7 million in the year (year ended 31 
December 2008: £59.6m) and charging £68.8 million (year ended 31 December 2008: £60.5m) to the income 
statement during the year following the treatment under IAS38.
DONATIONS 
During the period the Group donated £45,000 (year ended 31 December 2008: £40,000) to charitable causes. No 
political donations were made. Further details of the charitable and community-related activities of the Group are 
given on page 18.
CORPORATE GOVERNANCE 
The directors believe that the Company has complied throughout the period with the Combined Code on 
Corporate Governance, as revised and adopted by the Financial Reporting Council. The Board conﬁrms that it has 
established the necessary procedures designed to maintain a sound system of internal control and that there is an 
ongoing process for identifying, evaluating and managing the signiﬁcant risks faced by the Company.
BOARD OF DIRECTORS 
The Group is controlled through the Board of Directors, which comprises three executive and four non-executive 
directors who bring a wide range of skills and experience to the Board. Biographical details of all directors are to 
be found on pages 12 and 13. The Chairman, Mike McTighe, is mainly responsible for the running of the Board 
ensuring, together with the Company Secretary, that it receives timely and clear information appropriate to enable 
it to discharge its duties. The responsibilities of the Chief Executive Ofﬁcer, Neil Gaydon, focus on running the 
Group’s business and implementing Group strategy. The Chief Executive Ofﬁcer is assisted in managing the 
business on a day-to-day basis by the Executive Committee as further described below. All the non-executive 
directors are deemed by the Board to be independent. In addition, the Board has designated Pat Chapman-
Pincher as the Senior Independent Director. All directors have access to the advice and services of the Company 
Secretary and are able to take independent professional advice at the Company’s expense in the furtherance of 
their duties, if necessary. All directors, in accordance with the Combined Code, submit themselves for re-election at 
least once every three years. New directors receive a programme of tailored induction on joining the Board and all 
directors are offered the opportunity to continually update their skills and knowledge by attending external training 
events. The Company has in place procedures to deal with directors’ conﬂicts of interest and the Board is satisﬁed 
that these procedures operate effectively. 
The Board has a formal schedule of matters speciﬁcally reserved to it and normally meets at least nine times 
each year. It is responsible for overall Group strategy, acquisition and divestment policy, approval of major capital 
expenditure projects and consideration of signiﬁcant ﬁnancing matters. It reviews the strategic direction of the 
Group and conducts formal strategy reviews together with other senior executives within the Group at least once a 
year. The Chairman holds meetings with the non-executive directors without the executive directors being present 
at least twice during the year. 
It is the policy of the Board to undertake a formal review and evaluation of its performance including the 
performance of its committees, the Chairman and individual directors on an annual basis. During the year the 
Board agreed that it would beneﬁt from its ﬁrst external board effectiveness review. Dr Tracy Long of Boardroom 
Review was appointed to act as an independent facilitator for the Board evaluation process. The evaluation 
process included one-to-one interviews with each director and the Company Secretary, Board and Committee 
meeting observation and review of relevant papers. Feedback from the review was provided in the form of a written 
report and presentation to the Board, which then discussed its ﬁndings.  15    PACE PLC ANNUAL REPORT
REPORT OF 
THE DIRECTORS continued
BOARD COMMITTEES
The Board has established the following committees, each of which has written terms of reference specifying its 
authority and duties and copies of which are publicly available on the Company’s website: www.pace.com.
The Audit Committee is comprised of independent designated non-executive directors, Pat Chapman-Pincher, 
Mike Inglis and John Grant, who is the Chairman of the Committee. Mike Inglis joined the Committee in November 
2009. The Committee has primary responsibility for making recommendations on the appointment, reappointment 
or removal of the auditors and reviewing their independence. It receives and reviews reports from management and 
from the auditors (including internal auditors) relating to the interim and annual accounts and the control systems in 
use throughout the Group. Meetings are held by the Committee with the auditors without executive management 
being present at least once a year and the Committee reviews arrangements by which staff may, in conﬁdence, 
raise concerns about possible improprieties, including review of the Group whistleblowing policy. 
The Executive Committee is chaired by Neil Gaydon as Chief Executive Ofﬁcer. The Committee generally meets 
once a month and ensures that the strategy, plans and policies previously agreed or delegated by the Board are 
implemented.
The Executive Committee comprises the three executive directors together with the following senior executives:
Anthony Dixon  General Counsel  
Jill Ezard  Director of Human Resources  
Mathias Hautefort President, Pace France 
Helen Kettleborough Director of Communications  
Michael Pulli  President, Pace Americas  
Scott Sheldon  Chief Strategy Ofﬁcer 
Richard Slee  President, Pace UK
The Remuneration Committee is comprised of Mike McTighe and independent designated non-executive directors 
John Grant and Pat Chapman-Pincher, who is the Chairman of the Committee. The Committee is responsible 
for setting the remuneration of the executive directors and other members of the Executive Committee including 
making recommendations regarding the grant of share options. The members of the Committee have no personal 
interest, other than as shareholders, in the matters to be decided, no potential conﬂicts of interest arising from 
cross-directorships and no day-to-day involvement in the running of the business. 
The Nominations Committee is comprised of non-executive directors Pat Chapman-Pincher, John Grant, Mike 
Inglis and is chaired by Mike McTighe. Its purpose is to consider and make recommendations to the Board 
regarding the appointment of new directors. 
BOARD AND COMMITTEE MEETINGS ATTENDANCE
 Board Audit Remuneration Nominations 
  Committee Committee Committee
Total Meetings 9 4 4 1 
Pat Chapman-Pincher 9 4 4 1 
Neil Gaydon 8 – – – 
John Grant 9 4 4 1 
Stuart Hall 8 – – –  
Mike Inglis 9 1* – – 
David McKinney 9 – – – 
Mike McTighe 9 – 4 1
* director appointed to Committee in November 2009 PACE PLC ANNUAL REPORT    16
DIRECTORS’ REMUNERATION 
The Remuneration Committee reviews the performance of the executive directors and other members of the 
Executive Committee as a prelude to recommending their annual remuneration, bonus awards and award of share 
options to the Board. The ﬁnal determinations are made by the Board as a whole but no director plays a part in any 
discussions concerning their own remuneration. There are no agreements between the Company and its directors 
or employees providing for compensation for loss of ofﬁce or employment (whether through resignation, purported 
redundancy or otherwise) that occurs because of a takeover bid.
The Remuneration Report of the Directors to shareholders is set out on pages 21 to 28 and includes the 
remuneration policy of the Company and details of directors’ incentive payments and the related performance 
criteria.
AUTHORITY TO PURCHASE OWN SHARES 
At the Annual General Meeting in 2009 the Company was authorised by shareholders to purchase up to 
44,860,000 of its own ordinary shares, representing 14.99 per cent of its issued share capital as at March 2009. 
The Company did not utilise this authority during the year. The authority for the Company to purchase its own 
shares expires at the conclusion of the Annual General Meeting in 2010 and a resolution to renew it will be 
proposed at that meeting.
ACCOUNTABILITY AND AUDIT 
A detailed review of the performance of the Group’s business is contained in the Chief Executive Ofﬁcer’s Review 
and the Chief Financial Ofﬁcer’s Review. These statements, together with the Letter from the Chairman and the 
Report of the Directors, are intended to present a balanced assessment of the Group’s position and prospects. The 
directors’ responsibility for the ﬁnancial statements is described on page 29 and the responsibilities of the auditors 
are described on page 30.
INTERNAL CONTROLS 
Overall responsibility for the Group’s system of internal control rests with the Board. The Board has delegated 
certain of its powers to the Audit Committee to review the effectiveness of the systems of control and to receive 
reports from the auditors (internal and external) and from the management relating to the interim and annual 
accounts and the control systems in use throughout the Group. 
During the year and up to the date of this report, the Board carried out reviews of the effectiveness of the Group’s 
internal controls. 
The reviews were undertaken in accordance with the Financial Reporting Council’s guidance under the following 
headings and were aimed at clearly identifying the systems already in place and the action plans necessary to 
improve areas of control weakness. 
THE CONTROL ENVIRONMENT 
Subject to those powers and limits of authority reserved by the Board, and to the Group policies and guidelines 
they have established, the conduct of the business of the Group is delegated within a clearly deﬁned organisational 
structure and approved level of authority. The Board has also adopted a Code of Business Ethics, which has been 
incorporated into the Employee Handbook issued to all employees.
RISK ASSESSMENT 
The directors and senior managers are responsible for identifying and monitoring sources of potential business risk 
and ﬁnancial risk, and for taking such preventative and protective actions as they consider necessary to manage 
such risks effectively. During the year a risk assessment review of the Group’s business has been conducted in 
conjunction with the Executive Committee. The Board has received and considered this review as part of an annual 
risk and control assessment.  17    PACE PLC ANNUAL REPORT
REPORT OF 
THE DIRECTORS continued
The Group’s systems are designed to identify and manage rather than eliminate signiﬁcant business risks, including 
the risk of failure to achieve business objectives and can only provide reasonable not absolute assurance against 
material misstatement or loss. Business risks are identiﬁed, evaluated and managed through functional line 
management reporting to divisional meetings, Executive Committee meetings and Board meetings as appropriate. 
Each member of the Executive Committee is required to highlight and report on any signiﬁcant business risks 
identiﬁed within their sphere of responsibility. 
The key business risks associated with the timely completion of long-term development projects and on-
going business risks, including alleged infringement of third party intellectual property rights, are managed by 
cross-functional teams of senior employees. Business continuity plans addressing physical risks to the Group’s 
development sites are reviewed and updated at least annually. The Group has adopted Customer Account Teams 
grouped within Strategic Business Units (SBUs) so as to focus the business on customer needs. The senior 
managers within the Customer Account Teams also monitor the ﬁnancial and business risks, including competitor 
risks, associated with the delivery of agreed plans, reviewing such matters at Business Review Meetings held on a 
regular basis and attended by members of the Executive Committee.
FINANCIAL CONTROL AND INFORMATION SYSTEMS
The Group’s strategic direction is reviewed regularly by the Board and plans, budgets and performance targets are 
reviewed and approved at least annually. Directors receive monthly summaries of ﬁnancial results which compare 
actual performance with targets, together with detailed management reports that identify the reasons for variances 
and the progress achieved. Business planning documents are revised on a regular basis in line with actual and 
expected performance.
CONTROL PROCEDURES
Financial control procedures have been developed for all of the main business functions and have been 
documented in a procedures manual. Authorisation limits for purchases and capital expenditure are speciﬁed and 
procedures are in place for minimising exposure to potential weaknesses in the receipt, handling and despatch of 
goods. The Group’s main premises have received accreditation for BSI ISO 9001: 2000. 
MONITORING SYSTEMS
Monitoring of the internal control systems is carried out by the centralised Group Finance Function.
The Audit Committee considers annually whether there is a need to appoint a dedicated internal auditor and 
during the year the Committee appointed BDO Stoy Hayward to act as internal auditors, performing an agreed 
programme of internal audits in collaboration with the Company’s Head of Risk Assurance and management. BDO 
Stoy Hayward attended and presented their reports to each of the Committee meetings during the year.
The Audit Committee also reviews external auditor objectivity and independence and has adopted a formal policy 
regarding the basis on which the auditors may be appointed to perform non-audit services. 
Although no system of internal ﬁnancial control can provide absolute assurance against material misstatement 
or loss, the Group’s systems are designed to provide the directors with reasonable assurance that transactions 
are authorised and completely and accurately recorded, that assets are safeguarded and that material errors, 
irregularities and actions contrary to Group policies and directions are either prevented or promptly discovered. 
GOING CONCERN 
The directors, having taken account of the Group’s available bank facilities and cash resources and having 
reviewed the Group’s budget and forecasts for the period to 31 March 2011, consider that the Group has adequate 
resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the 
going concern basis in preparing the ﬁnancial statements.  PACE PLC ANNUAL REPORT    18
CORPORATE SOCIAL RESPONSIBILITY 
EMPLOYMENT POLICIES 
The directors recognise the importance of the Group’s employees to its success and future development and 
are committed to providing an environment that will attract, motivate and reward high quality employees. The 
Group continues to invest in a range of internal and external initiatives to promote employee development. This 
commitment has been acknowledged by Investors in People (IIP) recognition. 
Employees are kept informed of matters affecting them as employees and factors affecting the performance of the 
Group through monthly employee meetings/brieﬁngs and a Company newsletter, “Pacesetter”. In the UK, meetings 
of the Employee Partnership, an elected forum for the discussion of work related issues, are held with members of 
the Executive Committee at least four times per year. 
The Group welcomes applications for employment from all sectors of the community and is striving to promote 
equality of opportunity in employment regardless of age, sex, sexual orientation, disability or ethnic origin. It is the 
Group’s policy that training, career development and promotion opportunities should be available to all employees. 
In the event that an employee becomes disabled, the Group makes reasonable adjustments where any aspect of 
premises or working practices puts such a disabled employee at a substantial disadvantage compared with a non-
disabled employee. 
HEALTH AND SAFETY 
The Group has an established Health and Safety Committee made up of health and safety representatives, the 
health and safety ofﬁcer and other persons with expert knowledge who review health and safety issues relevant to 
the Group’s business. Other safety-related committees also conduct periodic reviews of speciﬁc work practices. 
These actions complement the Health and Safety Executive’s “Working Well Together” initiatives adopted and 
implemented by the Company. 
In the UK the health and safety adviser continues to carry on ergonomic risk assessments and developing 
ergonomic strategies whilst safety representatives and ﬁre wardens conduct site inspections. These activities 
along with others contribute to the further advancement of local workplace health and safety awareness and 
improvement. Generic and detailed risk assessments, chemical assessments and safe systems of work guidance 
are maintained for the beneﬁt of employees on the Company’s Intranet site.
The importance of ongoing health and safety awareness training for managers and safety representatives is 
recognised. As part of this process a number of health and safety “tool-box talks” have been designed to replace 
the IOSH Managing Safely courses previously provided.
The number of UK workplace accidents during the year was 13 and, as in previous years, none of these was 
reportable under RIDDOR. A report concerning health and safety aspects of the Group’s business and copies of 
speciﬁc Group safety policy documents can be obtained from the Company Secretary. 
CHARITABLE AND COMMUNITY SUPPORT 
The Group has an established Charitable Donations Committee comprising employees based at the Group’s 
premises in the UK, the USA and France. The committee, which meets once a month, considers all requests for 
charitable and community project assistance within a ﬁnancial budget and criteria approved by the Board on an 
annual basis. 
The Group’s support through the committee is focused on the local geographical area of Pace’s premises in 
Saltaire, Paris, Bangalore and Boca Raton in Florida, as well as the charitable and community initiatives of Group 
employees. The corporate charity policy focus is to support local charities of beneﬁt to the local area and people 
living close to each Group site. 
During the year requests for support were considered by the committee, 129 of these satisfying the criteria and 
receiving ﬁnancial support amounting to £45,000. The participation of employees of the Group in community 
and charitable activities outside work hours has been encouraged by the provision of funds to match individual 
sponsorship raised.  19    PACE PLC ANNUAL REPORT
REPORT OF 
THE DIRECTORS continued
ENVIRONMENTAL MANAGEMENT 
During the year the Company set environmental targets and achieved the following outcomes in respect of its 
chosen measures of environmental impact:
Activity/ImpactObjective Target Status Comment
Supply Chain Improve Supply 
Chain involvement
As part of the partner & supplier 
conference include environmental impact 
of supply chain – March 2009. Develop 
and implement a mechanism to measure 
and improve supplier environmental 
performance by Dec 2009.
Target achieved Conference held in Mar 
09. Trial supply chain 
impact assessment 
complete.
Product Reduce the   
environmental 
impact of our 
STBs
Power consumption – the hardware 
design of every Pace product will comply 
with or exceed the EU Code of Conduct, 
Energy Star or MEPS guidelines. In 
regions where no guidelines exist, Pace 
will apply the closest guidelines to 
these areas. Pace will work with its key 
partners to drive compliance across all 
aspects of the ﬁnal product, including 
software.
Target achieved 100% of applicable 
projects are compliant 
with this target.
Product Reduce the 
environmental 
impact of our 
STBs
Packaging – all materials used in 
the packaging of Pace products will 
be 100% recyclable. Pace is setting 
a minimum standard of 50% of all 
materials used in packaging to be 
sourced from recycled materials.
Ongoing 50% target exceeded.
Product Reduce the 
environmental 
impact of our 
STBs
Hazardous substances – Pace is going 
beyond current legislation with its own 
extensive ‘Restricted Substances’ list. 
Pace will phase out these additional 
Restricted Substances from all future 
products going forwards.
Ongoing YTD 68% of suppliers 
are conﬁrmed compliant 
– others expected to be 
conﬁrmed by end Q2 
2010.
Site Operations Reduce CO2 
emissions
Achieve a measurable reduction in CO2 
from 2008 levels by Jan 2010.
Not Achieved Scope of footprint 
has increased due to 
inclusion of Pace France.
Site Operations Global certiﬁcation 
to ISO 14001
Achieve ISO14001 certiﬁcation in Pace 
India Dec 2009 and Pace France July 
2010.
Ongoing Pace India certiﬁcation 
achieved.
Community Improve local 
environment
Conduct one volunteer activity per site 
by Aug 2009.
Ongoing Activity complete in Pace 
Americas. Others will be 
complete in 2010.
Awareness Increase employee 
environmental 
awareness
Implement an awareness programme 
focusing on individual employee energy 
consumption by July 2009.
Target achieved Programme rolled out 
in June by the internal 
communications team.
The Company has maintained certiﬁcation to the international management standard ISO 14001 at its Saltaire and 
Florida sites and for the ﬁrst time achieved certiﬁcation at the Bangalore site. Group Environmental Policy has been 
applied to all Pace sites worldwide. 
The Company is a signatory to the European Code of Conduct on Energy Efﬁciency of Digital TV Service 
Systems (EU Code of Conduct), ENERGY STAR Program Requirements for Set-top Boxes and MEPS (Minimum 
Energy Performance Standard). Pace is committed to ensure that all products are designed to minimise energy 
consumption through its ‘design for Environment’ programme.
The Company continues to monitor the environmental impacts of all its activities, details of which are available from 
the Company Secretary or the Company’s website.
P PACE PLC ANNUAL REPORT    20
AUDITORS 
KPMG Audit Plc held ofﬁce as auditors during the year. A resolution for the re-appointment of KPMG Audit Plc will 
be proposed at the forthcoming Annual General Meeting. 
The Audit Committee reviews the independence and objectivity of the auditors, considering whether, taken as 
a whole, the various relationships (if any) between the Group and the auditors impair, or appear to impair, the 
auditors’ judgement or independence.
Each of the directors who held ofﬁce at the date of approval of this Report of the Directors conﬁrms that, so far 
as they are aware, there is no relevant audit information of which the Company’s auditors are unaware; and the 
directors have each taken all the steps that they ought to have taken as a director to make themselves aware of 
any relevant audit information and to establish that the Company’s auditors are aware of that information. 
RELATIONS WITH SHAREHOLDERS 
The Board has continued to establish and maintain relationships with institutional shareholders and communicates 
with investors through the Group’s web site (www.pace.com). A programme of meetings with institutional 
shareholders is in place (at which institutional shareholders are offered the opportunity to meet with non-executive 
directors) and analyst presentations are made following announcement of the interim and annual results. 
Shareholders are welcome to participate at the Annual General Meeting at which the Board will be available for 
questions. 
ANNUAL GENERAL MEETING 
The Annual General Meeting of the Company will be held on 19 April 2010 at the ofﬁces of the Company at Salts 
Mill, Victoria Road, Saltaire, West Yorkshire, BD18 3LF. Full details of the business to be transacted at the meeting 
will be set out in the Notice of Annual General Meeting.
RESPONSIBILITY STATEMENT OF THE DIRECTORS
A statement of the responsibilities of the directors is contained on page 29. The directors whose names appear on 
pages 12 and 13 conﬁrm that to the best of their knowledge:
 and fair view of the assets, liabilities, ﬁnancial position and proﬁt or loss of the Company and the undertakings 
included in the consolidation taken as a whole; and
 position of the Company and the undertakings included in the consolidation taken as a whole, together with the 
description of the principal risks and uncertainties that they face.
By order of the Board 
Anthony J Dixon  
Company Secretary
2 March 2010 21    PACE PLC ANNUAL REPORT
The directors present their report to shareholders on pages 21 to 28 regarding remuneration matters in respect of 
the year ended 31 December 2009. 
REMUNERATION COMMITTEE 
The Remuneration Committee (the Committee) is responsible for setting the individual remuneration of the 
executive directors and other members of the Executive Committee within the framework of the remuneration 
policy described below, which is set by the Board. 
The Directors who were members of the Committee during the year ending 31 December 2009 were Pat 
Chapman-Pincher (Chairman of the Committee), Mike McTighe and John Grant. For guidance, the Committee 
makes use of surveys of executive pay and knowledge of market rates. The CEO and Director of HR also attended 
Remuneration Committee meetings during the year by invitation and provided advice to the Committee to enable 
it to reach informed decisions. No director was present when their remuneration was being discussed. The 
Committee was assisted in its consideration of remuneration matters by Kepler Associates, who were appointed as 
sole remuneration advisers in September 2008. Kepler Associates provided no other services to the Group in the 
year. Pinsent Masons, legal advisers to the Company, also advised the Committee regarding certain share option 
related issues. 
REMUNERATION POLICY 
The Board believes that it is necessary to ensure that the remuneration packages of the executive directors remain 
competitive in order to attract, retain and motivate executive directors and senior managers of a high calibre and 
to reward them for performance. The policy is for a signiﬁcant proportion of executive directors’ total remuneration 
to be capable of being earned from variable, performance-based incentives, through annual bonuses and share 
based incentives. The objective of this policy is to provide rewards and incentives that reﬂect corporate and 
individual performance and align management’s objectives directly with those of the Shareholders. More than half 
of an executive director’s remuneration is variable and is linked to corporate performance. 
The Board’s policy in relation to non-executive directors continues to be to pay fees that are competitive with the 
fees paid by comparable quoted companies. Non-executive directors’ fees are determined by the Board as a 
whole within the limits set out in the Company’s Articles of Association. Non-executive directors are not eligible for 
performance bonuses or pension contributions and do not participate in the share option plans. Non-executive 
remuneration is generally reviewed annually.
SALARY 
Basic salary for each executive director is determined by the Committee, taking into account the performance of 
the individual and information from independent sources on external market salary levels for comparable jobs with a 
view to salaries being set around the median level for comparable companies. In setting senior executives’ salaries, 
the Committee also takes into account pay and employment conditions in the Group as a whole. Salary is generally 
reviewed around the time of commencement of each ﬁnancial year. Such a review took place in January 2009 and 
as a result 2009 salaries of members of the Executive Committee (including executive directors) were frozen at 
2008 levels. The Committee sought advice from remuneration consultants with regard to the salary review which 
took place in January 2010 and took into account the signiﬁcantly increased turnover and international scale of the 
Group. As a result of this review the annual salaries of the executive directors for 2010 were revised as follows: Neil 
Gaydon £460,000; Stuart Hall £300,000; David McKinney £290,000. 
PERFORMANCE BONUS 
The Company established a non-pensionable performance-related bonus plan for the executive directors and 
other key members of management for the year ended 31 December 2009, which was based on the successful 
achievement of corporate and individual objectives. The corporate objectives were linked to the key drivers of 
REMUNERATION REPORT
DIRECTORS’ PACE PLC ANNUAL REPORT    22
value creation for shareholders and the key measure therefore was the proﬁtability of the Group for the full ﬁnancial 
year. Achievement of the 2009 bonus was dependent on the Group’s pre-tax proﬁts (before certain exceptional 
items) exceeding £25 million with the capacity to earn additional bonus increments upon achievement of higher 
proﬁt targets up to a ceiling of £38 million. In addition, a number of individual personal objectives were set for 
each director and manager, which were aligned with the objectives of the Group for the year. The maximum bonus 
achievable by the executive directors in the event that all corporate and individual targets were met was 150% of 
basic annual salary with one third of any bonus earned being deferred into shares in the Company for a period 
of two years under the Group Deferred Share Bonus Plan. The Committee retained a discretion to reduce the 
bonus otherwise payable by up to 20% based on their assessment of the management of the Company’s cash 
position during the year. The Committee, having regard to the performance during the period, determined to award 
maximum bonus to each of the executive directors under the 2009 annual performance bonus.
In addition, whilst the normal ceiling for such bonus payments remains at 150% of annual salary, as announced in 
the 2008 Remuneration Report, the Committee offered members of the Executive Committee (including executive 
directors) the opportunity to earn an “exceptional” bonus of up to 100% of annual salary, at the discretion of the 
Committee, payable only in the event of exceptional Group and individual performance which has secured the 
delivery of very signiﬁcant beneﬁt to shareholders. The Committee intended that such exceptional bonus would 
be earned only for performance signiﬁcantly in excess of that already rewarded through the annual bonus. The 
Committee determined to award such an exceptional bonus to each member of the Executive Committee as 
reward to reﬂect the ﬁnancial performance of the Company during 2009 which was signiﬁcantly in excess of 
the maximum annual bonus target referred to above. In the case of the executive directors, each will receive 
an exceptional bonus equivalent to 100% of annual salary. This exceptional bonus will be paid in its entirety in 
shares deferred for 2 years under the Group Deferred Share Bonus Plan and normally be subject to forfeiture if the 
executive leaves the Group during this period.
In respect of the 2010 ﬁnancial year the Committee has reviewed the executive bonus structure with its 
remuneration advisers and whilst it proposes that the annual bonus will continue to be based primarily on the 
achievement of Group PBT, the Committee will retain discretion to reduce the bonus otherwise payable to 
executive directors by up to 20% based on their assessment of the executive directors’ management of the 
Company’s cash position during 2010. One third of any earned bonus will continue to be deferred into Pace shares 
under the Group Deferred Share Bonus Plan.
BENEFITS IN KIND 
Each executive director is entitled to beneﬁts such as the provision of a fully expensed company car plus fuel 
(or cash alternative), private medical insurance, permanent health insurance, life insurance and where applicable 
relocation assistance.
PENSION CONTRIBUTIONS 
In the year ending 31 December 2009, contributions were paid into the executive directors’ pension schemes at 
rates determined by the Board. Contributions have continued to be paid during the current year at the rate of 15% 
of each director’s basic salary. The Group does not operate any deﬁned beneﬁt schemes. 
PERFORMANCE SHARE PLAN
Following the approval of shareholders at the 2009 AGM, a new Performance Share Plan (“PSP”) was introduced, 
with all Group employees (including executive directors) eligible to participate. Under the PSP , employees receive 
a conditional right to receive shares for no cost, which will normally vest after 3 years subject to continued 
employment and the achievement of stretching performance conditions.  23    PACE PLC ANNUAL REPORT
DIRECTORS’ 
REMUNERATION REPORT continued
PSP awards will vest subject to the achievement of 3-year targets based on cumulative proﬁt before tax (“PBT”) 
for the Group. During the year awards made to all employees across the Group including executive directors were 
based on 3-year Group PBT. The cumulative Group PBT targets that apply to the awards made in 2009 are  
as follows:
Cumulative PBT over 3 years % of total Award shares vesting
£145 million 
Between £85 million and £145 million 
£85 million 
Less than £85 million
100% 
Between 25% and 100% pro rata 
25% 
Nil
The Company’s policy is that PSP awards will be satisﬁed using shares purchased in the market via the Company’s 
employees’ share trust. During the year the executive directors received PSP awards over shares worth 100% of 
their basic salary.
Cumulative PBT targets are proposed for 2010 also, but with a revised target range of £255 million (25% vesting) 
and £285 million (100% vesting). 
SHARE OPTION PLANS 
The Board believes that share ownership encourages employees to contribute further towards improvements in the 
Group’s performance. To this end, the following share option plans have been established by the Company. 
A regular savings plan (the “Sharesave Plan”), which is open to executive directors and employees of the Group 
and under which options, granted at an initial discount of up to 20% against the quoted market price, are normally 
exercisable on completion of a three-year SAYE contract.
An HMRC Approved Discretionary Plan (the “Approved Pan”) under which all employees, including full-time 
directors of the Company or any subsidiary, who do not have and have not had within the previous twelve months 
a material interest in the Company, are eligible to participate. Participation is at the discretion of the Board, acting 
in accordance with the recommendations of the Committee. Under the Approved Plan, options are granted at the 
prevailing quoted market price and may usually be exercised between three and ten years from the date of the 
grant. The maximum award of options to any employee pursuant to the Approved Plan is £30,000. The Company 
adopted its ﬁrst Approved Plan in 1996 and a new Approved Plan at the AGM in September 2005.
An Unapproved Discretionary Plan (“Unapproved Plan”), which is similar to the Approved Plan, although certain 
rules of the Approved Plan are not included e.g. the exclusion of employees who have a material interest in the 
Company. The Company adopted its ﬁrst Unapproved Plan in 1996 and a new Unapproved Plan at the AGM in 
September 2005. The maximum award of options under the Unapproved Plan to any employee in each year is 
200% of salary or in exceptional circumstances as determined by the Committee 400% of salary.
A Discretionary Unapproved Scheme 2000 (“2000 Unapproved Scheme”) which was discontinued in August 2005. 
Under the 2000 Unapproved Scheme options were granted at the prevailing quoted market price and became 
exercisable (“vest”) as to 25% each anniversary after the grant over a four-year period. Under this scheme options 
were granted up to a limit such that unvested options may not exceed four times annual remuneration. Although 
the 2000 Unapproved Scheme has been discontinued outstanding options previously granted survive until exercise 
or lapse.
In granting options under the Approved Plans and the Unapproved Plans, the Board may include objective 
performance targets or other conditions as it thinks ﬁt and has included such performance conditions based on 
growth in earnings per share (EPS) of 15-18% above the Retail Prices Index (“RPI”) over a three-year period in all 
grants under the 1996 Approved Plan and 1996 Unapproved Plan prior to 2005. Under the 2000 Unapproved 
AGE CHANGED PACE PLC ANNUAL REPORT    24
Scheme performance conditions of 6% per annum compound above RPI were applied to the grant of options 
thereunder. Initial performance targets for the 2005 Approved and 2005 Unapproved Plans set in 2005 required a 
minimum growth in EPS of a compound 3% per annum above growth in inﬂation over a three year period at which 
level there is 25% vesting. Compound growth of 6% per annum above inﬂation is required for 100% vesting, with 
vesting on a sliding scale between these two target thresholds.
In setting targets for option grants during 2006, the Committee was mindful of the need for targets to reﬂect a 
return to proﬁtability and signiﬁcant improvements in earnings. Accordingly, during the ﬁnancial year ending 2 June 
2007 all options granted were subject to performance conditions based on growth in the pre-tax proﬁts of the 
Group (“PBT”) over a period of three ﬁnancial years with 25% of options vesting at £6.9 million PBT in the third 
ﬁnancial year and 100% of options vesting at £17.2 million PBT in the third ﬁnancial year, with vesting on a sliding 
scale between these two target thresholds. These target thresholds were approved after adjustment by decision of 
the Committee (having taken external advice) to take account of the shortened ﬁnancial year ending 31 December 
2007. During the 7-month period ending 31 December 2007, the Committee continued to adopt performance 
conditions based on PBT and options granted to employees during the period were subject to conditions such that 
25% of options would vest at £20 million PBT in the third ﬁnancial year and 100% of options vesting at £30 million 
PBT in the third ﬁnancial year ending 31 December 2009.
During the year ending 31 December 2008 the Committee adopted performance conditions based on cumulative 
growth in EPS requiring a minimum growth in EPS of  4% per annum above inﬂation over a three-year period at 
which level there is 25% vesting. Cumulative growth of 8% per annum above inﬂation is required for 100% vesting. 
During the year ending 31 December 2009 the Committee adopted similar performance conditions for option 
grants but increased the EPS growth required for maximum vesting from RPI + 8% to RPI + 15% per annum as 
a result of its remuneration review concluded in 2009. The Committee believes EPS to be appropriate to help 
enhance alignment of the senior executive with shareholder interests whilst still maintaining focus on proﬁtability 
across the senior management team. The Committee considered these targets to be stretching for the Company, 
reﬂecting its stage of growth at the time of the award. These options remain exercisable only after 3 years from the 
date of grant. In order to assess whether the performance conditions have been met, the Committee will utilise 
the earnings ﬁgures derived from the audited ﬁnancial statements of the Group adjusted to exclude exceptional or 
other items that the Committee determines appropriate to ensure they reﬂect underlying long term performance. 
As a result of the introduction of the Performance Share Plan as the Company’s primary long-term incentive, option 
awards in 2010 and in subsequent years will be targeted at the Company’s most senior executives and be based 
on a ﬁxed number of options (rather than value) related to an individual’s performance and contribution (subject 
always to the discretion of the Committee to utilise other award criteria in exceptional circumstances). Furthermore, 
the Committee proposes to adopt a similar approach regarding the setting of cumulative EPS performance targets 
as in 2009, and these will remain unchanged for option grants in 2010.
A separate share option plan has been established for the beneﬁt of the Group’s US employees. Such plan 
operates within the overall limit on issue of new shares of 10% of the Company’s issued share capital applicable to 
all the Group’s employee share schemes. The Pace Americas Sharesave Plan is based on the Pace Sharesave Plan 
rules and is designed to satisfy the US Internal Revenue Service requirements for such saving-for-shares plans. 
MINIMUM SHAREHOLDING
Following the review of the Group’s remuneration policies completed in February 2009 the Committee introduced 
individual shareholding target requirements for members of the Executive Committee (including executive directors) 
in the region of 1 x salary with a requirement (subject to a discretion of the Committee) for such executives to retain 
a portion of any net awards (ie after tax and exercise cost) of new vested share-based incentives until the target 
shareholding level is reached. 25    PACE PLC ANNUAL REPORT
DIRECTORS’ 
REMUNERATION REPORT continued
SERVICE CONTRACTS 
Company policy is that in normal circumstances executive directors’ notice periods should not exceed 1 year. 
Each of the executive directors has a service contract with the Company. Each of these agreements is terminable 
by the Company on 12 months’ prior written notice or by the relevant director on not less than 6 months’ prior 
written notice. At the option of the Company, each agreement may be terminated forthwith subject to the Company 
paying a sum equivalent to 12 months’ salary, beneﬁts and pension contributions. The Remuneration Committee 
considers that compensation payments on termination of employment should depend on individual circumstances. 
It is the Company’s policy to honour its obligations with regard to directors’ service agreements and where the 
employment of a director is terminated in accordance with the aforementioned contractual process the Company 
will pay the sum speciﬁed in the relevant service agreement as payable or otherwise pay fair and reasonable 
compensation. 
The service agreement of Neil Gaydon was entered into on 4 May 2006 and was amended on 16 April 2007, 21 
January 2008 and 25 January 2010. The service agreement of David McKinney was entered into on 14 November 
2005 and was subsequently amended on 7 December 2006, 1 June 2007, 21 January 2008 and 25 January 
2010. The service agreement of Stuart Hall became effective on 2 April 2007 and was subsequently amended 
on 21 January 2008 and 25 January 2010. Save for the notice periods referred to in the above paragraph, these 
contracts have no unexpired term. 
Each of the non-executive directors is appointed under a letter of appointment which is terminable at any time by 
the Company without contractual notice. Each of the directors has a letter of indemnity issued by the Company 
which provides an indemnity in respect of liabilities incurred in the course of their ofﬁce to the extent permitted by 
the Company’s Articles of Association and the provisions of the Companies Acts. 
Copies of the service contracts of the executive directors and the letters of appointment of the non-executive 
directors, together with the letters of indemnity referred to above, are available for inspection during normal 
business hours (Saturdays, Sundays and Bank Holidays excepted) at the registered ofﬁce of the Company. 
The Company maintains directors’ and ofﬁcers’ liability insurance in respect of senior employees and ofﬁcers of the 
Group including the directors. The consent of the Board is required in the event that an executive director wishes 
to accept an external appointment. It has been the practice of the Company to permit a director to retain non-
executive fees arising from any such appointment but during the year none of the current executive directors held 
such external appointments.
The auditors are required to report on the information disclosed below and on pages 26 to 27.
DIRECTORS’ REMUNERATION
Total directors’ remuneration in respect of qualifying services for the year ended 31 December 2009 was as 
follows: 
 31 Dec 31 Dec 
 2009 2008 
 £000 £000
Fees 234 237 
Salaries, beneﬁts in kind and termination payments 943 918 
Performance-related bonuses 890 935 
Pension contributions 188 119
 2,255 2,209 
PAGE CHANGED PACE PLC ANNUAL REPORT    26
The remuneration of individual directors in respect of qualifying services for the year ended 31 December 2009 is 
set out in the table below:
 Salaries Performance Beneﬁts  Total  Pension 
 and fees bonus* in kind    remuneration         contributions 
    31 Dec 31 Dec 31 Dec 31 Dec 
    2009 2008 2009 2008
Executive Directors £000 £000 £000 £000 £000 £000 £000 
Neil Gaydon 418 400 – 818 804 114 50 
David McKinney 255 240 – 495 505 36 34 
Stuart Hall 270 250 – 520 522 38 35
 943 890 – 1,833 1,831 188 119
Non-executive Directors
Mike McTighe 125  – – 125 106 – – 
Pat Chapman-Pincher 38  – – 38 38 – – 
John Grant 38 – – 38 13 – –  
Mike Inglis 33  – – 33 14 – – 
 1,177 890 – 2,067 2,002** 188 119
* Figures relate to the cash element of annual performance related bonus. The following additional amounts were 
awarded to executive directors under the terms of the annual performance related bonus plan and exceptional 
bonus discretion respectively but will be deferred into shares in the Company for a period of two years under 
the terms of the Group Deferred Share Bonus Plan and normally be subject to forfeiture if the director leaves the 
Company during this period. Neil Gaydon: annual bonus £200,000; exceptional award £400,000; David McKinney: 
annual bonus £120,000; exceptional award £240,000; and Stuart Hall: annual bonus £125,000; exceptional award 
£250,000.
**Figures for the year ended 31 December 2008 exclude remuneration of £50,000 for Robert Fleming and £38,000 
for Marten Fraser both of who retired from the Board in 2008. 
DIRECTORS’ INTERESTS IN SHARES AND SHARE OPTIONS
The interests of directors holding ofﬁce at the year-end, and those of their immediate families, in the ordinary share 
capital of the Company at 31 December 2009 and at the beginning of the period are set out below:
  31 December 2009 Shares   1 January 2009 Shares
  Non  Under  Non Under 
    Beneﬁcial Beneﬁcial  option Beneﬁcial Beneﬁcial option
Pat Chapman-Pincher  15,000 – – 15,000 –  – 
John Grant – – – – – – 
Mike Inglis 20,000 – – 20,000 – – 
Neil Gaydon 51,466 – 1,323,551 41,684 – 2,335,257 
Stuart Hall 12,739 – 1,511,016 12,739 – 855,844  
David McKinney 38,159 – 922,069 15,000  – 1,058,008 
Mike McTighe 50,000 – – 75,000  –  – 
There were no changes in the directors’ interests in the ordinary share capital of the Company between  
31 December 2009 and 1 March 2010.  27    PACE PLC ANNUAL REPORT
DIRECTORS’ 
REMUNERATION REPORT continued
DIRECTOR SHARE OPTIONS
Details of the options and/or contingent awards over the ordinary shares of 5p each in the Company held by the 
directors who held ofﬁce during the year were as follows:
 At                    Number of options  At  Vesting  
 31 Dec                31 Dec  Exercise Period 
 2008 Granted Exercised Lapsed 2009 Price From To
Neil Gaydon
Approved Plan 3,498 – – 3,498 – 857.5p 17.07.03 16.07.10 
1996 Unapproved Plan  75,000 – – 75,000 – 200.0p 07.07.02 06.07.09 
1996 Unapproved Plan 250,000 – 250,000 – – 74.25p 02.08.08 01.08.15 
2000 Unapproved Scheme 20,000 – – – 20,000 51.0p 17.08.05 16.08.14 
2005 Unapproved Plan 600,000 – 600,000 – –  63.5p 18.04.09 17.04.16 
2005 Unapproved Plan 902,127 – 902,127 – – 58.75p 02.10.09 01.10.16 
2005 Unapproved Plan 467,836 – – – 467,836 85.5p 24.06.11 23.06.18 
2005 Unapproved Plan – 350,000 – – 350,000 75.0p 11.03.12 10.03.19 
Deferred Share Bonus – 243,407 – – 243,407 0.0p 27.02.11 26.08.11 
Performance Share Plan – 235,294 – – 235,294 0.0p 05.05.12 04.05.19
Sharesave Plan 9,782 – 9,782 – – 46.00p 01.12.09 30.05.10 
Sharesave Plan 7014 _ – – 7,014 67.00p 01.10.11 30.03.12
David McKinney
2005 Approved Plan 47,430 – 47,430 – – 63.25p 22.01.09 21.01.16 
2005 Unapproved Plan 202,570 – 202,570 – – 63.25p 22.01.09 21.01.16 
2005 Unapproved Plan 510,638 – 510,638 – – 58.75p 02.10.09 01.10.16 
2005 Unapproved Plan 280,701 – – – 280,701 85.5p 24.06.11 23.06.18 
2005 Unapproved Plan – 350,000 – – 350,000 75.0p 11.03.12 10.03.19 
Deferred Share Bonus – 146,044 – – 146,044 0.0p 27.02.11 26.08.11 
Performance Share Plan – 141,176 – – 141,176 0.0p 05.05.12 04.05.19 
Sharesave Plan 12,521 – 12,521 – – 46.00p 01.12.09 30.05.10 
Sharesave Plan 4,148 – – – 4,148 82.00p 01.10.10 31.03.11
Stuart Hall
2005 Approved Plan 40,955  – – – 40,955 73.25p 02.04.10 01.04.17 
2005 Unapproved Plan 505,120 – – – 505,120 73.25p 02.04.10 01.04.17* 
2005 Unapproved Plan 298,245 – – – 298,245 85.5p 24.06.11 23.06.18 
2005 Unapproved Plan –  350,000 – – 350,000 75.0p 11.03.12 10.03.19 
Deferred Share Bonus  – 155,172  – – 155,172 0.0p 27.02.11 26.08.11 
Performance Share Plan – 150,000 – – 150,000 0.0p 05.05.12 04.05.19 
Sharesave Plan 11,524 – – – 11,524 82.00p 01.10.10 31.03.11
*The Remuneration Committee of the Board has agreed to vary this option to give Stuart Hall the opportunity to exercise this option from 14 
March 2010. The performance condition attached to this option has been met in full.
PAGE CHANGED PACE PLC ANNUAL REPORT    28
The mid-market price of shares in the Company on 31 December 2009 was 209p. The lowest and highest closing 
mid-market prices of shares in the Company during the year were 41p and 241p respectively.
Information concerning the performance conditions attached to the above options is contained on page 23 and 24.
EMPLOYEE TRUSTS 
The Company has established the Pace plc Employee Beneﬁts Trust, which is capable of acquiring shares in the 
Company in the market and using them for the purposes of satisfying new awards granted under the Company’s 
Share Option Plans, the Deferred Share Bonus Plan and the PSP . During the year the Trust acquired 2 million 
shares in the Company at a cost of £4 million.
PERFORMANCE GRAPH 
Set out below is a performance graph showing the total shareholder return of the Company for the 5 ﬁnancial 
years ended 31 December 2009 compared to the total shareholder return of the FTSE Electronics and Electrical 
Equipment sector index which is considered by the Board to be an appropriate benchmark index against which to 
compare the Company’s performance having regard to the principal activities of the Group.
By order of the Board 
Anthony J Dixon  
Company Secretary
2 March 2010
0
100
200
300
400
500
600
2004 2005 2006 2007 2008 2009
Pace FTSE Electronics & Electrical Equipment 29    PACE PLC ANNUAL REPORT
STATEMENT OF DIRECTORS’ RESPONSIBILITIES
The directors are responsible for preparing the Annual Report and the Group and parent company ﬁnancial 
statements in accordance with applicable law and regulations.
Company law requires the directors to prepare group and parent company ﬁnancial statements for each ﬁnancial 
year. Under that law they are required to prepare the group ﬁnancial statements in accordance with IFRSs as 
adopted by the EU and applicable law and have elected to prepare the parent company ﬁnancial statements on the 
same basis.
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 parent company and of their proﬁt or loss for that period. 
In preparing each of the group and parent company ﬁnancial statements, the directors are required to:
 The directors are responsible for keeping adequate accounting records that are sufﬁcient to show and explain 
the parent company’s transactions and disclose with reasonable accuracy at any time the ﬁnancial position of the 
parent company and enable them to ensure that its ﬁnancial statements comply with the Companies Act 2006. 
They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of 
the Group and to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the directors are also responsible for preparing a Directors’ Report, Directors’ 
Remuneration Report and Corporate Governance Statement that complies with that law and those regulations.
The directors are responsible for the maintenance and integrity of the corporate and ﬁnancial information included 
on the Company’s website. Legislation in the UK governing the preparation and dissemination of ﬁnancial 
statements may differ from legislation in other jurisdictions.
DIRECTORS’ RESPONSIBILITIES
STATEMENT OF PACE PLC ANNUAL REPORT    30
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF PACE  PLC
We have audited the ﬁnancial statements of Pace Plc for the year ended 31 December 2009 set out on pages 
33 to 70. The ﬁnancial reporting framework that has been applied in their preparation is applicable law and 
International Financial Reporting Standards (IFRSs) 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.
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the 
Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members 
those matters we are required to state to them in an auditors’ report and for no other purpose. To the fullest extent 
permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s 
members, as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditors
As explained more fully in the Directors’ Responsibilities Statement set out on page 29, 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 (APB’s) 
Ethical Standards for Auditors.
Scope of the audit of the ﬁnancial statements
A description of the scope of an audit of ﬁnancial statements is provided on the APB’s web-site at www.frc.org.uk/
apb/scope/UKP .
Opinion on ﬁnancial statements
In our opinion:
 at 31 December 2009 and of the group’s proﬁt for the year then ended;
 the EU and as applied in accordance with the provisions of the Companies Act 2006; and
 and, as regards the group ﬁnancial statements, Article 4 of the IAS Regulation.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion:
 Companies Act 2006
 prepared is consistent with the ﬁnancial statements.
AUDITORS’ REPORT
INDEPENDENT 31    PACE PLC ANNUAL REPORT
INDEPENDENT
AUDITORS’ REPORT continued
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:
 not been received from branches not visited by us; or
 not in agreement with the accounting records and returns; or
 Under the Listing Rules we are required to review:
 of the June 2008 Combined Code speciﬁed for our review.
Chris Hearld (Senior Statutory Auditor) 
for and on behalf of KPMG Audit Plc, Statutory Auditor 
Chartered Accountants 
1 The Embankment 
Neville Street 
Leeds 
LS1 4DW
2 March 2010
PAGE CHANGED Contents
Financial Statements
33 Financial Statements
40 Notes to the Financial Statements
71 Directors, Secretary and Advisers
72 Five Year Record and Shareholder Information
PAGE CHANGED
PACE PLC ANNUAL REPORT    32 CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2009
  Year ended Year ended
  31 December 31 December
  2009 2008
 Note £000 £000
Revenue 3 1,133,442 745,475
Cost of sales  (933,965)   (610,268)
Gross proﬁt  199,477 135,207
Administrative expenses:   
Research and Development expenditure  (68,832)   (60,480)
Other administrative expenses:
    Before exceptional costs  (54,830)    (45,553)
    Exceptional costs 5 - (10,962)                      
Amortisation of other intangibles 11 (6,667)  (3,715)
Total Administrative expenses  (130,329)    (120,710)
Other operating income  508 -
Operating proﬁt   69,656 14,497
Financial income – interest receivable 6 337 202
Financial expenses – interest payable 6 (134)  (871)
Proﬁt before tax  69,859 13,828
 
Tax charge 8 (18,473) (2,774)
Proﬁt after tax  51,386  11,054
Attributable to:
Equity holders of the Company  51,386 11,054
Earnings per ordinary share:
Basic 9 17.7p 4.0p
Diluted earnings 9 17.2p 3.9p 
33    PACE PLC ANNUAL REPORT   Year ended Year ended
  31 December 31 December
  2009 2008
  £000 £000
Proﬁt for the period  51,386 11,054
Other comprehensive income:   
Exchange differences on translating foreign operations  (9,487) 12,580
Net change in fair value of cash ﬂow hedges transferred to 
proﬁt or loss gross of tax  (12,551) (828)
Deferred tax adjustment on above  3,718 240
Effective portion of changes in fair value of cash ﬂow hedges gross of tax  19,645 (4,495)
Deferred tax adjustment on above  (5,307) 1,300
Other comprehensive income for the period, net of tax  (3,982) 8,797
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD  47,404    19,851
Total comprehensive income attributable to:
Equity holders of the Company  47,404 19,851
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2009
PACE PLC ANNUAL REPORT    34 CONSOLIDATED BALANCE SHEET
AT 31 DECEMBER 2009
  31 Dec 2009            31 Dec 2008
 Note £000 £000
Assets
Non Current Assets 
Property, plant and equipment 11 19,550 14,702
Intangible assets – goodwill 11 70,360 76,337
Intangible assets – other intangibles 11 14,017 22,744
Intangible assets – development expenditure 11 28,738 26,490
Available for sale ﬁnancial assets 12 - 349
Deferred tax assets 13 6,431 7,119
Total Non Current Assets  139,096 147,741
Current Assets
Inventories 14 87,046 57,229
Trade and other receivables 15 211,736 231,009
Cash and cash equivalents  73,509 37,717
Current tax assets  2,621 204
Total Current Assets  374,912 326,159
Total Assets  514,008 473,900
Equity
Issued capital 20 15,179 14,949
Share premium 21 39,444 37,023
Merger reserve 22 55,490 55,490
Hedging reserve   1,722 (3,783)
Translation reserve  3,518 13,005
Retained earnings 23 80,995 27,245
Total Equity  196,348 143,929
Liabilities
Non Current Liabilities
Other payables  2,232 -
Deferred tax liabilities 13 14,653 15,733
Provisions 19 19,340 17,566
Total Non Current Liabilities  36,225 33,299
Current Liabilities
Trade and other payables 16 262,584 278,718
Current tax liabilities  4,338 -
Provisions 19 14,513 17,954
Total Current Liabilities  281,435 296,672
Total Liabilities  317,660 329,971
Total Equity and Liabilities  514,008 473,900
These ﬁnancial statements were approved by the Board of Directors on 2 March 2010 and were signed on its behalf by:
Neil Gaydon Chief Executive Ofﬁcer
Stuart Hall Chief Financial Ofﬁcer
35    PACE PLC ANNUAL REPORT   31 Dec 2009 31 Dec 2008
 Note £000 £000
Assets
Non Current Assets
Property, plant and equipment 11 12,305 8,268
Intangible assets – development expenditure 11 16,581 14,982
Investments in group and other companies 12 74,300 74,649
Deferred tax assets 13 3,221 4,016
Total Non Current Assets  106,407 101,915
Current Assets
Inventories 14 21,482 8,005
Trade and other receivables 15 200,039 187,985
Cash and cash equivalents  26,409 15,799
Current tax assets  2,621 -
Total Current Assets  250,551 211,789
Total Assets  356,958 313,704
Equity
Issued capital 20 15,179 14,949
Share premium 21 39,444 37,023
Merger reserve 22 55,490 55,490
Hedging reserve  124 (4,086)
Retained earnings 23 53,481 20,858
Total Equity  163,718 124,234
Liabilities
Non Current Liabilities
Provisions 19 14,004 8,811
Other payables  2,232 -
Deferred tax liabilities  3,523 -
Total Non Current Liabilities  19,759 8,811
Current Liabilities
Trade and other payables 16 166,669 173,732
Current tax liabilities   - (7)
Provisions 19 6,812 6,934
Total Current Liabilities  173,481 180,659
Total Liabilities  193,240 189,470
Total Equity and Liabilities  356,958 313,704
These ﬁnancial statements were approved by the Board of Directors on 2 March 2010 and were signed on its behalf by:
Neil Gaydon Chief Executive Ofﬁcer
Stuart Hall Chief Financial Ofﬁcer
COMPANY BALANCE SHEET
AT 31 DECEMBER 2009
PACE PLC ANNUAL REPORT    36  Share Share Merger Hedging Translation Retained Total
 capital premium reserve reserve reserve earnings equity
Group £000 £000 £000 £000 £000 £000 £000
Balance at 31 December 2007 11,684 36,885 - -  425 18,608 67,602
Total comprehensive income for the period - - - (3,783) 12,580 11,054 19,851
Deferred Tax on share options - - - - - (606) (606)
Employee share incentive charges - - - -  1,011 1,011
Movement in employee share trusts - - - - - (2,822) (2,822)
Issue of shares 3,265 138 55,490 - - - 58,893
Balance at 31 December 2008 14,949 37,023 55,490 (3,783) 13,005 27,245 143,929
Total comprehensive income for the period    5,505 (9,487) 51,386 47,404
Deferred Tax on share options - - - - - 1,845 1,845
Income Tax on share options - - - - - 2,881 2,881
Dividends to equity shareholders - - - - - (3,206) (3,206)
Employee share incentive charges - - - - - 2,536 2,536
Movement in employee share trusts - - - - - (1,692) (1,692)
Issue of shares 230 2,421 - - - - 2,651
Balance at 31 December 2009 15,179 39,444 55,490 1,722 3,518 80,995 196,348
Company
Balance at 31 December 2007 11,684 36,885 - - - 13,964 62,533
Total comprehensive income for the period - - - (4,086) - 9,311 5,225
Deferred Tax on share options - - - - - (606) (606)
Employee share incentive charges - - - - -     1,011 1,011
Movement in employee share trusts - - - - - (2,822) (2,822)
Issue of shares 3,265 138 55,490 - - - 58,893
Balance at 31 December 2008 14,949 37,023 55,490 (4,086) - 20,858 124,234
Total comprehensive income for the period - - - 4,210 - 30,259 34,469
Deferred Tax on share options - - - - - 1,845 1,845
Income Tax on share options - - - - - 2,881 2,881
Dividends to equity shareholders - - - - - (3,206) (3,206)
Employee share incentive charges - - - - - 2,536 2,536
Movement in employee share trusts - - - - - (1,692) (1,692)
Issue of shares 230 2,421 - - - - 2,651
Balance at 31 December 2009 15,179 39,444 55,490  124  - 53,481 163,718
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY 
37    PACE PLC ANNUAL REPORT  Year Year
 ended ended
 31 Dec 2009 31 Dec 2008
 £000 £000
Cash ﬂows from operating activities
Proﬁt before tax 69,859 13,828
Adjustments for:
Share based payments charge 2,536 1,011
Depreciation of property, plant and equipment 7,607 4,504
Amortisation and impairment of development expenditure 39,529 21,895
Amortisation of other intangibles 6,667 3,715
Proﬁt on sale of property, plant and equipment (600) -
Net ﬁnancial (income)/charges (203) 669
Movement in trade and other receivables  21,295 (67,810)
Movement in trade and other payables (12,984) 124,572
Movement in inventories (28,792) (19,188)
Movement in provisions (1,268) 4,098
Cash generated from operations 103,646 87,294
Interest paid (134) (993)
Tax paid (12,439) (3,584)
Net cash generated from operating activities 91,073 82,717
Cash ﬂows from investing activities
Acquisition of subsidiary, net of cash acquired  - (3,134)
Purchase of property, plant and equipment (12,416) (6,584)
Proceeds from disposal of property, plant & equipment 949 -
Development expenditure (42,370) (20,995)
Interest received 337 200
Net cash used in investing activities  (53,500) (30,513)
Cash ﬂows from ﬁnancing activities
Proceeds from issue of share capital 2,651 376
Dividends paid (3,206) -
Proceeds from exercise of employee share options 2,354 407
Purchase of own shares by employee beneﬁt trust (4,046) (3,229)
Net cash used in ﬁnancing activities (2,247) (2,446)
Net change in cash and cash equivalents 35,326 49,758
Cash and cash equivalents at start of period 37,717 (12,094)
Effect of exchange rate ﬂuctuations on cash held 466 53
Cash and cash equivalents at end of period 73,509 37,717
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2009
PACE PLC ANNUAL REPORT    38  Year Year
 ended ended
 31 Dec 2009 31 Dec 2008
 £000 £000
Cash ﬂows from operating activities
Proﬁt before tax 37,263 8,689
Adjustments for:   
Share based payments charge 2,536 1,011
Depreciation of property, plant and equipment 4,146 3,883
Amortisation and impairment of development expenditure 25,117 21,895
Loss on sale of property, plant and equipment - 12
Net ﬁnancial (income)/charges (1,198) 669
Movement in trade and other receivables  (8,226) (85,933)
Movement in trade and other payables (1,514) 92,177
Movement in inventories (13,256) 20,663
Movement in provisions  5,285 (1,871)
Cash generated from operations 50,153 61,195
Interest paid (466) (953)
Tax paid (3,562) (44)
Net cash generated from operating activities 46,125 60,198
Cash ﬂows from investing activities
Acquisition of subsidiary, net of cash acquired - (3,134)
Purchase of property, plant and equipment (8,211) (4,816)
Development expenditure (26,721) (20,995)
Interest received 1,664 143
Net cash used in investing activities  (33,268) (28,802)
Cash ﬂows from ﬁnancing activities
Proceeds from issue of share capital 2,651 376
Dividends paid (3,206) -
Proceeds from exercise of employee share options 2,354 407
Purchase of own shares by employee beneﬁt trust (4,046) (3,229)
Net cash used in ﬁnancing activities (2,247) (2,446)
Net change in cash and cash equivalents 10,610 28,950
Cash and cash equivalents at start of period 15,799 (13,146)
Effect of exchange rate ﬂuctuations on cash held - (5)
Cash and cash equivalents at end of period 26,409 15,799
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2009
39    PACE PLC ANNUAL REPORT 1  BASIS OF PREPARATION AND BUSINESS ENVIRONMENT
The following accounting policies have been applied consistently in dealing with items which are considered material in relation to 
the ﬁnancial statements.
Basis of Preparation
The ﬁnancial statements have been prepared in accordance with applicable accounting standards and under the historical cost 
convention as modiﬁed by the revaluation of derivative instruments.
International Financial Reporting Standards
The Group’s ﬁnancial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as 
endorsed by the European Union. The Company’s ﬁnancial statements have been prepared on the same basis and as permitted by 
section 408 of the Companies Act 2006, no income statement is presented for the Company.
Financial Year End
The current year’s ﬁnancial statements are for the year ended 31 December 2009 and the previous year’s ﬁnancial statements are 
for the year ended 31 December 2008.
Basis of Consolidation
The Group ﬁnancial statements consolidate those of the Company and of its subsidiary undertakings (note 12) drawn up to 31 
December 2009. The results of subsidiaries acquired in the period are included in the income statement from the date they are 
acquired. On acquisition, all of the subsidiaries’ assets and liabilities that exist at the date of acquisition are recorded at their fair 
values reﬂecting their condition at that date. Subsidiaries are entities controlled by the Company. Control exists when the Company 
has the power, directly or indirectly, to govern the ﬁnancial and operating policies of an entity so as to obtain beneﬁts from its 
activities. In assessing control, potential voting rights that presently are exercisable or convertible are taken into account. Intra-group 
transactions, including sales, proﬁts, receivables and payables, have been eliminated on the Group consolidation. Investments in 
subsidiaries are carried at cost less any impairment loss in the ﬁnancial statements of the Company.
Signiﬁcant judgements, key assumptions and estimation uncertainty
The Group’s main accounting policies affecting its results of operations and ﬁnancial condition are set out on pages 40 to 45. 
Judgements and assumptions have been required by management in applying the Group’s accounting policies in many areas. 
Actual results may differ from the estimates calculated using these judgements and assumptions. Key areas of estimation 
uncertainty and critical accounting judgements are as follows:
Warranties
Pace provides product warranties for its set-top boxes. Although it is difﬁcult to make accurate predictions of potential failure rates 
or the possibility of an epidemic failure, as a warranty estimate must be calculated at the outset of a product before ﬁeld deployment 
data is available, these estimates improve during the lifetime of the product in the ﬁeld.
A provision for warranties is recognised when the underlying products are sold. The provision is based on historical warranty data 
and a weighting of all possible outcomes against their associated probabilities. The level of warranty provision required is reviewed 
on a product by product basis and provisions adjusted accordingly in the light of actual performance.
Royalties
Pace’s products incorporate third party technology, usually under licence. Inadvertent actions may expose Pace to the risk of 
infringing third party intellectual property rights. Potential claims can still be submitted many years after a product has been 
deployed. Any such claims are always vigorously defended.
A provision for royalties is recognised where the owners of patents covering technology allegedly used by the Group have indicated 
claims for royalties relating to the Group’s use (including past usage) of that technology. Having taken legal advice, the board 
considers that there are defences available that should mitigate the amounts being sought. The Group will vigorously negotiate or 
defend all claims but, in the absence of agreement, the amounts provided may prove to be different from the amounts at which the 
potential liabilities are ﬁnally settled. The provision is based on the latest information available.
Operating segments
Following the introduction of IFRS 8 Operating Segments, effective for accounting periods beginning on or after 1 January 2009, the 
Group has determined that, based on its internal reporting framework and management structure, that it has only one reportable 
segment. Such determination is necessarily judgmental in its nature and has been determined by management in preparing the 
ﬁnancial statements. The level of disclosure of segmental and other information is determined by such assessment.  
Further details of the considerations made and the resulting disclosures are provided in note 3 to the ﬁnancial statements.
NOTES
PACE PLC ANNUAL REPORT    40 Intangible assets 
The Group’s business includes a signiﬁcant element of research and development activity. Under accounting standards, principally 
IAS38 Intangible Assets, there is a requirement to capitalise and amortise development spend to match costs to expected beneﬁts 
from projects deemed to be commercially viable. The application of this policy involves the ongoing consideration by management 
of the forecasted economic beneﬁt from such projects compared to the level of capitalised costs, together with the selection of 
amortisation periods appropriate to the life of the associated revenues from the product. 
Such considerations made by management are a key judgement in preparation of the ﬁnancial statements.
EU Import duty classiﬁcation
Pace, along with other set top box manufacturers and broadcasters, has continued to monitor the re-interpretation by European 
Union customs authorities of customs regulations that could result in the extension of import duties to interactive set-top boxes 
with a hard drive manufactured outside, but imported into, the EU. On 7th May 2008 the Nomenclature Committee of the European 
Commission issued an Explanatory Note “EN” (0590/2007) to the Combined Nomenclature setting out their view that set-top boxes 
with a hard drive should be classiﬁed under Customs Tariff heading 8521 90 00 and so subject to a 13.9% ad valorem duty on 
importation to the European Union.
As a consequence, Pace is potentially exposed to a retrospective Customs Duty liability in respect of such set-top boxes it has imported.
Having previously obtained Binding Tariff Information (“BTI”) rulings from HMRC, which provide protection in respect of much of the 
potential period of retrospective application of duty on relevant products and having taken legal advice, management’s opinion is 
that the retrospective application of the Explanatory Note would not be supportable in law. Accordingly Pace is, in common with 
other affected importers, appealing any retrospective assessment made and will defend its position on this matter.
An assessment has been received from HMRC in an amount of £7.7m representing import duty relating to imports prior to 7 May 
2008. Having taken advice, management’s best estimate is that no material outﬂow of economic beneﬁt would be required to 
discharge this obligation. As such, at 31 December 2009 any potential liability should be considered contingent. A bank guarantee 
is held whilst the appeal continues.
Writ Issued against Company
A writ has been issued against the Company by a former customer relating to the supply of set-top boxes in 2000/2001. The 
amount claimed is $7.2m. The Directors believe that they have good defences to the claim and that, in the absence of any liability, 
no provision has been made. In addition on 15 July 2007 Pace ﬁled a counter claim for circa $10m against this former customer 
and a related third party.
Going concern
The Group has borrowing facilities, to a maximum of £35m, in place until December 2011. These facilities are subject to ﬁnancial 
performance covenants.
The Board has prepared a working capital forecast based upon assumptions as to trading and the matters above, as well as 
building in the other circumstances noted in the Business Environment section within the Directors’ Report and the availability 
of cash reserves. Based upon this analysis the Board has concluded that the Group has adequate working capital, will meet 
the ﬁnancial performance covenants and futher it is appropriate to use the going concern basis of preparation for this ﬁnancial 
information.
2  ACCOUNTING POLICIES
Goodwill
All business combinations are accounted for by applying the purchase method. Goodwill represents the excess of the fair value of 
the consideration paid on acquisition of a business over the fair value of the assets, including any intangible assets identiﬁed and 
liabilities and contingent liabilities acquired. Goodwill is not amortised but is measured at cost less impairment losses. In determining 
the fair value of consideration, the fair value of equity issued is the market value of equity at the date of completion, and the fair 
value of contingent consideration is based upon the extent to which the directors believe performance conditions will be met and 
thus whether any further consideration will be payable.
As permitted by IFRS 1, goodwill arising on acquisitions before 29 May 2004 (date of transition to Adopted IFRS) has been frozen 
at the UK GAAP amounts subject to being tested for impairment annually. The Group performs its annual impairment review at the 
cash-generating unit level.
Other intangibles
Other intangible assets that are acquired by the Group, which have ﬁnite useful lives, are measured at cost less accumulated 
amortisation and accumulated impairment losses. The useful economic life is estimated based upon a determination of ongoing 
NOTES
CONTINUED
41    PACE PLC ANNUAL REPORT ﬁnancial beneﬁts with reference, as appropriate, to contractual terms, assessed life of customer relationships or trademarks.
Research and Development Expenditure
All on-going research expenditure is expensed in the period in which it is incurred. Where a product is technically feasible, 
production and sales are intended, a market exists, and sufﬁcient resources are available to complete the project, development 
costs are capitalised and subsequently amortised on a straight-line basis over the estimated useful life of the product concerned 
from commercial launch. The expenditure capitalised includes the cost of materials, direct labour and an appropriate proportion 
of overheads. Where these conditions are not met development expenditure is recognised as an expense in the period in which 
it is incurred. Capitalised development expenditure is stated at cost less accumulated amortisation and impairment losses. The 
estimated useful lives for development expenditure are estimated to be in a range of between 6 and 18 months.
Capitalised development expenditure is not treated as a realised loss for the purpose of determining the Company’s distributable 
proﬁts as the costs meet the conditions required to be treated as an asset in accordance with IAS 38.
The amortisation of capitalised development expenditure is charged to the Income Statement in research and development 
expenditure within Administrative expenses category. 
Impairment Charges
The Company considers at each reporting date whether there is any indication that non-current assets are impaired. If there is such 
an indication, the Company carries out an impairment test by measuring an asset’s recoverable amount, which is the higher of its 
fair value less costs to sell and its value in use (effectively the expected cash to be generated from using the asset in the business). 
If the recoverable amount is less than the carrying amount an impairment loss is recognised, and the asset is written down to its 
recoverable amount. An impairment loss in respect of goodwill is not reversed.
In respect of other assets, an impairment loss is reversed when there is an indication that the impairment loss may no longer exist 
and there has been a change in the estimates used to determine the recoverable amount. 
An impairment loss is reversed only to the extent that the asset’s carrying value does not exceed the amount that would have been 
determined, net of depreciation or amortisation, if no impairment loss had been recognised.
Exceptional Items
Items which are signiﬁcant by virtue of their size or nature and which are considered non-recurring are classiﬁed as exceptional 
operating items. Such items, which include for instance the costs of opening or closing premises, costs of signiﬁcant restructurings 
and proﬁts and losses made on the disposal of properties are included within the appropriate consolidated income statement 
category but are highlighted separately in the notes to the ﬁnancial statements. Exceptional operating items are excluded from the 
proﬁt measures used by the Board to monitor underlying performance.
Revenue Recognition
Revenue comprises the value of sales of goods and services to third party customers occurring in the period, stated exclusive of 
value added tax and net of trade discounts and rebates.
Revenue on the sale of goods is recognised when substantially all of the risks and rewards in the product have passed to the 
customer, and substantially all of the Group’s work is completed which is usually upon delivery to the customer, or his agent.
Revenue in respect of services rendered, including engineering consultancy and support and software services, is recognised over 
the period over which they are performed, in relation to the level of work undertaken, project milestones achieved and any future 
obligations remaining.
The Company does not enter into contracts that cover both the provision of hardware and services in combination.
Government Grants
Grants in respect of speciﬁc research and development projects are credited to research and development costs within the income 
statement or against the capitalised development expenditure as appropriate to match to the project’s related expenditure.
Cash and Cash Equivalents
Cash and cash equivalents comprise cash balances and call deposits. The Company considers all highly liquid investments with 
original maturity dates of three months or less to be cash equivalents. Bank overdrafts that are repayable on demand and form an 
integral part of the Group’s cash management system are included as a component of cash and cash equivalents for the purpose of 
the statement of cash ﬂows.
Allowance for Doubtful Debts
Trade receivables are assessed individually for impairment, or collectively where the receivables are not individually signiﬁcant. Where 
necessary, provisions for doubtful debts are recorded in the income statement. 
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    42 Inventory
Inventory is stated at the lower of cost and net realisable value. Cost is determined on a ﬁrst-in-ﬁrst-out basis and includes 
appropriate transport and handling costs but excludes royalties due only on ultimate sale. Where necessary, provision is made for 
obsolete, slow-moving and defective inventory.
Property, Plant and Equipment
The cost of items of property, plant and equipment is its purchase cost, together with any incidental costs of acquisition. 
Depreciation is calculated so as to write off, on a straight-line basis over the expected useful economic lives of the asset concerned, 
the cost of property, plant and equipment, less any estimated residual values, which are adjusted, if appropriate, at each balance 
sheet date. The principal economic lives used for this purpose are:
 Provision is made against the carrying value of items of property, plant and equipment where an impairment in value is deemed to 
have occurred. 
Leased Assets
Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classiﬁed as ﬁnance leases. 
Assets held under ﬁnance leases and hire purchase contracts are capitalised in the balance sheet and depreciated over 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.
All other leases are regarded as operating leases and the payments made under them are charged to the income statement on a 
straight-line basis over the lease term.
Currency Translation
Transactions in foreign currencies are translated at the exchange rate ruling at the date of transaction. Monetary assets and liabilities 
denominated in foreign currencies are translated at the rates of exchange ruling at the balance sheet date.
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation are translated 
at foreign exchange rates ruling at the balance sheet date. The revenues and expenses of foreign operations are translated at an 
average rate approximate to the foreign exchange rate ruling at the date of the transactions. 
Exchange differences from the above are taken directly to the translation reserve. They are released to the income statement on disposal.
Derivative Financial Instruments
The Group uses derivative ﬁnancial instruments, usually forward foreign exchange contracts, to hedge its exposure to foreign 
exchange risks arising from operational, ﬁnancing and investment activities. In accordance with its treasury policy, the Group does 
not hold or issue derivative ﬁnancial instruments for trading purposes. 
Following enhancements in the Group’s hedging policy and changes in the Group’s currency proﬁles following the acquisition of 
Pace France in 2008, the directors have determined that the instruments qualify for cash ﬂow hedge accounting.
Derivative ﬁnancial instruments are classiﬁed as cash-ﬂow hedges when they hedge the Group’s exposure to variability in cash ﬂows 
that are either attributable to a particular risk associated with a recognised asset or liability, or a highly probable forecast transaction.
Derivatives are reviewed quarterly for effectiveness. Where a derivative ﬁnancial instrument is designated as a hedge of the variability 
in cash ﬂows of a recognised asset or liability, or highly probable forecast transaction, the effective part of any gain or loss on the 
movement in fair value of the derivative ﬁnancial instrument is recognised directly in equity.
The gain or loss on any ineffective part of the hedge is immediately recognised in the income statement within ﬁnance income/costs. 
If a hedge of a forecast transaction subsequently results in the recognition of a ﬁnancial asset or liability, the associated cumulative 
gains or losses that were recognised directly in equity are reclassiﬁed into the income statement when the transaction occurs.
Taxes
Current tax, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax 
rates that have been enacted or substantively enacted by the balance sheet date.
Deferred tax is provided using the balance sheet liability method, providing where relevant for temporary differences between the 
carrying amounts of assets and liabilities for ﬁnancial reporting purposes and the amounts used for taxation purposes. Deferred tax 
is measured using the tax rates that have been enacted or substantively enacted by the balance sheet date and are expected to 
apply when the asset is realised or the liability settled. 
NOTES
CONTINUED
43    PACE PLC ANNUAL REPORT A net deferred tax asset is recognised only when it is probable that sufﬁcient taxable proﬁts will be available in the foreseeable future 
from which the reversal of the temporary differences can be deducted.
Share-based Payments
The Company issues equity-settled share-based payments to certain employees. Equity-settled share-based payments are 
measured by the Company and the Group at fair value at the date of grant. Fair value is measured by use of the Black-Scholes 
pricing model. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line 
basis over the vesting period, based on the Company’s estimate of the number of shares that will eventually vest.
The value of the charge is adjusted in the income statement of the Company and the Group over the remainder of the vesting period 
to reﬂect expected and actual levels of option vesting, with the corresponding adjustment made in equity.
The Company has applied the exemption available under IFRS 2, to apply its provisions only to those options granted after 7 
November 2002 and which were outstanding at 1 January 2005.
Employee Share Ownership Plans
The material assets, liabilities, income and costs of the Pace plc Employee Beneﬁts Trust are treated as being those of the 
Company. Until such time as the Company’s own shares vest unconditionally with employees, the consideration paid for the shares 
is deducted in arriving at equity.
Employee Beneﬁts
Obligations for contributions to deﬁned contribution pension plans are recognised as an expense in the income statement as 
incurred. The Group has no deﬁned beneﬁt arrangements in place.
Available for Sale Financial Assets
Available for sale ﬁnancial assets are stated at the lower of the carrying amount and fair value less costs to sell if their carrying 
amount is recovered principally through a sale transaction rather than through continuing use.
Finance Income
Finance income relates to interest income, which is accrued on a time basis, by reference to the principal outstanding and at the 
effective interest rate applicable.
Equity Instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs. 
Dividends Payable
Distributions to equity holders are disclosed as a component of the movement in shareholders’ equity. A liability is recorded for a 
ﬁnal dividend when the dividend is declared by the Company’s shareholders, and, for an interim dividend, when the dividend is paid.
Provisions
A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past 
event, and it is probable that an outﬂow of economic beneﬁts will be required to settle the obligation.
(a) Royalties
  A provision for royalties is recognised where the owners of patents covering technology allegedly used by the Group have 
indicated claims for royalties relating to the Group’s use (including past usage) of that technology. The provision is based on the 
latest information available. 
(b) Warranties
  A provision for warranties is recognised when the underlying products or services are sold. The provision is based on historical 
warranty data and a weighting of all possible outcomes against their associated probabilities. The level of warranty provision 
required is reviewed on a product by product basis and provisions adjusted accordingly in the light of actual performance.
(c) Restructuring
  A provision for restructuring is recognised when the Group has approved a detailed and formal restructuring plan, and the 
restructuring has either commenced or has been announced publicly. Provisions are not recognised for future operating losses.
(d) Onerous contracts
  A provision for onerous contracts is recognised when the expected beneﬁts to be derived by the Group from a contract are 
lower than the unavoidable cost of meeting its obligations under the contract.
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    44 Change in accounting policy
Determination and presentation of operating segments
As of 1 January 2009 the Group determines and presents operating segments based on the information that internally is provided 
to the Board of Directors, which is the Group’s chief operating decision maker (“CODM”). This change in accounting policy is due 
to the adoption of IFRS 8 Operating Segments. Previously operating segments were determined and presented in accordance with 
IAS 14 Segment Reporting. The new accounting policy in respect of operating segment disclosures is presented as follows.
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur 
expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. An operating 
segment’s operating results are reviewed regularly by the CODM to make decisions about resources to be allocated to the segment 
and assess its performance, and for which discrete ﬁnancial information is available. 
Since the change in accounting policy only impacts presentation and disclosure aspects, there is no impact on earnings per share.
Under both IFRS 8 Operating Segments and IAS 14 Segment Reporting the group has determined that it only has one reportable 
segment. IFRS 8 has been applied to aggregate operating segments on the grounds of similar economic characteristics. This 
position will be monitored as the Group develops.
Presentation of ﬁnancial statements
The Group applies revised IAS 1 Presentation of Financial Statements (2007), which became effective as of 1 January 2009. As a 
result, the Group presents in the consolidated statement of changes in equity all owner changes in equity, whereas all non-owner 
changes in equity are presented in the consolidated statement of comprehensive income. This presentation has been applied in 
these ﬁnancial statements as of and for the year ended on 31 December 2009.
Comparative information has been re-presented so that it also is in conformity with the revised standard. Since the change in 
accounting policy only impacts presentation aspect, there is no impact on earnings per share.
New standards and interpretations not yet adopted
A number of new standards, amendments to standards and interpretations have been issued but are not yet effective for the year 
ended 31 December 2009, and have not been applied in preparing these consolidated ﬁnancial statements. None of these will have 
an effect on the consolidated ﬁnancial statements of the Group, except for Eligible Hedged Items - Amendment to IAS 39 Financial 
Instruments: Recognition and Measurement, which clariﬁes the existing principles that determine whether speciﬁc risks or portions 
of cash ﬂows are eligible for designation in a hedging relationship. The amendment, which becomes mandatory for the Group’s 
2010 consolidated ﬁnancial statements, is not expected to have a signiﬁcant impact on the consolidated ﬁnancial statements.
3  SEGMENTAL ANALYSIS
The Group’s principal activities are the development, design and distribution of digital receivers and receiver decoders, for the 
reception of digital television and the reception/transmission of interactive services, telephony and high speed data (“set-top 
boxes”). The Group also provides engineering design, software applications and support services to Multiple Service Operators, 
broadcasters, telecommunications companies and retail markets worldwide. Each of these services may be delivered over satellite, 
cable, terrestrial and IP network transmission systems.
The Group operates through a number of operating segments, being groupings of “Customer Account Teams” underpinned by the 
conditional access technology used in the set-top box. With the exception of the Networks Customer Account Team, which is newly 
established and not currently material to the Group, each Customer Account Team is involved in the design and distribution of set-
top boxes to major PayTV Operators and retailers.
Consideration of IFRS 8 Operating Segments
Following the introduction of the above accounting standard, effective for accounting periods beginning on or after 1 January 2009, 
the Group has made the following considerations to arrive at the disclosure made in these ﬁnancial statements.
IFRS 8 requires consideration of the Chief Operating Decision Maker (“CODM”) within the Group. In line with Group’s internal 
reporting framework and management structure, the key strategic and operating decisions are made by the Board of Directors, who 
review internal monthly management reports, budget and forecast information as part of this. Accordingly the Board of Directors are 
deemed to be the CODM.
Operating segments have then been identiﬁed based on the internal reporting information, and management structures within the 
Group. From such information Customer Account Teams are determined to represent operating segments, given the existence of 
segment managers, as deﬁned by IFRS 8, within the structures.
Following the identiﬁcation of operating segments, the Group has then assessed the similarity of the economic characteristics of 
the various operating segments. Given the similarity of the products and services and markets operated in within each Customer 
Account Team (excluding the Networks Customer Account Team referred to below) it has been concluded that each operating 
segment has fundamentally the same economic characteristics. Given this, the Group has considered the overriding core principles 
of IFRS 8 and has determined that it is appropriate to aggregate the operating segments into one reportable segment for the 
purposes of disclosure in the ﬁnancial statements.
NOTES
CONTINUED
45    PACE PLC ANNUAL REPORT In the consideration of economic characteristics of the Customer Account Teams the newly formed Networks Customer Account 
Team does represent a different product and markets from the other Customer Account Teams. At the current time, such Customer 
Account Team is not material to the Group, thereby not requiring separate disclosure under IFRS 8, but given the anticipated growth 
in this business, it is expected that this will represent a separate reportable segment in the future. 
This position will be monitored as the Group develops. 
Reconciliations of reportable segment revenues, proﬁt or loss, assets and liabilities and other material items
Information regarding the results of the reportable segment is included below. Performance is measured based on segment proﬁt before 
income tax, as included in the internal management reports that are reviewed by the Board of Directors. Segment proﬁt is used to 
measure performance as management believes that such information is the most relevant in evaluating the results of certain segments 
relative to other entities that operate within these industries. There are no material inter-segment transactions however when they do 
occur, pricing between segments is determined on an arm’s length basis. Revenues disclosed below materially represent revenues to 
external customers. 
 12 months 12 month
 ended ended
 31 Dec 2009 31 Dec 2008
 £000 £000
Revenues
Total revenue for reportable segments 1,142,097 732,458 
Other non Customer Account Team speciﬁc revenue 8,860 6,433
Unallocated FX due to centralised Treasury Function (17,515) 6,584
Consolidated revenue 1,133,442 745,475
Proﬁt or loss
Total proﬁt or loss for reportable segments 94,669 36,061
Other non Customer Account Team speciﬁc proﬁt or loss 2,804 2,104
Unallocated amounts:
Other corporate expenses (21,150) (8,991)
Exceptional items - (10,962)
Amortisation of intangibles (6,667) (3,715)
Interest 203 (669)
Consolidated proﬁt before tax 69,859 13,828
Assets
Total assets included in CODM information for reportable segments 325,127 313,032
Unallocated amounts:
Fixed assets 19,550 14,702
Cash balances 73,509 37,717
Tax balances 9,052 7,323
Prepayments and accrued income 2,393 2,045
Goodwill and other intangibles 84,377 99,081
Consolidated total assets 514,008 473,900
Liabilities
Total liabilities included in CODM information for reportable segments 262,246 272,065
Unallocated amounts:
Tax balances 18,991 15,733
Royalty provisions 10,947 8,811
Other liabilities 25,476 33,362
Consolidated total liabilities 317,660 329,971
Reconciling items above mainly relate to amounts managed centrally by the head ofﬁce function, rather than directly managed in 
each operating segment, and include treasury, foreign exchange and corporate matters, taxation and other central assets.
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    46 Other material items 2009 Reportable
 Segment  Consolidated
 totals Adjustments totals
 £000 £000 £000
Capital expenditure - 12,932 12,932
Depreciation 7,607 - 7,607
Impairment of intangible assets 6,826 349 7,175
Other material items 2008 Reportable
 Segment  Consolidated
 totals Adjustments totals
 £000 £000 £000
Capital expenditure - 6,584 6,584
Depreciation 12,068 - 12,068
Impairment of intangible assets 6,710 - 6,710
Major customers
Transactions with the Group’s three largest customers represent 17%, 13% and 10% of the Group’s total revenues.
Geographical analysis
In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of 
customers. Segment assets are based on the geographical location of the assets.
 12 months 12 months
 ended ended
 31 Dec 2009 31 Dec 2008
Revenue by destination £000 £000
United Kingdom 84,368 110,251
Europe 343,765 239,109
North America 429,085 179,302
Latin America 121,471 84,812
Rest of the World 154,753 132,001
 1,133,442 745,475
The split of non-current assets by location is as follows:
 12 months 12 months
 ended ended
 31 Dec 2009 31 Dec 2008
Non Current assets £000 £000
United Kingdom 81,483 81,795
France 32,843 35,543
United States 16,304 18,020
Rest of the World 2,035 5,264
   
 132,665 140,622
Non current assets relate to property, plant and equipment and intangible assets, and, as required under IFRS 8, exclude deferred  
tax assets.
Intangible assets have been treated as being located in the UK.
NOTES
CONTINUED
47    PACE PLC ANNUAL REPORT 4  EXPENSES AND AUDITORS’ REMUNERATION
 12 months 12 month
 ended ended
 31 Dec 2009 31 Dec 2008
 £000 £000
Fees payable to the Company’s auditors for the audit of:
Company’s annual accounts 190 155
Fees payable to the Company’s auditors and its associates for other services to the Group:
audit of the Company’s subsidiaries’ ﬁnancial statements pursuant to legislation 96 106
other services pursuant to interim reporting legislation 30 40
other services relating to taxation 121 43
services relating to corporate ﬁnance - 372
services relating to information technology  - 45
other services  3 21
Depreciation of plant, property and equipment
owned 7,607 4,504
Other operating lease rentals
land and buildings 5,900 3,605
motor vehicles  - 6
Proﬁt on disposal of plant, property and equipment (600) -
Net foreign exchange losses/ (gains) recognised within operating proﬁt 9,407 (1,718)
5  EXCEPTIONAL ITEMS 
 12 months 12 months
 ended ended
 31 Dec 2009 31 Dec 2008
 £000 £000
Restructuring and reorganisation costs - 8,946
Integration costs - 2,016
 - 10,962
The restructuring and reorganisation costs relate to a restructuring programme within the Group and represent incremental costs 
to the business in relation to employee costs which either have been incurred or will be paid within the next twelve months. The 
integration costs relate to the integration of the acquired set top box business of Royal Philips Electronics.
6  FINANCE INCOME/(COSTS)
 12 months 12 months
 ended ended
 31 Dec 2009 31 Dec 2008
 £000 £000
Finance income – Interest on bank deposits 337 202
Finance costs (134) (871)
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    48 7  STAFF NUMBERS AND COSTS
The average number of persons (including directors) employed by the Group and Company during the year, analysed by category 
were as follows:
 Group Company
 Year  Year Year Year
 ended ended ended ended
 31 Dec 2009 31 Dec 2008 31 Dec 2009 31 Dec 2008
Research and development 700 531 302 293
Administration 168 133 94 82
Sales and marketing 23 25 13 18
Manufacturing and operations 167 73 50 40
 1,058 762  459 433
The aggregate payroll costs of these persons were as follows:
  Group Company
 Year Year Year Year 
 ended ended ended ended
 31 Dec 2009 31 Dec 2008 31 Dec 2009 31 Dec 2008
 £000 £000 £000 £000
 
Wages and salaries 43,700 32,573 19,982 17,747
Social security costs 10,929 8,073 3,165 2,271
Other pension costs 1,397 1,412 1,233 1,005
Share based payments (see note 26) 2,536 1,011 2,536 1,011
Redundancy costs 635 8,023 635 175
 59,197 51,092 27,551 22,209
Remuneration of Directors
The remuneration, share options and pension entitlements of the directors are disclosed in the Directors’ Remuneration Report on 
pages 21 to 28.
8  CURRENT AND DEFERRED INCOME TAX
 Year Year 
 ended ended
 31 Dec 2009 31 Dec 2008
The tax charge is based on the proﬁt for the year and comprises:  £000 £000
Current tax:
UK Tax charge 3,782 -
Overseas tax charge 11,275 2,921
Prior year adjustments  2,405 -
Total current tax charge 17,462 2,921
Deferred tax:
Origination and reversal of timing differences (note 13) 2,731 (1,097)
Adjustment in respect of previous periods (1,720) 950
Total deferred tax charge/(credit) 1,011 (147)
Tax charge  18,473 2,774
NOTES
CONTINUED
49    PACE PLC ANNUAL REPORT Reconciliation of effective tax rate: Year Year
 ended ended
 31 Dec 2009 31 Dec 2008
 £000 £000
Proﬁt before tax 69,859 13,828
Tax using domestic corporation tax rate at 28% (2008: 28%) 19,560 3,872
Effects of: 
Expenses not deductible for tax purposes 170 1,614
Effect of abolition of industrial building allowances - 371
Brought forward unrecognised tax losses recognised in the period - (3,142)
Research and development tax credit (2,230) (1,523)
Overseas tax not at 28% (57) 398
Losses arising in the period not recognised for deferred tax 345 -
Effect of tax relief on exercise of share options - 296
Effect of change in tax rate - (62)
Adjustments to tax charge in respect of previous periods 685 950
Total tax charge 18,473 2,774
9  EARNINGS PER ORDINARY SHARE
Basic earnings per ordinary share 17.7p 4.0p
Diluted earnings per ordinary share 17.2p 3.9p
Adjusted basic earnings per ordinary share 19.3p 7.8p
Adjusted diluted earnings per ordinary share 18.7p 7.7p
The calculation of basic earnings per share is based on a proﬁt after tax of £51,386,000 (2008: £11,054,000) divided by the 
weighted average number of ordinary shares in issue of 289,925,353 (2008: 274,757,069), excluding shares held by the Pace plc 
Employee Beneﬁts Trust.
 Year Year
 ended ended 
 31 Dec 2009 31 Dec 2008
Number of shares m m
Weighted average number of ordinary shares in issue during the year 289.9 274.8
Dilutive effect of options outstanding 9.5 3.0
Diluted weighted average number of ordinary shares in issue during the year 299.4 277.8
Diluted earnings per ordinary share varies from basic earnings per ordinary share due to the effect of the notional exercise of 
outstanding share options.
To better reﬂect underlying performance, adjusted earnings per share is also calculated (adjusting proﬁt after tax to remove 
amortisation of other intangibles and exceptional items, post tax).
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    50 10  DIVIDENDS PER ORDINARY SHARE
 31 Dec 2009 31 Dec 2008
 Per share £000 Per share £000
2008 Final: paid 3 July 2009 0.6 1,736 - -
2009 Interim: paid 11 December 2009 0.5 1,470 - -
 1.1 3,206 - -
In addition, the Directors are proposing a ﬁnal dividend for 2009 of 1.0p per share. This will be payable on 2 July 2010 to 
shareholders on the register at 4 June 2010, subject to approval by shareholders at the forthcoming Annual General Meeting, and 
has not been included as a liability in these ﬁnancial statements.
NOTES
CONTINUED
51    PACE PLC ANNUAL REPORT 11   INTANGIBLE ASSETS AND PROPERTY, PLANT AND EQUIPMENT
  Other Development Long Short Plant, Total
 Goodwill Intangibles Expenditure Leasehold Leasehold machinery property,
    Buildings land and and Motor  plant and  
     Buildings Vehicles equipment
Group £000 £000 £000 £000 £000 £000 £000
Cost
At 31 December 2007 9,436 - 31,059 413 6,612 22,280 29,305
Exchange adjustments 13,339 4,819 1,899 124 265 4,272 4,661
Additions - - 20,995 - 1,907 4,677 6,584
Acquisitions 53,562 21,640 9,609 - - 14,280 14,280
Retirement of Assets - - (3,721) - - - -
Disposals - - - - - (664) (664)
At 31 December 2008 76,337 26,459 59,841 537 8,784 44,845 54,166
Exchange adjustments (5,977) (2,392) 21 (50) (28) (325) (403)
Additions - - 42,349 - 2,654 10,278 12,932
Retirement of Assets - - (19,721) - - - -
Disposals - - - (487) - (2,510) (2,997)
At 31 December 2009 70,360 24,067 82,490 - 11,410 52,288 63,698
Amortisation/depreciation
At 31 December 2007 - - 15,177 119 4,034 16,531 20,684
Exchange adjustments - - - 37 105 2,730 2,872
Provided in the year - 3,715 15,185 - - 12,068 12,068
Acquisitions - - - 17 664 3,823 4,504
Retirement of Assets - - (3,721) - - - -
Impairment  - - 6,710 - - - -
Disposals - - - - - (664) (664)
At 31 December 2008 - 3,715 33,351 173 4,803 34,488 39,464
Exchange adjustments - (332) 651 (16) (33) (254) (303)
Provided in the year - 6,667 32,645 - 902 6,705 7,607
Retirement of Assets - - (19,721) - - - -
Impairment  - - 6,826 - - - -
Disposals - - - (157) - (2,463) (2,620)
At 31 December 2009 - 10,050 53,752 - 5,672 38,476 44,148
Net book amount at
31 December 2007 9,436 - 15,882 294 2,578 5,749 8,621
Net book amount at  
31 December 2008 76,337 22,744 26,490 364 3,981 10,357 14,702
Net book amount at  
31 December 2009 70,360 14,017 28,738 - 5,738 13,812 19,550
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    52 Other intangibles
Other intangibles relate to balances relating to trademarks and licence agreements, customer contracts and relationships 
recognised as part of the acquisition of the Pace France business.
The goodwill at 31 December 2009 related to know-how acquired with the purchase of Xcom Multimedia Communications SA in 
February 2001 and the expected synergies, future revenue streams and know-how acquired with the purchase of Pace France 
in April 2008. These assets are used as an integral part of the development of products which, to date, have been sold mainly by 
the Nagra, Telcoms and Retail Customer Account Teams. Accordingly, for the impairment testing purposes the goodwill has been 
allocated to a single cash generating unit which comprises these three Customer Account Teams (which approximate the legal 
entity structure).
The recoverable amount of the above unit including the goodwill is based upon a value in use calculation and is higher than the 
carrying value of the assets and goodwill allocated to this unit. The calculations use cash-ﬂow projections based on actual operating 
results, budgets and 3 year forecasts, reﬂecting known purchase orders, sales contracts and the net result from planned product 
launches. Therefore the key assumptions are a growth rate of 1% (2008: 1%) on sales and 2% (2008: 2%) on overheads which has 
been used to extrapolate results. A discount rate of 12% (2008: 12%) has been used.
 Intangible assets Property, plant and equipment
  Short   Total
  leasehold   property,
 Development and  Plant and Motor plant and
 Expenditure buildings machinery vehicles equipment
Company £000 £000 £000 £000 £000
Cost
At 31 December 2007 31,059 6,266 17,820 38 24,124
Additions 20,995 710 4,100 6 4,816
Disposals (3,721) - (623) - (623)
At 31 December 2008 48,333 6,976 21,297 44 28,317
Additions 26,721 2,398 5,812 1 8,211
Disposals (10,683) - (1,227) - (1,227)
At 31 December 2009 64,371 9,374 25,882 45 35,301
Amortisation/depreciation
At 31 December 2007 15,177 3,718 13,040 31 16,789
Provided in the year 15,185 656 3,224 3 3,883
Retirement of Assets (3,721) - - - -
Impairment 6,710 - - - -
Disposals - - (623) - (623)
At 31 December 2008 33,351 4,374 15,641 34 20,049
Provided in the year 19,537 692 3,451 3 4,146
Retirement of Assets (10,683) - - - -
Impairment 5,585 - - - -
Disposals - - (1,199) - (1,199)
At 31 December 2009 47,790 5,066 17,893 37 22,996
Net book amount at 31 December 2007 15,882 2,548 4,780 7 7,335
Net book amount at 31 December 2008 14,982 2,602 5,656 10 8,268
Net book amount at 31 December 2009 16,581 4,308 7,989 8 12,305
NOTES
CONTINUED
53    PACE PLC ANNUAL REPORT 12  INVESTMENTS IN GROUP AND OTHER COMPANIES
    Available for
    sale ﬁnancial
    assets
Group    £000
Cost at 2 June 2007, 31 December 2007 and 31 December 2008    1,479
Provision at 2 June 2007, 31 December 2007 and 31 December 2008    (1,130)
Impairment in the year (see below)    (349)
Provision at 31 December 2009    (1,479)
Net book value at 31 December 2007 and 31 December 2008    349
Net book value at 31 December 2009    -
 Intra- Shares Available for
 group in group sale ﬁnancial
 loans undertakings assets Total
Company £000 £000 £000 £000
Cost at 2 June 2007 and 31 December 2007 65,945 6,038 899 72,882
Additions in the year - 64,900 - 64,900
Cost at 31 December 2008 65,945 70,938 899 137,782
Provision at 31 December 2007 and 31 December 2008 (62,583) - (550) (63,133)
Impairment in the year (see below) - - (349) (349)
Provision at 31 December 2009 (62,583) - (899) (63,482)
Net book value at 31 December 2007 3,362 6,038 349 9,749
Net book value at 31 December 2008 3,362 70,938 349 74,649
Net book value at 31 December 2009 3,362 70,938 - 74,300
The impairment in the year reﬂects a reassessment of the value attributable to a minor shareholding held by the Company.
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    54 At 31 December 2009 the Company had a beneﬁcial interest in the equity of the following subsidiary undertakings:
 Nature of  Percentage Country of Class of share
 operations  holding incorporation capital held
Pace Advanced Consumer Electronics Limited Dormant 100% UK Ordinary
Pace Asia Paciﬁc Limited*** Administrative/
 development support 100% Hong Kong Ordinary
Pace Distribution GmbH Dormant 100% Germany Ordinary
Pace Distribution (Overseas) Limited Holding Company 100% UK Ordinary/
    Preference
Pace Micro Technology Limited Dormant 100% UK Ordinary
Pace (HK) Limited Holding Company 100% Hong Kong Ordinary
Pace Aus Pty Limited Administrative/
 development support 100% Australia Ordinary
Pace Americas Limited*** Administrative/
 development support 100% UK Ordinary
Pace Americas, Inc Trading 100% USA Ordinary
Pace Europe SAS*** Administrative/
 development support 100% France Ordinary
Pace Micro Technology GmbH Administrative/
 development support 100% Germany Ordinary
Pace Micro Technology (India) Private Ltd***  Development support 100% India Ordinary
Pace Overseas Distribution Limited*** Trading 100% UK Ordinary
Pace France SAS Trading 100% France Ordinary
Pace USA Inc**** Trading 100% USA Ordinary
Pace Belgium NV $ Trading 100% Belgium Ordinary
Pace Asia Home Networks Sdn BHD $ Trading 100% Malaysia Ordinary
Pace Networks Limited $ Dormant 100% UK Ordinary
Pace Brasil – Industria Electronica e Comercio Ltda $ Trading 100% Brazil Ordinary
Pace Iberia SL $ Trading 100% Spain Ordinary
STB Anchor Mexicana SA DE CV $ Trading 100% Mexico Ordinary
Pace China Operations # Administrative 100% China Ordinary
Pace Operations South Africa (Propriety) Limited** Administrative 100% South Africa Ordinary
* Denotes company owned by Pace Micro Technology (HK) Limited
** Denotes company owned by Pace Overseas Distribution Limited
*** Denotes company owned by Pace Distribution (Overseas) Limited
**** Denotes company owned by Pace Americas Limited
$ Denotes company owned by Pace France SAS
# Denotes company owned by Pace Asia Paciﬁc Limited
Each of the subsidiary undertakings listed above has been consolidated in the Group’s ﬁnancial statements.
NOTES
CONTINUED
55    PACE PLC ANNUAL REPORT 13  DEFERRED INCOME TAX
Deferred tax assets have been recognised in respect of differences between accounting and tax carrying values and trading losses 
where it is probable that these assets will be recovered. 
The movements in deferred tax assets and liabilities during the year are shown below:
    Short term
 Property, plant Trading  Timing Foreign
 & equipment losses Intangibles Differences Exchange Total
Group £000 £000 £000 £000 £000 £000
Recognised asset/(liabilities) 
At 31 December 2008 1,319 3,325 (15,733) 935 1,540 (8,614)
Credited/(charged) to
income statement (308) (3,325) (168) 2,252 538 (1,011)
Credited/(charged) to
equity/reserves - - - 1,845 (1,589) 256
Exchange differences - - 1,248 (101) - 1,147
At 31 December 2009 1,011 - (14,653) 4,931 489 (8,222)
Shown as deferred
tax assets 1,011 - - 4,931 489 6,431
Shown as deferred
tax liabilities - - (14,653) - - (14,653)
    Short term 
 Property, plant Trading  Timing Foreign 
 & equipment losses Intangibles Differences Exchange Total
Company £000 £000 £000 £000 £000 £000
Recognised asset/(liabilities)
At 31 December 2008 1,319 3,325 (2,229) 61 1,540 4,016
Credited/(charged) to  
income statement (308) (3,325) (1,245) 304 - (4,574)
Credited/(charged) to
equity/reserves - - - 1,845 (1,589) 256
At 31 December 2009 1,011 - (3,474) 2,210 (49) (302)
There are no unrecognised deferred tax assets or liabilities at the period end.
14  INVENTORIES
 Group Company
   31 Dec 2009 31 Dec 2008 31 Dec 2009 31 Dec 2008
   £000 £000 £000 £000
Raw materials and consumable stores   15,008 3,686 11,551 2,306
Finished goods   72,038 53,543 9,931 5,699
   87,046 57,229 21,482 8,005
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    56 15  TRADE AND OTHER RECEIVABLES
 Group Company
 31 Dec 2009 31 Dec 2008 31 Dec 2009 31 Dec 2008
 £000 £000 £000 £000
Trade receivables 205,204 225,192 195,618 154,171
Amounts owed by subsidiary undertakings - - 1,213 32,142
Other receivables 4,139 3,772 1,718 -
Prepayments and accrued income 2,393 2,045 1,490 1,672
 211,736 231,009 200,039 187,985
16  TRADE AND OTHER PAYABLES
 Group Company
 31 Dec 2009 31 Dec 2008 31 Dec 2009 31 Dec 2008
 £000 £000 £000 £000
Trade payables 216,692 231,632 141,477 156,300
Social security and other taxes 2,604 943 781 613
Other payables 8,124 234 6,644 1,161
Accruals 35,164 45,909 17,767 15,658
 262,584 278,718 166,669 173,732
17  INTEREST BEARING LOANS AND BORROWINGS
There were no loans or borrowings in the Group or Company at 31 December 2009 (31 December 2008: Nil).
Banking facilities of £35 million are available until December 2011 and consist of a revolving credit facility secured by a ﬁxed and 
ﬂoating charge over the assets of Pace plc and its subsidiary undertakings. A bank guarantee within this facility is in place in an 
amount of £7.8m (2008: Nil).
NOTES
CONTINUED
57    PACE PLC ANNUAL REPORT 18  DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS
This note provides information about the contractual terms of the Group and Company’s interest bearing loans and borrowings (note 
17). For more information about the Group and Company’s exposure to interest rate, credit risk and foreign currency risk, see pages 
11 and 12 of the Report of the Directors.
(a) Interest rate risk proﬁle of cash/bank overdrafts
 Floating rate Interest free  Total
Currency £000 £000 £000
At 31 December 2009:
Sterling 25,882 14 25,896
US Dollar 359 28,410 28,769
Euro 250 713 963
Brazil - 17,253 17,253
Other - 628 628
Total 26,491 47,018 73,509
At 31 December 2008:
Sterling 15,717 9 15,726
US Dollar 10,279 1 10,280
Euro 4,402 1 4,403
Other 7,308 - 7,308
Total 37,706 11 37,717
The interest rates on Sterling, US Dollar, Euro and other ﬂoating rate ﬁnancial assets are linked to the relevant bank base rates.
(b) Currency exposures
The table below shows the Group’s currency exposures that give rise to the net currency gains and losses recognised in the income 
statement. Such exposures comprise the monetary assets and monetary liabilities of the Group which are not denominated in the 
operating or functional currency of the operating unit involved.
  Net foreign currency monetary assets/(liabilities)
Functional currency of £STL US Dollar Euro Other Total
group operation £000 £000 £000 £000 £000
At 31 December 2009:
Sterling - (97,048) 36,777 (99) (60,370)
Euro - (11,731) - (110) (11,841)
Other - (267) - - (267)
Total - (109,046) 36,777 (209) (72,478)
At 31 December 2008:
Sterling -  (102,555) 7,542 137 (94,876)
Euro (3,543) (44,928) - (271) (48,742)
Total (3,543) (147,483) 7,542 (134) (143,618)
(c) Gains and losses on currency derivatives
The majority of the Group’s production costs are denominated in US Dollars. The Group endeavours to obtain as much of its 
income as possible in US Dollars but a signiﬁcant proportion of income is currently received in Sterling or Euros. The Group’s policy 
is to hedge forward progressively against movements in the value of foreign currencies, in respect of cash receipts and payments 
expected from transactions over the next 12 months.
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    58  COMPANY BALANCE SHEET
AT 31 DECEMBER 2008
NOTES
CONTINUED
Outstanding currency derivatives:
 Sell Buy Principal Average
 Currency Currency Amount Rate Maturity
At 31 December 2009: Euro US Dollar $383.5m 1.41 Jan 10-Jun 11
 HUF Euro €1.5m 278.9 Mar 10 
 BRL US Dollar $15.1m 1.79 Mar 10-Apr 10
At 31 December 2008: Euro US Dollar $198.7m 1.39 Jan 09-Dec 09
The Group’s derivatives contracts qualify for hedge accounting and have a fair value at the balance sheet date of £3.8m  
(2008: £5.0m).
(d) Credit risk
The Group’s credit risk is primarily attributable to its trade receivables. Credit risk is managed by monitoring the aggregate amount 
and duration of exposure to any one customer depending upon their credit rating. The Group does not require collateral in respect 
of ﬁnancial assets. There were no signiﬁcant impairments in the periods under review.
Credit risk
Exposure to credit risk
The carrying amount of ﬁnancial assets represents the maximum credit exposure. The maximum exposure to credit risk at the 
reporting date was:
 Carrying amount
 31 Dec 2009 31 Dec 2008
 £000 £000
Trade receivables 205,204 229,511
Cash and cash equivalents 73,509 37,717
Forward exchange contracts used for hedging
Assets 172 -
 278,885 267,228
The maximum exposure to credit risk for receivables at the reporting date by geographic region was:
 Carrying amount
 31 Dec 2009 31 Dec 2008
 £000 £000
Domestic 14,126 17,848
Euro-zone countries 79,689 98,464
United States 111,374 112,879
Other regions 15 320
 205,204 229,511
The credit risk on liquid funds is limited because counterparties are banks with high credit ratings. At each balance sheet date there 
was no signiﬁcant concentration of credit risk, other than those customers with revenues in excess of 10% of the Group’s total 
revenues, as explained in note 3 of the ﬁnancial statements.
Of the trade receivables at 31 December 2009 95% was within payment terms (2008: 93%). The balance was less than 30 days 
past due (2008: 100%). There were no material bad debt provisions deemed necessary against such balances, in the current or 
preceding years.
59    PACE PLC ANNUAL REPORT CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
AT 31 DECEMBER 2008
NOTES
CONTINUED
(e) Liquidity risk
Cash resources are largely and normally generated through operations. Short term ﬂexibility is achieved by the banking facilities in 
place (note 17).
Liquidity risk
The following are the contractual maturities of ﬁnancial liabilities, including estimated interest payments and excluding the impact of 
netting arrangements.
 Carrying Contractual 6 months 6-12 1-2
 Amount cash ﬂows or less months years
 £000 £000 £000 £000 
At 31 December 2009:
Non-derivative ﬁnancial liabilities
Trade and other payables within one year 258,851 (258,851) (258,851) - -
Other payables due after one year 2,232 (2,232) - - (2,232)
Derivative ﬁnancial liabilities  
Forward exchange contracts used for hedging
Outﬂow 3,733 (252,943) (121,042) (96,926) (34,975)
Inﬂow - 249,210 115,128 98,116 35,966
Total 264,816 (264,816) (264,765) 1,190 (1,241)
At 31 December 2008:
Non-derivative ﬁnancial liabilities
Trade and other payables within one year 273,739 (273,739) (273,739) - -
Derivative ﬁnancial liabilities  
Forward exchange contracts used for hedging
Outﬂow 4,979 (133,877) (63,575) (70,302) -
Inﬂow - 128,898 66,528 62,370 -
Total 278,718 (278,718) (270,786) (7,932) -
It is not expected that the cash ﬂows included in the maturity analysis could occur signiﬁcantly earlier, or at signiﬁcantly different 
amounts.
The directors have considered the periods in which the cash ﬂows associated with the derivatives that are cash ﬂow hedges are 
expected to occur, together with the timing of impact on proﬁt or loss, and have determined that the timings are as disclosed in the 
above table.
(f) Sensitivity analysis
In managing interest rate and currency risks the Group aims to reduce the impact of short term ﬂuctuations on the Group’s 
earnings. Over the long term, permanent changes in foreign exchange and interest rates would have an impact on consolidated 
earnings. The Directors consider that a change of 100 basis points in interest rates at any period end would not have a material 
impact on cash ﬂows.
The Group’s key foreign exchange exposures are in respect of the Euro and US Dollar. A 5% strengthening in sterling against the 
Euro and Dollar would have an adverse impact of £3.5m on the proﬁt (pre hedging) reported in the year ended 31 December 2009 
and an adverse impact of £7.5m on equity. A 5% weakening in sterling against the Euro and Dollar would have a favourable impact 
(pre hedging) of £5.0m on proﬁt reported in the year ended 31 December 2009 and a favourable impact of £8.5m on equity.
(g) Capital management
In line with the disclosure requirements of IAS 1, Presentation of Financial Statements, the Company regards its capital as being the 
issued share capital together with its banking facilities, used to manage short term working capital requirements.
Note 20 to the Financial Statements provides details regarding the Company’s share capital and movements in the period. There 
were no breaches of any requirements with regard to any relevant conditions imposed by either the UKLA or the Company’s 
Articles of Association during the periods under review.
PACE PLC ANNUAL REPORT    60 COMPANY BALANCE SHEET
AT 31 DECEMBER 2008
NOTES
CONTINUED
Details of the Company’s working capital facilities are given in Note 17. Such facilities are subject to certain ﬁnancial performance 
covenants. There have been no breaches of these covenants in the period under review.
(h) Fair values
Fair values versus carrying amounts
The directors have considered the fair values of ﬁnancial assets and liabilities and have determined that these are not materially 
different from the carrying amounts shown in the Group balance sheet.
Fair value hierarchy
The Group’s ﬁnancial instruments, namely forward exchange contracts, have been determined to represent Level 1 instruments 
(characterised by the existence of quoted prices (unadjusted) in active markets for identical assets or liabilities).
(i) Exchange rates
The following signiﬁcant exchange rates applied during the year:
 Average rate Spot rate
 2009 2008 2009 2008
Euro 1.12 1.25 1.12 1.02
US Dollar 1.57 1.84 1.61 1.45
19  PROVISIONS
 Royalties   
 under  
 negotiation Warranties Other Total
 £000 £000 £000 £000
Group
At 31 December 2008 8,811 21,448 5,261 35,520
Net charge for the year 2,705 15,796 - 18,501
Utilised (569) (17,324) (1,865) (19,758)
Exchange adjustments - (410) - (410)
At 31 December 2009 10,947 19,510 3,396 33,853
Due within one year - 11,117 3,396 14,513
Due after one year 10,947 8,393 - 19,340
  Royalties   
  under  
  negotiation Warranties Total
  £000 £000 £000
Company
At 31 December 2008  8,811 6,934 15,745
Net charge for the year  2,705 10,980 13,685
Utilised  (569) (8,045) (8,614)
At 31 December 2009  10,947 9,869 20,816
Due within one year  - 6,812 6,812
Due after one year  10,947 3,057 14,004
Royalties under negotiation
The owners of patents covering technology allegedly used by the Group have indicated claims for royalties relating to the Group’s 
use (including past usage) of that technology. Negotiations over these liabilities continue for long periods of time. The directors have 
made provision for the potential royalties payable based on the latest information available. Having taken legal advice, the Board 
considers that there are defences available that should mitigate the amounts being sought. The Group will vigorously negotiate or 
defend all claims but, in the absence of agreement, the amounts provided may prove to be different from the amounts at which the 
potential liabilities are ﬁnally settled.
61    PACE PLC ANNUAL REPORT CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
AT 31 DECEMBER 2008
NOTES
CONTINUED
Given the nature of the claims it is not possible to be more speciﬁc with regard to the timing of outﬂows.
The directors consider that to disclose the amounts unused following the negotiation of royalty claims during the year would be 
seriously prejudicial to other royalty claims under negotiation, in litigation or dispute. Accordingly the directors have aggregated 
amounts released unused with additional provisions made in order to arrive at the net charge for the year shown above.
Other provisions
Other provisions relate to onerous leases and restructuring provisions in relation to the restructuring of the Pace Europe business.
Warranties
Pace provides product warranties for its set-top boxes from the point of sale and a provision for warranties is recognised when the 
underlying products are sold. The provision is based on historical warranty data, principally historical failure rates and related cost 
of repair information, and a weighting of all possible outcomes against their associated probabilities. The level of warranty provision 
required is reviewed on a product by product basis and provisions adjusted accordingly in the light of actual performance.
Although it is difﬁcult to make accurate predictions of potential failure rates or the possibility of an epidemic failure, as a warranty 
estimate must be calculated at the outset of product shipment before ﬁeld deployment data is available, these estimates improve 
during the lifetime of the product in the ﬁeld.
It is expected that the expenditure with regard to warranties will be incurred within three years of the balance sheet date.
PACE PLC ANNUAL REPORT    62 COMPANY BALANCE SHEET
AT 31 DECEMBER 2008
20  SHARE CAPITAL
31 December 2009                         31 December 2008 
 Number £000 Number £000
Authorised
Ordinary shares of 5p each  500,000,000 25,000 300,000,000 15,000 
Allotted, called up and fully paid
Ordinary shares of 5p each  303,573,631  15,179 298,970,953 14,949
During the year, the Company also allotted ordinary shares as follows:
    Nominal 
    value Consideration
   Number £000 £000
Employee share option scheme (59.5 pence)   75,319 4 45
Employee share option scheme (49.0 pence)   319,761 16 157
Employee share option scheme (46.0 pence)   739,274 37 341
Employee share option scheme (67.0 pence)   2,640 - 2
Employee share option scheme (82.0 pence)   7,613 - 6
Employee share option scheme (48.0 pence)   87,500 4 42
Employee share option scheme (15.75 pence)   76,250 4 12
Employee share option scheme (51.0 pence)   114,000 6 58
Employee share option scheme (75.0 pence)   100,000 5 75 
Employee share option scheme (74.25 pence)   425,000 21 316
Employee share option scheme (63.25 pence)   250,000 13 158
Employee share option scheme (58.75 pence)   2,165,450 108 1,272
Employee share option scheme (85.5 pence)   1,278 - 1
Employee share option scheme (61.25 pence)   75,000 4 46
Employee share option scheme (73.0 pence)   163,334 8 119 
Employee share option scheme (150.0 pence)   259 - 1
 
  4,602,678 230 2,651 
There are no special rights or obligations attaching to the ordinary shares, and there are no shares in the Company with special 
rights with regard to control of the Company.
The Company’s articles of association provide that the Company may refuse to transfer shares in the following customary 
circumstances: where the share is not a fully paid share; where the Company has a lien; where the share transfer has not been duly 
stamped with the correct amount of stamp duty; where the transfer is in favour of more than four joint transferees; where the share 
is a certiﬁcated share and is not accompanied by the relevant share certiﬁcate(s) and such other evidence as the Board of Directors 
may reasonably require to prove the title of the transferor; or where the instrument of transfer is in respect of more than one class of 
share. These restrictions are in addition to any which are applicable to all UK listed companies imposed by law or regulation.
 
The notice of the Annual General Meeting speciﬁes deadlines for exercising voting rights and appointing a proxy or proxies to vote 
in relation to resolutions to be passed at the Annual General Meeting. All proxy votes are counted and numbers for, against or 
withheld in relation to each resolution are announced at the Annual General Meeting and published on the Company’s website after 
the meeting.
 
At the Annual General Meeting to be held on 19 April 2010, shareholders will be asked to renew the Directors’ power to allot 
shares and buy back shares in the Company and to renew the disapplication of pre-emption rights.
 
The Company is not aware of any agreements between shareholders which may result in restrictions on the transfer of securities 
and/or on voting rights.
 
Shares in the company are held in the Pace plc Employee Beneﬁts Trust (“Trust”) for the purpose of satisfying awards made under 
the Company’s employees’ share plans. The Trustees of the Trust may exercise the voting rights attaching to shares held in the 
NOTES
CONTINUED
63    PACE PLC ANNUAL REPORT NOTES
CONTINUED
Trust in respect of which the beneﬁcial interest has not vested in any beneﬁciary provided that they are satisﬁed that to do so is the 
beneﬁciaries’ interests. The Trustees have waived their right to vote in respect of any such shares held above 5%.
The Company has granted options which are subsisting (including directors’ options) in respect of the following presently unissued 
ordinary shares of 5p each.
Number of ordinary  Price per share
shares subject to option Exercise period pence
123,643 1 December 2009 to 30 May 2010 46.0
490,178 1 October 2010 to 31 March 2011 82.0
789,778 1 October 2011 to 31 March 2012 67.0
926,336 1 October 2012 to 31 March 2013 74.0
105,879 12 April 2010 to 10 July 2010 150.0
239,935 11 January 2003 to 10 January 2010 599.5
63,935 17 July 2003 to 16 July 2010 857.5
13,137 29 January 2004 to 28 January 2011 610.0
24,000 24 July 2005 to 23 July 2011 375.0
137,950 24 July 2004 to 23 July 2011 375.0
20,337 18 January 2005 to 17 January 2012 357.0
155,000 22 October 2003 to 21 October 2012 15.75
36,000 26 August 2004 to 25 August 2013 51.0
50,000 17 August 2005 to 16 August 2014 51.0
564,915 2 October 2009 to 1 October 2016 58.75
50,000 19 February 2010 to 18 February 2017 69.5
75,000 16 March 2010 to 15 March 2017 66.5
508,746 1 November 2012 to 31 October 2017 97.75
2,275,635 24 June 2011 to 23 June 2013 85.5
1,204,999 24 June 2011 to 23 June 2018 85.5
591,167 24 June 2012 to 23 June 2014 85.5
227,354 24 June 2012 to 23 June 2018 85.5
300,000 18 December 2012 to 17 December 2018 47.0
82,560 18 December 2011 to 17 December 2018 47.0
265,541 11 March 2013 to 10 March 2019 75.0
2,317,430 11 March 2012 to 10 March 2019 75.0
30,000 23 April 2012 to 23 April 2019 151.5
501,882 30 July 2012 to 29 July 2019 199.25
30,000 17 December 2012 to 16 December 2019 193.60
12,171,337
PACE PLC ANNUAL REPORT    64 NOTES
CONTINUED
21  SHARE PREMIUM ACCOUNT
Group and Company   £000
At 31 December 2008   37,023
Premium on allotments   2,421
At 31 December 2009   39,444
The shares allotted during the year are listed in note 20.
22  MERGER RESERVE
Group and Company   £000
At 31 December 2008 and 31 December 2009   55,490
The merger reserve was created upon the acquisition of the set-top box and connectivity solutions business of Royal Philips Electronics.
23  RETAINED EARNINGS
Group   £000
At 31 December 2008   27,245
Retained proﬁt for the year   51,386
Deferred tax adjustments   1,845
Dividends to equity shareholders   (3,206)
Income tax adjustments   2,881
Employee share incentive charges   2,536
Movement in employee share trusts    (1,692)
At 31 December 2009   80,995
Company   £000
At 31 December 2008   20,858
Retained proﬁt for the year   30,259
Deferred tax adjustments   1,845
Dividends to equity shareholders   (3,206)
Income tax adjustments   2,881
Employee share incentive charges   2,536
Movement in employee share trusts   (1,692)
At 31 December 2009   53,481
Own shares held
The following amounts have been deducted from the retained reserves of the Group and Company.
At 31 December 2009 the Pace plc Employee Beneﬁts Trust held 9,712,349 (2008: 11,615,707) shares in the Company which cost 
£7,263,503 (2008: £21,442,225). These shares are held to satisfy options granted to employees.
The amounts arising on settlement of share options from the employee share trusts represents cash receipts from the exercise of 
relevant share options.
65    PACE PLC ANNUAL REPORT NOTES
CONTINUED
The Pace plc Employee Beneﬁts Trust has granted options and shares to employees (including directors’ options) over ordinary 
shares of 5p each as follows:
Number of ordinary  Price per share
shares subject to option Exercise period pence
9,571 17 July 2001 to 16 July 2010 857.5
100,343 29 January 2002 to 28 January 2011 610.0
312,587 26 August 2004 to 25 August 2013 51.0
200,000 17 August 2005 to 16 August 2014 51.0
38,829 2 October 2009 to 1 October 2016 58.75
546,075 3 April 2010 to 2 April 2017 73.25
1,491,504 27 February 2011 to 27 August 2018  -
279,658 3 August 2012 to 2 August 2019 -
2,693,341 5 May 2012 to 4 May 2019 -
422,199 18 May 2012 to 17 May 2019 -
6,094,107  
24  PROFIT FOR THE YEAR
The parent Company has taken advantage of Section 408 of the Companies Act 2006 and has not included its own income 
statement in these ﬁnancial statements. The Group proﬁt includes a parent Company proﬁt after tax of £30,259,000 (2008: proﬁt 
after tax of £9,311,000).
25  CAPITAL COMMITMENTS
 Group and Company
 31 Dec 2009 31 Dec 2008
 £000 £000
Contracted but not provided for 3,799 1,713
PACE PLC ANNUAL REPORT    66 NOTES
CONTINUED
26  EMPLOYEE BENEFITS
Pension plans 
The Group contributes to several deﬁned contribution Group Personal Pension Plans, which all executive directors and employees 
are entitled to join. The total expenses relating to these plans in the current year was £1,397,000 (2008: £1,412,000).  
At 31 December 2009 contributions of £Nil (2008: £Nil) were outstanding.
Share based payments 
Details of the Company’s share option plans are included in notes 20 and 23 and the Remuneration Report. The number and 
weighted average exercise price of share options is as follows:
 Average Weighted Average Weighted
 Exercise Number Exercise Number
 Price of Options Price of Options
 31 Dec 2009 31 Dec 2009 31 Dec 2008 31 Dec 2008 
Outstanding at the beginning of the period 87.6p 19,319,988 91.7p 16,478,998
Granted during the period 92p 4,163,647 80p 6,031,377
Forfeited during the period 123p 1,598,874 128p (1,733,588)
Exercised during the period 59p 8,506,019 54p (1,456,799)
Outstanding at the end of the period 102.9p 13,378,742 87.6p 19,319,988
Exercisable at the end of the period 172p 2,469,369 149p 3,939,381
Outstanding options were as follows:
   Weighted 
   average Weighted
   remaining average
  Number contractual exercise
Range of exercise prices (pence)  at 31 Dec 2009 life months price
15.75p to 49p  661,203 82 39p
51p to 75p  6,172,491 90 38p
78p to 97.75p  5,298,079 112 86p
200p to 375p  820,048 89 230p
599.5p to 857.5p  426,921 17 647p
  13,378,742 70
The weighted average exercise price of options granted in the period was 92p (2008: 80p).
The weighted average fair value at the measurement date of options granted in the year was 15p (2008: 37p).
The weighted average exercise price at the date of exercise for options exercised in the year was 59p (2008: 54p).
The fair value of services received in return for share options granted are measured by reference to the fair value of share options 
granted. The estimate of the fair value of the services received is measured based on a Black-Scholes model. The following 
table gives the assumptions applied to the options granted in the respective periods shown. Expectations of early exercise are 
incorporated into the model, where appropriate.
67    PACE PLC ANNUAL REPORT    31 Dec 2009 31 Dec 2008
Average share price (pence)   107.5 78.5
Weighted average exercise price (pence)   102.9 87.6
Expected volatility (%)   50% 50%
Option life (years)   10 10
Dividend yield (%)   1.4 1.4
Risk free interest rate (%)   5.0% 5.0%
The expected volatility is based on the historic volatility (calculated based on the weighted average remaining life of the share 
options), adjusted for any expected changes to future volatility due to publicly available information.
The charge for share based payments is £2,536,000  (2008: £1,011,000) which is comprised entirely of equity settled transactions. 
27  LEASING COMMITMENTS
Total amounts payable under non-cancellable operating lease rentals are as follows:
 Group Company
 31 Dec 2009 31 Dec 2008 31 Dec 2009 31 Dec 2008
 £000 £000 £000 £000
Land and buildings
Within one year 3,142 5,524 717 756
Between two and ﬁve years 10,743 9,840 2,668 2,776
In ﬁve years or more 6,262 2,082 1,334 2,082
 20,147 17,446 4,719 5,614
28  CONTINGENCIES
A writ has been issued against the Company by a former customer relating to the supply of set-top boxes in 2000/2001. The 
amount claimed is circa $7.2m. The Directors believe that they have good defences to the claim and that, in the absence of any 
liability, no provision has been made. In addition on 15 July 2007 Pace ﬁled a counter claim for circa $10m against this former 
customer and a related third party.
EU Import duty classiﬁcation
Pace, along with other set top box manufacturers and broadcasters, has continued to monitor the re-interpretation by European 
Union customs authorities of customs regulations that could result in the extension of import duties to interactive set-top boxes 
with hard drives manufactured outside, but imported into, the EU. On 7th May 2008 the Nomenclature Committee of the European 
Commission issued an Explanatory Note “EN” (0590/2007) to the Combined Nomenclature setting out their view that set-top 
boxes with a hard drive should be classiﬁed under Customs Tariff heading 8521 90 00 and so subject to a 13.9% ad valorem duty 
on importation to the European Union. As a consequence, Pace is potentially exposed to a retrospective Customs Duty liability in 
respect of such set-top boxes it has imported.
Having previously obtained Binding Tariff Information (“BTI”) rulings from HMRC, which provide protection in respect of much of 
the potential period of retrospective application of duty on relevant products and having taken legal advice, Management’s opinion 
is that the retrospective application of the Explanatory Note would not be supportable in law. Accordingly Pace is in common with 
other affected importers, appealing any retrospective assessment made and will defend its position on this matter.
As of the date of this announcement, an assessment has been received from HMRC in an amount of £7.7m representing import 
duty relating to imports prior to 7 May 2008. Having taken advice, management’s best estimate is that no material outﬂow of 
economic beneﬁt would be required to discharge this obligation. As such, at 31 December 2009 any potential liability should be 
considered contingent. A bank guarantee is held whilst the appeal continues.
NOTES
CONTINUED
PACE PLC ANNUAL REPORT    68 NOTES
CONTINUED
29  RELATED PARTIES
Identity of related parties 
The Group has a related party relationship with its subsidiaries and with its Directors.
Transactions with subsidiaries 
The main transactions between the Company and its subsidiaries consist mainly of payments by the Company for distribution 
engineering and administrative support services provided by Pace Americas Inc., Pace Europe SAS and Pace Micro Technology 
(India) Private Ltd. Total transactions of £355.0m were made in the year (2008: £215.1m). 
The amounts due to and from these subsidiaries are shown within notes 15 and 16.
Transactions with key management personnel 
Key management of the Group is through the executive directors of the Company. The main transactions with these individuals are 
disclosed in the Remuneration Report on pages 21 to 26. 
Of the share based payments charge of £2,536,000 made in the period, 42% relates to options granted to the executive directors. 
30  ACQUISITION IN THE PRIOR PERIOD
The acquired business in the previous year relates to the set-top box and connectivity solutions business of Royal Philips Electronics 
(“Pace France”). Pace France employs approximately 335 staff predominantly based in France and is a leading designer and 
supplier of a range of digital TV products including satellite, cable, terrestrial and IPTV set-top box products. A 100% interest was 
purchased on 21st April 2008.
The consideration payable is made up of:
   £000
Shares issued (64,481,049) at market value   58,517
Deferred and contingent consideration   3,937
Acquisition fees   3,134
Acquisition consideration payable   65,588
The acquisition has been accounted for using the purchase method as required by IFRS 3. 
The integration exercise has concentrated to date on maximising the proﬁtability and operating efﬁciency of Pace France. 
The acquisition date fair value of net assets/(liabilities) acquired and goodwill and intangible assets arising was as follows:
   Fair value
   of net assets/
 Book value Fair value  (liabilities)
 prior to acquisition adjustments acquired
 £000  £000 £000
Intangible ﬁxed assets – development expenditure 16,450 (6,841) 9,609
Intangible ﬁxed assets – other - 21,640 21,640
Tangible ﬁxed assets 2,212 - 2,212
Deferred tax liability (5,758) (3,733) (9,491)
Current assets 70,964 - 70,964
Current liabilities (70,516) (1,171) (71,687)
Non-current liabilities (9,658) (1,563) (11,221)
Total net assets acquired 3,694 8,332 12,026
Goodwill recognised   53,562
Total investment cost   65,588
69    PACE PLC ANNUAL REPORT CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
AT 31 DECEMBER 2008
The fair value adjustments include an adjustment to capitalised development expenditure to align accounting methodologies and the 
establishment of provision for onerous lease and warranty costs.
The other intangible assets consist of balances relating to trademarks and licence agreements, and customer contracts and 
relationships.
Goodwill recognised on acquisition is attributable to the skills and talent of the acquired business workforce, and the synergies 
expected to be achieved from integrating the business into the existing business.
From the date of acquisition (21 April 2008) to 31 December 2008, the contribution of Pace France to the Group results was 
as follows:
  £000
Revenue  292,909
Proﬁt before tax, amortisation and exceptional items  8,400
Proforma results for the Group for the year ended 31 December 2008, on the basis that the acquisition had been made at the 
beginning of the period, are as follows:
  £000
Revenue  865,020
Proﬁt before tax, amortisation and exceptional items  27,077
The above ﬁgures do not include the amortisation of the separately identiﬁed intangibles, which consists of a £3,715,000 charge in 
the period to 31 December 2008. The intangible assets are being amortised over various periods ranging from one year to ﬁve years.
31  POST BALANCE SHEET EVENTS 
There are no signiﬁcant or disclosable post balance sheet events.
PACE PLC ANNUAL REPORT    70 DIRECTORS, SECRETARY AND ADVISERS
DIRECTORS  COMPANY SECRETARY
all of Victoria Road  Saltaire  BD18 3LF  England Anthony John Dixon
Robert Michael McTighe Non-executive Chairman REGISTERED AND HEAD OFFICE
Neil Gaydon Chief Executive Ofﬁcer Victoria Road
Stuart Andrew Hall Chief Financial Ofﬁcer Saltaire BD18 3LF
David Alyn McKinney Chief Operating Ofﬁcer England
Patricia Chapman-Pincher Non-executive Director Registered Number 1672847
John Grant Non-executive Director
Michael Inglis Non-executive Director
FINANCIAL ADVISERS AUDITORS REGISTRARS STOCKBROKERS
NM Rothschild & Sons Ltd KPMG Audit Plc Capita Registrars Ltd RBS Hoare Govett Limited
1 Park Row 1 The Embankment Northern House 250 Bishopsgate
Leeds Neville Street Woodsome Park London
LS1 5NR Leeds Fenay Bridge EC2M 4AA
 LS1 4DW Huddersﬁeld
  HD8 0LA
   JP Morgan Cazenove
   20 Moorgate
   London
   EC2R 6DA
71    PACE PLC ANNUAL REPORT PACE PLC ANNUAL REPORT    04
CHAIRMAN’S LETTER
This success reﬂects the capability and commitment of the 
entire Pace team and highlights the strong fundamentals 
it has built.  Over the last three years Pace has brought 
about transformational change, delivering both organic and 
non-organic growth.  The Group has built up a high quality 
and diverse set of customers and products. We operate 
successfully across most major geographic markets. This 
has translated into consistent proﬁtability.
Pace has proven itself capable of identifying, investing 
in and delivering the new technologies needed by its 
operator customers to enable the delivery of TV-led home 
entertainment.  The technologies within our industry are 
evolving at an increasingly rapid rate, creating new product 
and customer opportunities for the business.  Today this 
revolves around high deﬁnition, personal video recording, 
hybrid and whole home platforms and already, for some, this 
will soon start to include new 3D services.
We are able to maintain ongoing investment in new 
technology because of the work done to strengthen our 
ﬁnancial position. This means that Pace is at the forefront 
of change within the industry, leading in converged home 
entertainment solutions and diversiﬁcation opportunities 
through our growing Networks division. At the same time 
we have optimised efﬁciency and taken advantage of our 
enlarged scale to ensure we fully deliver on our Vision of 
‘Great products to our customers, every time’.  In doing 
this Pace has achieved a level of maturity in its operations 
that should give you conﬁdence in predictable future 
performance.
In recognition of our growth and long-term earnings 
potential, the Board introduced a progressive dividend policy 
in 2009.  I am pleased that your Board is recommending a 
ﬁnal dividend of 1.0p per share, giving a full year dividend of 
1.5p per share. 
Our achievements were recognised through a number 
of awards, including a Queen’s Award for Enterprise 
in Innovation and a number of awards recognising the 
importance of Pace’s HR strategy in driving change and 
creating a great place to work. From a ﬁnancial markets 
perspective, we have become a member of the FTSE 250 
and are a top ﬁve quoted company in the UK technology 
hardware sector by market capitalisation. 
Following major improvements in ﬁnancial performance over 
the past three years, on behalf of the Board, I commend 
the management team and all our employees worldwide for 
their achievements and re-emphasize our conﬁdence in their 
ability to take the Group forward as we enter a comparatively 
more mature and predictable phase of our development
If you have any comments on my letter or indeed, any 
part of the Annual Report, I would be delighted to hear 
from you either by writing to me at Pace or by email at 
mike.mctighe@pace.com.
Yours sincerely
Mike McTighe
Chairman
2 March 2010
Dear Shareholder – In 2009 your company 
‘came of age’, capitalising on the potential 
created by your management team and the 
global market opportunity for Pace’s digital 
TV technology.
Pace’s performance over the last 12 months represents 
a signiﬁcant achievement, where the management team 
delivered record results ahead of all expectations.  Pace 
is now working at a new level having achieved over £1bn 
revenues and 6.7% return on sales.
Year Year 7 months Year Year
ended ended ended ended ended
31 Dec 31 Dec 31 Dec 2 June 3 June
2009 2008 2007 2007 2006
£000 £000 £000 £000 £000
Revenue 1,133,442 745,475 249,875 386,513 178,095
Proﬁt/(loss) before tax 69,859 13,828 15,350 4,925 (27,450)
Proﬁt/(loss) before exceptional items
amortisation and tax 76,526 28,505 15,350 6,133 (15,562)
Proﬁt/(loss) after tax 51,386 11,054 14,415 6,766 (28,784)
Diluted EPS/(LPS) 17.2p 3.9p 6.1p 3.0p (13.0)p
Diluted EPS/(LPS) before exceptional 
items and goodwill amortisation 18.7p 7.7p 6.1p 3.0p (7.6)p
Total equity attributable to equity
holders of the parent excluding
goodwill 125,988 67,592 58,166 41,501 33,031
SHAREHOLDER INFORMATION
Annual General Meeting 
The Company’s Annual General Meeting will be held at 2 pm on 19 April 2010, at the Company’s head ofﬁce, Victoria Road, 
Saltaire, West Yorkshire BD18 3LF. 
Capita Registrars
Enquiries regarding shareholdings, change of address or other particulars should be directed in the ﬁrst instance to the Company’s 
Registrars, Capita Registrars, Northern House, Woodsome Park, Fenay Bridge, Huddersﬁeld HD8 0LA, or by telephone on 
0870 162 3131. They also provide a range of online shareholder information services at www.capitashareportal.com where 
shareholders can check their holdings and ﬁnd practical help on transferring shares or updating their details.
Multiple Accounts on the Shareholder Register 
If you have received two or more copies of this document, this means that there is more than one account in your name on the 
shareholder register. This may be caused by either your name or address appearing on each account in a slightly different way. For 
security reasons, the Registrars will not amalgamate the accounts without your consent. If you would like any multiple accounts 
combined into one account, please write to Capita Registrars at the address given above. 
Unsolicited Mail 
The Company is obliged by law to make its share register available upon request to the public and to other organisations, which 
may use it as a mailing list, resulting in shareholders receiving unsolicited mail. Shareholders wishing to limit the receipt of such mail 
should write to the Mailing Preference Service, DMA House, 70 Margaret Street, London W1W 8SS, or call +44 (0) 20 7291 3310 
for an application form or visit www.mps-online.org.uk 
Pace Website
Shareholders are encouraged to visit our website, www.pace.com, which has a wealth of information about the Company.
FIVE YEAR RECORD AND SHAREHOLDER INFORMATION
PACE PLC ANNUAL REPORT    72