We have made demonstrable progress, 
substantially reducing debt and interest 
costs and reinstating a dividend payment. 
We undertook a successful equity placing
to fund capital investment projects, laying 
the foundations for further growth in our 
core cakes business, and thus further value
for our shareholders. 
Debt fell from 
£33.9m to £7.4m.
A welcome mix of
new and existing
investors.
Capital investment    
planned for cakes.
Annual Report & Accounts 2013
You’re in good hands    
  
­ Highlights­ 1
Chairman’s­ Statement­ 2
Chief­ Executive’s­ Report 4
Th e­ Directors­ 6
Business­ Review­ 8
Consolidated­ Statement­ of­ Comprehensive­ Income 26
Consolidated­ Statement­ of­ Financial­ Position 27
Consolidated­ Statement­ of­ Changes­ in­ Equity 28
Consolidated­ Cash­ Flow­ Statement 29
Notes­ to­ the­ Financial­ Statements 30
Company­ Balance­ Sheet 61
Company­ Reconciliation­ of­ Movements­ in­ Shareholders’­ Funds 62
Notes­ to­ the­ Company­ Financial­ Statements 63
Notes­ to­ the­ Financial­ Statements 67
Directors’­ Report 68
Statement­ of­ Directors’­ Responsibilities­ in­ Respect­ of­ the­ Annual­ Report­ and­ the­ Financial­ Statements 71
Report­ on­ Corporate­ Governance 72
Audit­ Committee­ Report 73
Remuneration­ Committee­ Report 74
Independent­ Auditor’s­ Report­ to­ the­ Members­ of­ Finsbury­ Food­ Group­ Plc 75
Notice­ of­ Meeting 76
Advisers 78
­ License issued for 
use of Disney and 
orntons Brands.
Acquisition of Nicholas & Harris.
Group signed a deal with Nestlé (UK) 
to make use of their confectionery 
brands within cakes.
Acquisition of United Central 
Bakeries, Campbells Cake Company 
and California Cake Company. 
Lightbody joins
Finsbury Food Group.
Winner of Lanarkshire's 
Best Business Award 
2011 and 2012.
Acquisition of Livwell.
2012 saw the launch of the Avengers 
movie which was the third biggest 
grossing movie of all time as this 
pulled together numerous di"erent 
Marvel characters.  
 
Acquisition of 
Goswell Enterprises.
Acquisition of 
Anthony Alan Foods.
License issued for use 
of WeightWatchers 
Brand.
Total revenue for the year.
License issued for use of 
Vogels and Cranks Brands.
£35m
£
£58m
£72m
£108m
£179m
£168m
£190m
£196m
£59m
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Bakery Melmerby Brand.
Memory Lane Cakes was
the start of the transformation
of Finsbury Food Group 
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manufacturer and distributor 
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£207m
2004 2005 2006 2008 2010 2011 2012 2013 2007 2009 2003
10 Years of Finsbury Food Group 1
Highlights
• Group revenue from continuing operations £176.6 million 
(2012 was £178.9 million)
• Adjusted* profit before tax up 19% to £5.5 million (2012: £4.6 million)
• Adjusted* diluted EPS 5.9p (2012: 5.0p)
• Total net debt significantly reduced by 78% to £7.4 million 
(2012: £33.9 million)
• Successful equity placing in November 2012 raised £3.8 million
• Re-instatement of dividend with a proposed final dividend 
of 0.75 pence per share 
• Sale of Free From business for approximately £21 million
• Transformed balance sheet enables increased investment 
and M&A opportunities
• Expansion of bread manufacturing facilities at Nicholas & Harris
• Continued investment and growth in brands and renewal of licences
• Bakery Awards supplier of the year 2013
* Th ese figures have been adjusted to eliminate the impact of the following charges required by IFRS and 
significant non-recurring items (see Note 5) for the 52 weeks ended 29 June 2013 and ended 30 June 2012:
2013 2012
£000 £000
Adjusted profit on continuing operations before tax 5,460 4,575
Significant non-recurring items (refer to Note 5 for detail) (718) -
Share options charge (134) (573)
Diﬀerence between defined benefit pension scheme charges and cash cost 1,350 454
Movement in the fair value of interest rate swaps 855 84
Movement in the fair value of foreign exchange contracts (179) 152
Unwinding of the discount on deferred consideration payable (32) (103)
Unwinding of the discount on deferred consideration receivable 48 -
Profit on continuing operations before tax 6,650 4,589
*Refer to trading results section within the Business Review for further details on the adjusted profits.
Income/(Expenditure)
The bread-making 
business has doubled 
in size in the last 
five years.
We took a small
step back to help
us take a much 
bigger step 
forward. 2
I am pleased to report that underlying operating profit from
continuing activities for the financial year ended June 2013
has risen to £7.4m from £7.2m. Debt and interest costs have
been substantially reduced and the Board has proposed a final
dividend of 0.5p, amounting to a total dividend of 0.75p for
the year.
Progress is founded on a combination of factors. Finsbury
Foods has continued to develop our licensed and retailer brand
portfolios providing bakery goods that are attractive and 
aﬀordable for consumers. We maintain first class relationships
with grocery multiples, focusing on the specialty brands that
remain appealing even in tough times.
In November 2012, a successful equity placing during the
first half of the year raised £3.8m to fund capital investment
projects in our core cake business. Th e placement attracted 
a welcome blend of new and existing institutional investors,
indicating a long awaited shift in market perception towards
Finsbury Foods.
In February 2013, our Free From business was sold to Genius
Foods for £21m on a debt-free, cash-free basis, with £18m up
front and a further £3m due to the Group in 2015. Although
the sale reduces the overall size of the business, the Board
viewed the disposal as a small step back that would allow 
us to take a much bigger step forward.
Th e net eﬀect of those transactions has been transformative.
Total Group debt has fallen from £33.9m in the previous period
to £7.4m, interest charges will also fall, with levels falling
beneath £1m for the next twelve months. Debt to EBITDA
multiples have responded in kind, registering a decline from
just under 5 in 2009 to below 1. 
Of course, consumer markets remain challenging. Weary
consumers have grown increasingly deal focused while 
commodity prices continue to rise. Finsbury Foods has 
responded to the value conscious environment with a series
of cost and product initiatives, reacting nimbly to the
changing needs of the marketplace.
Th e sale of Free From will enable the company to rebase, driving
forward organic growth. £6m has been set aside for new capital
investment projects in our core cake business this year, the scale
of investment demonstrating the depth of our ambition. 
Reinstating the dividend is another statement of intent. 
Returning to the dividend list for the first time since 2008 
is evidence of our ability to reward shareholders for their faith
in the company. Public markets often take a while to overcome
adverse sentiment and the recent rise in the share price 
is gratifying. 
Th e market is beginning to view our story afresh, assessing
the current management team on its own merits, recognising
the inherent value that lies in this business. Our attention 
is starting to turn outwards. It is always convenient, especially
for a Group with a track record of acquisitions, to return 
to M&A activity once the balance sheet has been restored. 
Seeking deals that oﬀer the right synergies and appropriate
benefits is clearly attractive. While this oﬀers a quick way of
progressing the size of the Group, nurturing existing businesses
remains the priority. Investment will build upon the foundations
we have created, bolt-on acquisitions driving long-term value
as and when opportunities arise.
I would like to take this opportunity to express my thanks
to Ian Farnsworth who has stepped down after 15 years of
distinguished service in the boardroom. A warm welcome 
is extended to Raymond Duignan who joined the Board as 
a Non-Executive Director in July and has assumed Ian’s duties
as Chair of the Audit and Remuneration Committee.
We have arrived at a moment of transition: Finsbury Foods has
attained a position of hard-earned stability, trading maturely,
paying down debt and generating cash. We have traded our
way through a diﬃcult market, regenerated all aspects of the
business and completed a strategic disposal that will allow
us to move forward. As we head into a new financial year,
I retain a deep-seated desire to build a business that we can
all be proud of. Excellence and innovation continue to signpost
the way forward, laying the foundations for further growth
and driven by the ultimate objective of creating value
for shareholders.
It was always going to take time. Turning around a Group the size 
of Finsbury Foods demanded a concerted and prolonged eﬀort by a
team with the skill, resolve and foresight to overcome adverse trading
conditions. Although significant challenges remain in our business, 
a degree of momentum has clearly become apparent. 
Chairman’s Statement W	 maintai frs clas relationhp wih groc	ry
ultple, fousig o h	 pecialy rand ha 
remain appealing even in tough times.
Martin Lightbody
Non-Executive Chairman 4
Trading Performance
Results for the full 52-week period ending 29 June 2013 
are described in greater detail in the Business Review Section
but there are a number of key areas I would like to take this
opportunity to highlight:
• Underlying profit before tax from continuing operations 
rising 19.3% to £5.5m (2012: £4.6m) 
• Group revenue from continuing operations down 1.3% 
to £176.6m driven primarily by currency fluctuations 
in our overseas subsidiary
• 17% sales growth in bread driven by growth of licensed 
brands (Vogel’s, Cranks and Village Bakery)
• Net debt reduction from £33.9m to £7.4m
• Fully subscribed Equity placement in Nov 2012 raising 
£3.8m for capital investment projects 
• Sale of Free From business for £21m in February 2013
• Restructured balance sheet capable of funding further 
capital investment and M&A 
• Debt to EBITDA ratio down to below 1x 
(2009 peak was nearly 5)
• Dividend reinstatement (last paid in 2008)
• Bakery Awards supplier of the year 2013
Results in Perspective
It was a mixed year in our core UK Bakery division. Th e bread
business maintained long-term growth trends; the business
has doubled in size over the last five years, benefitting from 
an increased demand for artisan and organic products. 
Th e cake business endured tougher trading conditions. 
Sales in the UK were relatively flat while performance in
the Overseas division was adversely impacted by exchange
rate fluctuations. 
Elsewhere, growth was in evidence across the Group. 
Th ornton’s cake business registered a 20% jump in sales and
our Marvel Film franchise continues to thrive. Th e Me To
You licence came on stream in the second half of the year, 
a highly promising year-round gift proposition. We also
launched Disney Celebration cakes in Australia, a unique
product in that marketplace.
Closer to home, UK consumer behaviour presents a dichotomy.
Both ends of the grocery scale are exhibiting signs of expansion
but the middle is under stress. Consumers are buying treats
where they perceive uniqueness or real quality, shopping
across locations to obtain the optimum mix. 
It’s hard to keep growing at 17% if your major customers are
not but our coverage is reassuring. For example, Finsbury Foods’
speciality bread business is significantly weighted towards
Sainsbury’s and Waitrose; they are growing and we are growing
alongside them. We are working to retain a strong presence
where there is growth, resisting the temptation to chase 
volume where doing so would be imprudent.
Regrettably, the economic environment remains unhelpful with
promotional activity at unsustainable levels in most categories
of food. Commodity prices have settled down marginally, we
haven’t witnessed the huge fluctuations of recent years. Overall,
however, trends remain upwards with marked volatility in key
ingredients such as wheat, eggs and sugar.
One of the reasons for investing so significantly in the businesses
going forward is that the only way we can square the circle
of keeping prices keen for consumers and stimulating deals
is by being a low cost manufacturer. We’ve spent a lot of time
and eﬀort changing pack sizes, reformulating products and
becoming more eﬃcient. Our managers are pulling every
possible lever to try and make sure we get back to sensible
levels of return. 
One of those levers involved securing a long-term lease 
on the property adjacent to our Nicholas & Harris bakery.
Building into the space from our existing facility will add 60%
of extra production capacity. Securing the space is strategically
significant, an unambiguous signal of our intention to mature
into becoming a £50m speciality bread business.
Growth remains the priority. It is a significant achievement
to have guided the company through such a diﬃcult period
but further evolution is essential. 
We need to keep investing in first class machinery, presenting
consumers with fresh ideas and products while continuing
to develop the shareholder base. I have no doubt that Finsbury
Food Group will continue to achieve our growth objectives,
both organically and by acquisition. Th e signs may be propitious
but, in many respects, the real work has yet to begin.
Light at the end of the tunnel is always welcome. While the precise
length of the tunnel remains a matter of debate, it is pleasing to reflect
on a year in which the enduring efforts of senior management and
staﬀ at all levels of Finsbury Foods generated demonstrable progress. 
Chief Executive’s Report Growth remains the priority.It is a significant
achievement to have guided the company through
such a difficult period but further evolution 
is essential.
John Duﬀy
Chief Executive Oﬃcer 6
Th e Directors
Martin Lightbody
Non-Executive Chairman
Martin Lightbody joined the Board in February 2007 with
the purchase of the Lightbody Group. He was previously
Managing Director of this business and led its growth from
nowhere in 1995 to become the UK's leading supplier of
Celebration cakes 10 years later. He is a trained baker and
confectioner and is a member of the British Confectioners’
Association. 
John Duﬀy
Chief Executive Oﬃcer
Following a Mining and Petroleum engineering degree 
and initial exploration and production career with Shell 
International, John Duffy completed a full time MBA 
and has spent the subsequent 20 years within the Food
Manufacturing sector. Ten years of Manufacturing and 
Logistics Director roles at Mars Inc. were followed by 
private equity backed roles as Operations Director at
Golden Wonder in 2000 and Managing Director of WT
Foods’ largest chilled foods subsidiary, Noon Products, 
before and after its sale to Kerry Foods in 2005. John has
Non-Executive experience in the broader consumer goods 
industry with Denby Pottery and several smaller start-up
businesses. He was appointed interim Chief Operating 
Officer at Finsbury Foods from September 2008 and 
oﬃcially took over as Chief Executive Oﬃcer with eﬀect
from 30 September 2009. 
David Marshall
Non-Executive Deputy Chairman
David Marshall was educated in South Africa and in England
and was appointed to the Board in 1979. He is also Chairman
of a number of listed public companies, including London
Finance & Investment Group Plc, which is a substantial
shareholder in Finsbury Food Group. In recent years he has
taken a leading role in the reorganisation and development
of a number of medium sized listed companies in the UK
and overseas.  
Stephen Boyd
Group Finance Director
Steve was appointed Group Financial Director in January
2010. Steve has spent 17 years in the food manufacturing
sector and previously was Group Finance Director at Golden
Wonder, subsequent to that was Group Finance Director
and Chief Operating Officer at WT Foods Group Plc.
Steve worked with John Duﬀy at both Golden Wonder 
and WT Foods. 
John
Martin
David
Stephen 7
Raymond Duignan 
Non-Executive
Raymond Duignan joined the Board in July 2013. He has
extensive industry experience having set up a specialist 
investment bank, Stamford Partners, in the mid-1990’s advising
the European food and drink industries with clients including
many blue chip companies. He is Chairman of both the 
Remuneration and Audit Committees.
Crawford Currie
Finance Director of Lightbody Group Ltd
Crawford Currie was appointed to the Board in February
2007 following the purchase of the Lightbody Group.  
Before joining Lightbody in 1998, he gained a wide range
of experience in various accounting roles. After training
with Touche Ross, he took on senior roles in divisions 
of Cookson Group Plc and Smith Industries Plc. 
Paul Monk
Non-Executive Deputy Chairman
Paul Monk was appointed to the Board on 9 December 2002
and elected as joint Deputy Chairman in February 2007. 
He has extensive experience in the food manufacturing industry,
was the Chief Executive of Golden Wonder Ltd and his other
experience includes roles with Marks & Spencer and the Mars
Corporation. He also holds other Non-Executive roles within
the food industry.
Edward Beale 
Non-Executive
Edward Beale was appointed a Director on 29 August 2002.
He is a chartered accountant and the Chief Executive of City
Group Plc., the Group's Company Secretaries. He was a
member of the Accounting Standards Board and subsequently
the Accounting Council of the FRC for 6 years to August
2013. He is a member and former Chairman of the QCA’s
Corporate Governance Committee. He is Chairman of
Marshall Monteagle plc and a Non-Executive Director 
of a number of other companies. He sits on both the Audit
Committee and Remuneration Committee.
Ian Farnsworth
Non-Executive
Ian Farnsworth has been a member of the Board since 1997.
He joined National Westminster Bank in 1956 and retired
in 1997 having held various senior positions including Chief
Executive and Deputy Chairman of Coutts & Co. He held
the position of Chairman of both the Remuneration and
Audit Committees until his retirement on 15 July 2013.
Raymond
Crawford
Paul
Edward We continue to invest in workforce
training and development through a
programme of vocational qualifications
and encourage all our staﬀ to get involved
and support local community initiatives,
like at Nicholas & Harris, one of the
largest employers in Salisbury. We’ve
even won awards from Asda and Tesco
for our category management expertise.
Business Review
We sponsor the internationally 
renowned Salisbury Arts Festival.
16 bakers qualified in 
City and Guilds baking.
8 9 10
On 27 February 2013 the Group sold its Free From business for a total
value of approximately £21 million to focus on its core Cake and Bread
businesses. Th e Group will continue on its stated strategy of generating
returns for shareholders by building a crafted bakery group focused 
on premium, celebration and well-being that delivers for its customers
and the end consumer. 
Business Review
Strategy
We will continue to develop our licensed brand portfolio 
to complement our core retailer brand relationships. 
We are still a modest manufacturer in the total Bakery 
markets in which we operate and see exciting organic
growth opportunities in all our businesses.
Th e sale will allow the Group to further invest, pay down
debt, and take advantage of additional opportunities available
to us, with the ultimate goal of driving shareholder value.
Our Markets
Th e total annual UK ambient cake market (including 
pre-packed cake and in-store bakery) is valued at £1.05 billion
(source: Kantar Worldpanel). Th e past 12 months has seen
value of sales decline by 2.0% and unit sales decline by 2.5%.
We continue to be the second largest supplier of cake to the
UK’s multiple grocers and have maintained our leading
position in the niche areas on which we focus.
Annual bread and morning goods sales are in excess
of £3 billion (source: Kantar Worldpanel), although the
market remains flat. We are a small but fast-growing player 
in this market, focusing on speciality breads, where demand
remains strong despite the economic climate.
Our Business
Following the disposal of the Free From business, 
the Group consists broadly of the following businesses:
UK Bakery
Lightbody of Hamilton Ltd (‘Lightbody’), based in Hamilton,
employs around 1,100 people and is the UK’s largest supplier
of Celebration cake with Disney, Nestlé and Th orntons product
within its Licenced portfolio as well as Own Label Cake. 
It also produces a wide range of small cakes, slices and in store
bakery (ISB) bites, a number of which are under our licensed
brands including Th orntons, and WeightWatchers.
Memory Lane Cakes Ltd (‘Memory Lane’), based in Cardiﬀ,
employs around 700 people and is the leading manufacturer
of the UK retailers’ premium own label cake ranges. It also
produces under a number of brands notably Nestlé, 
WeightWatchers and Th orntons.  
Nicholas & Harris Ltd. (N&H), based in Salisbury, employs
around 300 people and produces a range of speciality breads,
rolls, hot cross buns and tea cakes to UK retailers. Its focus
is on ‘clean label’ breads, rolls and buns, from which it has seen
strong growth with its chosen own label customers. N&H’s
brand portfolio, which includes Vogel’s seeded bread, Cranks
Organic and Village Bakery Rye bread, continue to perform
well, significantly outgrowing the market by double-digits.
Management has now launched reduced carbohydrate bread
under its new brand Livlife, augmenting its branded range.
On 27 February 2013 the Group sold its Free From business
for a total value of approximately £21 million to focus on 
its core Cake and Bread businesses. Th e Free From business
consisted of two subsidiaries, Livwell Limited (“Livwell”) and
United Bakeries (Holdings) Limited (“UBH”) (the holding
company of United Central Bakeries Limited (“UCB”)). 
Th ese subsidiaries, which account for approximately 14% 
of Group full year revenues, have been sold to Genius Foods
Limited (“Genius”), on a debt-free, cash-free basis.
Brands and Licences
Th e Group remains primarily a retailer branded business with
sales of retailer own label products accounting for around 59%
of our total revenue compared to 58% a year ago. Th e balance
represents the strength of both licensed brands and own brands
under our control.
WeightWatchers
WeightWatchers is one of the largest food brands in the UK
and we hold the licence to manufacture and distribute low fat
cake to the UK and Ireland’s multiple grocers under this brand.
Since the acquisition of Anthony Alan in 2007, the brand has
been developed through utilisation of the broad production
capability within the Group and our skills in developing new
products that adhere to brand guidelines. Th e Low Fat cake
category continues to struggle in the face of recessionary
pressures on household budgets. However, this year 
WeightWatchers has again successfully grown its share of this
category. Th e summer of 2013 will see the WeightWatchers
Slices range move into new individually wrapped, snack pack
packaging. Th is significant investment will seek to develop
and grow the brand by opening up the important out of home
eating occasion.
We’ve set 
£6 million 
aside for 
new capital 
investment.
We’ve been awarded another
new WeightWatchers contract. 11 12 Business Review
Th orntons
Th e Group remains committed to developing its branded range
via its licensing arrangement with the Th orntons confectionery
business. A combination of new product development, 
pack formats and targeted promotional activity has seen the
Th orntons brand grow sales by 17% in the last year, making
it one of the fastest growing Cake brands in the market
(Source: Symphony IRI). Our best selling Th orntons Bites
range continues to dominate the pre-packed Bites market
with a 48% value share of this market (source: Symphony IRI).
Nestlé Confectionery
We continue to benefit from the rights to manufacture and
distribute cake products under Nestlé confectionery brands.
In addition to our existing range of Smarties and Funtastic
products we have this year added the Yorkie and Rowntrees
Randoms brands into our portfolio.
Disney
Our successful range of Disney Celebration cakes are 
continually evolving. Properties within the portfolio include,
Disney Princess, Cars, Fairies, Avengers, and Iron Man. 
Th e Disney portfolio is a key part of our overall Celebration
cake business and plays an important role in retaining our
position as the largest supplier of Celebration cake to the
UK’s multiple grocers. We currently have a 45% share 
of the UK Celebration cake market.
Other Celebration Cake Licences
Th ese four major brands are complemented by a range of other
licences which are particularly focused on driving Celebration
cake sales. Evergreen properties such as Peppa Pig, and Hello
Kitty have their own target market and oﬀer excellent additions
to the range. Th is year we have added the successful Me to Y ou
Celebration and gift cake to our portfolio. In addition the
Spiderman 4 range has proved very successful, delivering in
excess of £2m sales, making it the biggest selling Celebration
cake license in the market in the last year. Other notable
launches this year include Fireman Sam, Skylanders and
One Direction which together have added a further £2.5m
sales (Source Symphony IRI).
Speciality Bread Licences
Nicholas & Harris bakery has 3 brands which it markets under
long-term license agreements, all of which are distributed
across the UK in the major supermarkets. Vogel’s is a ‘no 
artificial additives’ seeded bread that has a unique nutty taste
and dense texture. Vogel’s has grown by over 11% in the last
year and now has over 26,000 followers on its Facebook page.
Vogel’s is licensed by Alan Stevns and co. who owns the brand
on a global basis. Crank’s is our ‘proper Organic Bread’ brand
and is ‘the bread you buy when you don’t have time to make
your own’. Cranks has grown by over 22% in the last year
and is owned by All About Foods ltd. Th e Village Bakery
Melmerby brand is licensed by Bell’s of Lazonby and is an
Organic Rye bread brand. Village Bakery has grown by 5%
and appeals to those trying to avoid wheat.
Livlife is a new brand launched in July 2013. It has half the
carbohydrates of regular bread and is aimed at the growing
number of consumers who are trying to cut and control the
amount of carbs they eat. Livlife is supported by a significant
PR, digital media and advertising campaign to build awareness.
Overseas
Th e Group’s 50% owned Company Lightbody Stretz Ltd,
supplies and distributes the Group’s UK manufactured
products and third party products primarily to Europe.
Principal Operating Risks 
Th e Group operates in an environment which is continually
changing and as a result the risks it faces will also change over
time. Th e assessment of risks and the development of strategies
for dealing with these risks are achieved on an ongoing basis
through the way in which the Group is controlled and managed
internally. A formal review of these risks is carried out by the
Group on an annual basis. Th e review process involves the
identification of risks, assessment to determine the relative
likelihood of them impacting the business and the potential
severity of the impact, and determination of what needs 
to be done to manage them eﬀectively.
Th e Directors have identified the following principal risks
and uncertainties that could have the most significant impact
on the Group’s value generation:
Competitive Environment and Customer Requirements
Th ere is currently over capacity in the market place and
competition is strong between manufacturers in the Bakery
sector. Th e monitoring of key performance indicators at 
customer level such as service levels and customer complaints
is part of the risk management process associated with this
specific risk. Strong customer service, quality products, low costs
and innovative new product development are areas of focus
to satisfy customer needs and remain strong in a competitive
environment. Th e Group has invested heavily in category
management, new product development and marketing skills.
Th is investment has helped create an insight into customers
and consumer demands. Continual monitoring of customer
KPI’s and production quality measures take place to ensure
customer requirements are being met and issues are identified
in a timely manner to limit their impact.
Product Quality
Product quality is a key strength of the Group and failure 
to maintain a high standard of food quality and safety 
would have a severe impact on service levels and customer 
relationships. Th e Group’s quality assurance procedures,
managed at site level, are reviewed continuously with 
improvements made as appropriate. Th e Group’s Technical
Director helps provide focus to ensure there is continuous
improvement across all sites to meet the increasingly high
expectations of our customers. Th e operating subsidiaries 
are subject to regular internal and independent food safety
and quality control audits including those carried out by, 
or on behalf of, our customers. Th e Group maintains product
recall insurance cover to mitigate the potential impact 
of such an occurrence.
13
We continue to grow our Celebration 
cake production for big name brands 
like Disney,Thorntons and Nestlé.
The Nicolas & Harris 
bakery is now a 
landfill-free site, 
with 100% recycling. Business Review
Our focus on speciality breads means
we’re growing fast – Vogel’s by over 11%
in 2013, Cranks by over 22% and Village
Bakery by 5%. Nicholas & Harris now
employs 300 people, producing a range
of speciality breads, rolls, hot cross buns
and tea cakes for UK retailers.We won
the ‘Me To Y ou’ gift cake licence and
launched Disney Celebration cakes 
in Australia.
Over 26,000 Facebook fans on 
the Vogel’s Lovetoastcommunity.
Long -term 
license renewal
in 2013.
Annual UK bread and morning
goods market exceeds £3 billion.
14 15 Prices and Supply
Increases in the price and volatility of price of raw materials
along with increasing utility costs can impact the core 
profitability of the business and any related shortage in supply
of raw materials will impact the business’ ability to maintain
its service levels to customers – another of its key performance
indicators. Th e prices of certain key commodities (e.g. sugar)
are tied to the Euro – the relative strength of sterling and
future volatility within the Eurozone will, therefore, have 
an impact on the cost of these commodities. 
Aﬀordability for consumers is essential and the Group will
focus on internal efficiencies and productivity initiatives 
to lessen the rising commodity price impact on consumers. 
Th e Group maintains a high level of expertise in its buying
team and will consider long-term contracts where appropriate
to reduce uncertainty in input prices. Th e team also cultivates
strong relationships with its major suppliers to ensure continuity
of supply at competitive prices. Regular renovation and 
innovation in our product range can help to manage margin
pressures in an effective manner as far as the competitive
environment allows. Th e Group also purchases forward foreign
currency in order to minimise the fluctuation of input costs
linked to future currency conversion rates.
Economic Environment
Th e economic environment remains challenging, with 
promotional activity at unsustainable levels in most categories
of food. Th e Group will continue to focus on quality and value
for money in periods of reduced spending. Th e Group manages
margins through investing in site capabilities to increase 
eﬃciency, managing capacity, reformulating and developing
products that stand out from the crowd and maintaining
strong relationships with customers and licensors.
16
52 week period ended 29 June 2013
Fair value
of interest As per
Non- Defined rate swaps/ Unwinding Consolidated
recurring Share benefit foreign of discount Statement of  
Operating significant options pension exchange on deferred Comprehensive
performance items charge scheme contracts consideration Income
£000 £000 £000 £000 £000 £000 £000
Continuing operations
Revenue 176,595 ----- 176,595
Cost of sales (130,150) ----- (130,150)
Gross profit 46,445 ----- 46,445
Other costs excluding 
depreciation & amortisation (36,511) (718) (134) 915 (179) - (36,627)
EBITDA 9,934 (718) (134) 915 (179) - 9,818
Depreciation & amortisation (2,495) ----- (2,495)
Results from operating activities 7,439 (718) (134) 915 (179) - 7,323
Finance income 1 -- 1,401 855 48 2,305
Finance costs (1,980) -- (966) - (32) (2,978)
Profit before tax 5,460 (718) (134) 1,350 676 16 6,650
Taxation (1,110) 165 31 (341) (174) (3) (1,432)
Profit after tax 4,350 (553) (103) 1,009 502 13 5,218
Discontinued operations
Profit after tax – discontinued 1,850 1,184 ---- 3,034
Profit after tax 6,200 631 (103) 1,009 502 13 8,252
Th e taxation on IFRS charges includes an element of rate change on opening balances from 24% to 23%.
Profit on sale of Free From businesses of £1,184,000 is shown as non-recurring significant item under discontinued operations.
Business Review
2013
Through efficiencies, we're trying
to shield the consumer from the 
impact of rising prices. 17
52 week period ended 30 June 2012
Fair value
of interest As per
Non- Defined rate swaps/ Unwinding Consolidated
recurring Share benefit foreign of discount Statement of  
Operating significant options pension exchange on deferred Comprehensive
performance items charge scheme contracts consideration Income
£000 £000 £000 £000 £000 £000 £000
Continuing operations
Revenue 178,902 ----- 178,902
Cost of sales (133,048) ----- (133,048)
Gross profit 45,854 ----- 45,854
Other costs excluding 
depreciation & amortisation (36,205) - (573) 65 152 - (36,561)
EBITDA 9,649 - (573) 65 152 - 9,293
Depreciation & amortisation (2,444) ----- (2,444)
Results from operating activities 7,205 - (573) 65 152 - 6,849
Finance income 12 -- 1,490 84 - 1,586
Finance costs (2,642) -- (1,101) - (103) (3,846)
Profit before tax 4,575 - (573) 454 236 (103) 4,589
Taxation (1,230) - 138 (133) (100) 27 (1,298)
Profit after tax 3,345 - (435) 321 136 (76) 3,291
Discontinued operations
Profit after tax – discontinued 1,560 ----- 1,560
Profit after tax 4,905 - (435) 321 136 (76) 4,851
Th e taxation on IFRS charges includes an element of rate change on opening balances from 26% to 24%. 
Trading Results
Group revenue from continuing operations for the 
52 week period to 29 June 2013 was £176.6 million 
(2012: £178.9 million).  
Gross margin for the financial year was 26.3% (2012: 25.6%).
Commodity prices have settled down marginally and we have
not witnessed the huge fluctuations of recent years. Th e outlook
is that marked volatility is expected in key ingredients such
as wheat, eggs and sugar.  
Administrative expenses on continuing activities have 
remained fairly stable year on year with continued focus 
on cost control. Inflationary increases and employee pay rises
have been oﬀset largely by operational improvements and
returns from capital investment.
Th e following analysis is included to show what the Directors
consider to be the underlying performance of the Group and
eliminates the impact of significant non-recurring items and
certain charges required by IFRS.
2012
   
      
    New product development, pack formats
and promotions saw Thorntons sales
jump 20%. It’s now the fastest growing
Top 5 brand, with our Th orntons Bites
range having a 48% share. Our Marvel
Film, WeightWatchers, Peppa Pig,
Hello Kitty and Disney cake sales 
help retain our position as the largest
supplier of Celebration cakes 
to UK supermarkets.
Business Review
Best ever Thorntons 
brand performance.
Spiderman 4
range worth 
£2 million in
sales alone.
We have a 45% share of the 
UK Celebration cake market.
18 19 20
Non-Financial Key Performance Indicators
A range of non-financial key performance indicators are
monitored at site level covering, amongst others, customer
service, quality and health and safety. Th e Group Board 
receives an overview of these on a regular basis.
Disposals
On 27 February 2013 the Group sold its Free From business
for a total value of approximately £21 million of which 
£3 million is deferred to 27 February 2015.
Th e Free From business consisted of two subsidiaries, Livwell
Limited (“Livwell”) and United Bakeries (Holdings) Limited
(“UBH”) (the holding company of United Central Bakeries
Limited (“UCB”)). Th ese subsidiaries, which account for
approximately 14% of full year Group revenues, have been
sold to Genius Foods Limited (“Genius”), on a debt-free,
cash-free basis.
Acquisitions
Th ere were no acquisitions in the period. 
Note 24 details the deferred consideration paid during 
the year and the amount outstanding at the year end.
Cash Flow
Operating profit of £8.3 million together with a share placing
raising £3.8 million and a net cash inflow from the sale of the
Free From business of £17.1 million has transformed the
balance sheet with bank debt of £27.9 million being repaid
during the year. Th ere was a decrease in our working capital
requirement of £2.9 million compared to the last financial year
reflecting the disposal of Free From business and increased
focus on working capital levels. Corporation tax payments
made in the financial year totalled £1.8 million (2012: £2.2
million), the payments in the current year took account of 
the research and development tax relief due to the Group.
Capital expenditure in the year amounted to £4.2 million
(2012: £3.2 million).   
Earnings Per Share
EPS comparatives to the prior year can be distorted by significant non-recurring items and IFRS adjustments. Th e Board 
is focused on growing adjusted diluted EPS, which is calculated by eliminating the impact of the items highlighted above
and incorporates the dilutive eﬀect of share options. Continuing adjusted diluted EPS is 5.9p for the 52 week period
(2012: 5.0p).  
Continuing Discontinued*** Continuing Discontinued
2013 2013 2012 2012
Basic EPS 7.9p 5.1p 5.1p 2.9p
Adjusted* basic EPS 6.5p 3.1p 5.2p 2.9p
Diluted** basic EPS 7.3p 4.6p 4.9p 2.8p
Adjusted* diluted** EPS 5.9p 2.8p 5.0p 2.8p
* Adjusted EPS measures are calculated by eliminating the impact of significant non-recurring items and IFRS adjustments. 
Further details can be found in Note 10.
** Diluted EPS takes basic EPS and incorporates the dilution eﬀect of share options. 
*** Discontinued basic and diluted basic includes the profit on the sale of the discontinued business.
Financial Key Performance Indicators
KPI 2013 2012 2011 2010 2009
Revenue – continuing £176.6m £178.9m -- -
Revenue – discontinued £19.7m £28.5m -- -
Revenue £196.3m £207.4m £189.6m £168.3m £178.9m
Adjusted EBITDA – continuing £9.9m £9.6m -- -
Adjusted EBITDA – discontinued £2.6m £2.8m -- -
Adjusted EBITDA £12.5m £12.4m £11.5m £11.0m £10.4m
Net bank debt £7.2m £32.6m £32.7m £36.5m £41.0m
Net debt including deferred 
consideration payable £7.4m £33.9m £37.1m £42.6m £48.1m
Net debt including deferred 
consideration payable and receivable £4.7m £33.9m £37.1m £42.6m £48.1m
Adjusted EBITDA is calculated as earnings before interest, taxation, depreciation and amortisation.
Net bank debt is calculated as overdrafts, bank loans, asset finance and mortgages less cash balances and before unamortised bank fees.
Business Review
We check out service, 
quality and safety 
KPIs at each site 
as well. 21
Debt and Bank Facilities
Th e Group’s total net debt including deferred consideration
is £7.4 million (2012: £33.9 million) down £26.5 million
from prior year. 
The Group’s total net bank debt excluding deferred 
consideration after deducting cash balances as at 29 June 2013
was £7.2 million (2012: £32.6 million). Within this total net
bank debt, £2.8 million is due within one year, including cash
at bank, invoice finance and loan notes payable on demand
(2012: £13.9 million).  
Th e Group’s debt facility with HSBC Bank Plc totals
£32.0m, the key features of the facility are as follows:
• Overdraft (£3.0m)
• Confidential invoice discounting facility (£15.0m)
• Mortgage facility (£4.0m)
• Rolling asset finance facility (£2.0m)
• Revolving credit facility (£8.0m).
Note 20 gives details of the drawn amounts and maturity dates.
Discounted deferred consideration of £0.2m is outstanding
at the year end and is payable within the next year (2012:
£1.2m). Th is attracts an interest of 5.0% pa (2012: 5.2%). 
Th e Group is able to oﬀer strong asset backing to secure 
its borrowings. Th e Group owns freehold sites at Memory
Lane in Cardiﬀ, at Lightbody, and Campbells in Scotland.
In addition, the Group has a strong trade debtor book to
support the invoice discounting facility, made up primarily
of UK’s major multiple retailers. Th is debtor book stood at
£21.9 million (2012: £27.2 million) at the period end date.
Th e Group recognises the inherent risk from interest rate
rises. To mitigate these risks, the Group has three interest
rate swaps in place with a total coverage of £18.0 million
(2012: £20.0 million) equivalent to 250% (2012: 61%) of
year end net bank debt following the sale of the Free From
business at a weighted average rate of 4.0% (2012: 4.7%).
Th e cost of closing out swaps is prohibitive, in June 2014 
a £10 million swap will expire and a £6 million swap will
commence.  
Th e eﬀective interest rate for the Group at the year end, 
taking account of the interest rate swaps in place and deferred
consideration with base rate at 0.5% and LIBOR at 0.5%,
was 5.97% (2012: 5.21%). 
Financial Covenants
Th e Board reviews the Group’s cash flow forecasts and key
covenants on a regular basis to ensure that it has adequate
facilities to cover its trading and banking requirements with
an appropriate level of headroom. Th e forecasts are based 
on management’s best estimates of future trading. Th ere has
been no breach of covenants during the year. 
Interest cover (based on adjusted EBITDA) for the 52
weeks to 29 June 2013 was 6.3 (2012: 4.7). Net bank debt
to EBITDA (based on adjusted EBITDA) for the 52 weeks
to 29 June 2013 was 0.6 (2012: 2.6). 
Taxation
The Group taxation charge on continuing operations for 
the year was £1.4 million (2012: £1.3 million). Th is represents
an eﬀective rate of 21.5% (2012: 28.3%). 
Further details on the tax charge can be found in Note 9 
to the Group’s Financial Statements.
Environmental Matters
The Group continues to focus on packaging reduction
through innovation and has delivered further reductions
across the business. Th e Group continues to take the key
learning and successes from individual sites and applies
them across other areas of the business to deliver category
leading innovative solutions. 
Mandatory participation in the CRC Energy Eﬃciency
Scheme (formerly known as the Carbon Reduction 
Commitment) focuses the Group to reduce its carbon 
emissions. New production capability, which is in the
process of being installed in Hamilton, will further reduce 
the consumption of cardboard and reduce food waste.
Work with local universities on shelf life of product 
will lead to waste reduction over the coming years. 
Nicholas & Harris is now a ‘landfill-free’ site and 
all waste materials are recycled.
Employee Social and Community Issues
All manufacturing sites are active within their local community
supporting local community initiatives. The Group also 
supports local and national government initiatives such 
as the New Work programme.
We work closely with local universities business projects and
placements and plan to continue this partnership work further
in several areas of training, development and project work.
Th ey continue to invest in training and development of the
workforce supporting a programme of vocational qualifications. 
13 Bakers have qualified from the Nicholas & Harris
bakers’ apprenticeship scheme this year, with City and Guilds’ 
qualifications. Nicholas & Harris is one of the largest employers
in Salisbury and have continued in their support of the local
community, including sponsorship of the internationally
renowned Salisbury Arts Festival.
Technical Matters
All sites have performed well throughout the year and have
significantly improved operational performance by a real
focus on right first time. 
Group technical systems continue to be rolled out across 
all sites, giving a standardised approach and minimising 
duplication of eﬀort.  
The Group’s focus on operational improvement will be
instrumental in optimising process control, minimising waste
and improving quality consistency. All sites have maintained
solid BRC A grades.
We invest in people and
communities at local and 
national level. Our investment in new ways to improve
our productivity and profitability includes
chocolate decoration and snap pack
machines, ultrasonic cutting and robotic
picking, increased tub security and 
Autobake and auto filling lines. We also
added 60% of extra production capacity
at our Nicholas & Harris bakery, changed
pack sizes and reformulated products,
while our new production facility in
Hamilton will further reduce cardboard
consumption and food waste.
Business Review
All helping 
our pre-tax
profit rise to
£7.5 million.
New individually wrapped,
snack packs for our 
WeightWatchers range.
22   
    
 
23 24 25
Financial Statements
 
Consolidated Statement of Comprehensive Income 26
Consolidated Statement of Financial Position 27
Consolidated Statement of Changes in Equity 28
Consolidated Cash Flow Statement 29
Notes to the Financial Statements 30
Company Balance Sheet 61
Company Reconciliation of Movements in Shareholders’ Funds 62
Notes to the Company Financial Statements 63
Notes to the Financial Statements 67
Directors’ Report 68
Statement of Directors’ Responsibilities in Respect of the Annual Report and the Financial Statements 71
Report on Corporate Governance 72
Audit Committee Report 73
Remuneration Committee Report 74
Independent Auditor’s Report to the Members of Finsbury Food Group Plc 75
Notice of Meeting 76
Advisers 78 Consolidated Statement of Comprehensive Income
for the 52 weeks ended 29 June 2013 and 30 June 2012
2013 2012
Note £000 £000
Continuing operations
Revenue 3 176,595 178,902
Cost of sales (130,150) (133,048)
Gross profit 46,445 45,854
Administrative expenses 4 (39,122) (39,005)
Results from operating activities 7,323 6,849
Finance income 8 2,305 1,586
Finance costs 8 (2,978) (3,846)
Net finance costs (673) (2,260)
Profit before tax from continuing operations 6,650 4,589
Taxation 9 (1,432) (1,298)
Profit from continuing operations 5,218 3,291
Profit from discontinued operations net of tax 2 1,850 1,560
Profit from sale of business 2 1,184 -
Profit for the year 8,252 4,851
Other comprehensive income
Items that will not be reclassified to consolidated statement of comprehensive income:
Actuarial losses on defined benefit pension scheme (1,118) (2,357)
Movement in deferred taxation on pension scheme liability 257 566
Total items that will not be reclassified to consolidated statement of comprehensive income (861) (1,791)
Items that are or maybe be reclassified subsequently to consolidated statement of comprehensive income:
Foreign exchange translation diﬀerences 69 (187)
Other comprehensive expense for the financial year, net of tax (792) (1,978)
Total comprehensive income for the financial year 7,460 2,873
Profit attributable to:
Equity holders of the parent 7,788 4,277
Non-controlling interest 464 574
Profit for the financial year 8,252 4,851
Total comprehensive income attributable to:
Equity holders of the parent 6,996 2,299
Non-controlling interest 464 574
Total comprehensive income for the financial year 7,460 2,873
Earnings per ordinary shares
Basic 10 13.0 8.0
Diluted  10 11.9 7.7
Continuing
Basic 10 7.9 5.1
Diluted  10 7.3 4.9
Discontinued
Basic 10 5.1 2.9
Diluted  10 4.6 2.8
26 27
Consolidated Statement of Financial Position
at 29 June 2013 and 30 June 2012
2013 2012   
Note £000 £000
Non-current assets
Intangibles 12 53,133 61,728
Property, plant and equipment 13 18,209 25,540
Other financial assets – investments 14 28 28
Deferred tax assets 25 1,917 1,269
Deferred consideration receivable 15 2,745 -
76,032 88,565
Current assets
Inventories 17 4,400 5,380
Trade and other receivables 18 25,337 30,715
Cash and cash equivalents 19 1,310 3,793
Other financial assets – fair value of foreign exchange contracts 14 - 35
31,047 39,923
Total assets 107,079 128,488
Current liabilities
Other interest-bearing loans and borrowings 20 (3,921) (17,458)
Trade and other payables 22 (33,054) (35,119)
Provisions 23 (501) (410)
Deferred purchase consideration 24 (216) (1,036)
Other financial liabilities – fair value of interest rate swaps/foreign exchange 14 (1,240) (1,950)
Current tax liabilities (456) (738)
(39,388) (56,711)
Non-current liabilities
Other interest-bearing loans and borrowings 20 (4,342) (18,459)
Provisions and other liabilities 23 (218) (218)
Deferred purchase consideration 24 - (203)
Deferred tax liabilities 25 (405) (1,382)
Pension fund liability 16 (2,843) (3,075)
(7,808) (23,337)
Total liabilities (47,196) (80,048)
Net assets 59,883 48,440
Equity attributable to equity holders of the parent 
Share capital 28 642 535
Share premium account 27 30,779 27,052
Capital redemption reserve 27 578 578
Retained earnings 27 26,865 19,389
58,864 47,554
Non-controlling interest 1,019 886
Total equity 27 59,883 48,440
These Financial Statements were approved by the Board of Directors on 20 September 2013 and were signed on its behalf by:
Stephen Boyd 
Director
Registered Number 204368  Consolidated Statement of Changes in Equity
for the 52 weeks ended 29 June 2013 and 30 June 2012
Capital Non- 
Share Share redemption Retained controlling Total
capital premium reserve earnings interest equity 
Note £000 £000 £000 £000 £000 £000
Balance at 3 July 2011 528 26,918 578 16,517 811 45,352
Profit for the financial year --- 4,277 574 4,851
Other comprehensive income/(expense):
Actuarial loss on defined benefit pension 16 --- (2,357) - (2,357)
Deferred tax movement on pension scheme actuarial loss 25 --- 566 - 566
Foreign exchange translation diﬀerences --- (187) - (187)
Total other comprehensive expense --- (1,978) - (1,978)
Total comprehensive income for the period --- 2,299 574 2,873
Transactions with owners, recorded directly in equity:
Shares issued during the year 28 7 134 --- 141
Impact of share based payments 28 --- 573 - 573
Dividend paid 29 ---- (499) (499)
Balance at 30 June 2012 535 27,052 578 19,389 886 48,440
Balance at 1 July 2012 535 27,052 578 19,389 886 48,440
Profit for the financial year --- 7,788 464 8,252
Other comprehensive income/(expense):
Actuarial loss on defined benefit pension plan 16 --- (1,118) - (1,118)
Deferred tax movement on pension scheme actuarial loss 25 --- 257 - 257
Foreign exchange translation diﬀerences --- 69 - 69
Total other comprehensive expense --- (792) - (792)
Total comprehensive income for the period --- 6,996 464 7,460
Transactions with owners, recorded directly in equity: 
Shares issued during the year 28 107 3,727 --- 3,834
Impact of share based payments 28 --- 134 - 134
Deferred tax on share options --- 506 - 506
Dividend paid 29 --- (160) (331) (491)
Balance at 29 June 2013 642 30,779 578 26,865 1,019 59,883
28 Consolidated Cash Flow Statement
for the 52 weeks ended 29 June 2013 and 30 June 2012     
2013 2012
Note £000 £000
Cash flows from operating activities
Profit for the financial year 8,252 4,851
Adjustments for:
Taxation 1,655 1,678
Net finance costs 673 2,260
Depreciation 2,888 3,047
Amortisation of intangibles 164 164
Share options charge 134 573
Contributions by employer to pension scheme (65) (65)
Pension scheme past service costs (850) -
Fair value charge/(credit) for foreign exchange contracts 179 (152)
Profit on disposal of business (1,184) -
Operating profit before changes in working capital 11,846 12,356
Changes in working capital:
Decrease in inventories 51 403
Decrease/(increase) in trade and other receivables 1,243 (1,251)
Increase in trade and other payables 884 105
Cash generated from operating activities 14,024 11,613
Interest paid (2,022) (2,391)
Tax paid (1,776) (2,201)
Net cash from operating activities 10,226 7,021
Cash flows from investing activities
Purchase of property, plant and equipment (4,204) (3,238)
Purchase of subsidiary companies 11 (1,055) (3,185)
Disposal of operation 17,072 -
Net cash from/(used in) investing activities 11,813 (6,423)
Cash flows from financing activities
(Repayment)/drawdown of invoice discounting (10,828) 1,192
Repayment of bank loans (15,503) (1,624)
Repayment of loan notes (3) -
Drawdown of asset finance facilities 326 1,026
Repayment of asset finance liabilities (1,928) (1,433)
Issue of ordinary share capital 3,834 141
Dividend paid to non-controlling interest 29 (331) (499)
Dividend paid to shareholder (160) -
Net cash used in financing activities (24,593) (1,197)
Net decrease in cash and cash equivalents (2,554) (599)
Opening cash and cash equivalents 3,793 4,545
Eﬀect of exchange rate fluctuations on cash held 71 (153)
Cash and cash equivalents at end of period 19 1,310 3,793
29 Notes to the Financial Statements
(forming part of the Financial Statements)
Presentation of Financial Statements
Basis of Preparation
Th ese accounts cover the 52 week period ended 29 June 2013 (prior financial year is the 52 week period ended 30 June 2012). Th e Group Financial
Statements consolidate those of the Company and its subsidiaries (together referred to as the “Group”).
Th e Group Financial Statements have been prepared and approved by the Directors in accordance with International Financial Reporting Standards 
as adopted by the EU (“Adopted IFRSs”). Th e Company has elected to prepare its parent company Financial Statements in accordance with UK GAAP;
these are presented on pages 61 to 66.
It should be noted that current liabilities exceed current assets. Having reviewed the Group’s plans and available financial facilities, the Board has reasonable
expectations that the Group has adequate resources to continue in operational existence for the foreseeable future. Th e Group has stayed within its banking
facilities during the year, meeting covenant requirements. Th e Group has the continued support from its bank with renegotiated facilities of £32m. In addition,
the Group has a strong asset backing and strong trade debtor book. Accordingly, the Board continues to adopt the going concern basis in preparing the
Financial Statements for both the Group and the parent company.
Th e Board reviews the Group’s cash flow forecasts and key covenants on a regular basis to ensure that it has adequate facilities to cover its trading and
banking requirements with an appropriate level of headroom. Th e forecasts are based on management’s best estimates of future trading. Th ere has been 
no breach of covenants during the year. All covenant tests were passed at the year end.
Critical Accounting Estimates and Judgements
Th e Group is required to make estimates and assumptions concerning the future. Th ese estimates and judgements are based on historical experience and
other factors, including expectations of future events that are believed to be reasonable under the circumstances. Th e resulting accounting estimates will, 
by definition, seldom equal the related actual results.
Accounting estimates and judgements have been required for the production of these Financial Statements. Th e following are those that are deemed 
to require the most complex judgements about matters that have the most significant eﬀect on the amounts recognised in the Financial Statements.
• Impairment of goodwill can significantly impact the Group’s Consolidated Statement of Comprehensive Income for the year. Th e Group estimates 
the recoverable amounts based on historical experience of margin, volumes and cost structure and expectations of future events. Th e Group’s weighted 
average cost of capital has been inflated to take account of the current market conditions and this has been applied as a pre-tax discount factor to obtain
a current value. Th e weighted average cost of capital is impacted by estimates of interest rates, equity returns and market specific risks. Refer to Note 
12 for further details.
• Th e Group has one defined benefit pension scheme. Th e net deficit or surplus is the diﬀerence between the plan assets and plan liabilities at the period 
end date. Th e valuation of the assets and liabilities is based on a number of judgements. Th e assets are based on market value at the period end date, 
the liabilities are based on actuarial assumptions such as discount, inflation and mortality rates. Th e assumptions applied are based on advice provided 
by the Scheme’s actuary, further detail can be found in Note 16.
• Th e Group recognises provisions where an obligation exists at the period end date and a reliable estimate can be made. Provisions for an onerous leases,
employee claims and pension augmentation have been recognised in these Financial Statements. Discussions on dilapidations on warehouses are ongoing. 
Estimates for employee claims are made based on the number of reported accidents and incidents and the number of expected claims yet to be reported
based on historical evidence, all accrued up to the maximum self insured amount of £10,000 per claim. Th e pension provision relates to a contractual 
liability for pension augmentation that has been valued by the pension scheme actuaries. See Note 23 for further detail. 
1 Significant Accounting Policies
Th e accounting policies set out below have been applied consistently to all periods presented in these consolidated Financial Statements, except as explained
in the basis of preparation, which addresses any changes in accounting policies resulting from new or revised standards.
Basis of Consolidation
Subsidiaries are entities controlled by the Group. Control exists when the Group has the power, directly or indirectly, to govern the financial and operating
policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that are currently exercisable or convertible are taken
into account. Th e Financial Statements of subsidiaries are included in the consolidated Financial Statements from the date that control commences until 
the date that control ceases. Th e accounting policies of new subsidiaries are changed when necessary to align them with the policies adopted by the Group.
Intra-group balances and transactions are eliminated in preparing the consolidated Financial Statements.
Lightbody Stretz Limited which is 50% owned by the Group has been consolidated into the Group accounts as a subsidiary with a corresponding non-controlling
interest on the basis that the Group has the controlling interest. Control arises by virtue of the fact that Lightbody Group, a wholly owned subsidiary 
of Finsbury Food Group, has a majority of voting rights arising from an agreement between Lightbody Group Limited and Philippe Stretz.
30 1 Significant Accounting Policies (continued)
Foreign Currency
Transactions in foreign currencies are translated to the functional currency of Group entities at the foreign exchange rate ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies at the period end date are retranslated to the functional currency at the foreign exchange
rate ruling at that date. 
Any exchange diﬀerences arising on the settlement of monetary items or on translating monetary items at rates diﬀerent from those at which they were
initially recorded are recognised in the Consolidated Statement of Comprehensive Income in the period in which they arise.
Th e assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation, are translated to the Group’s presentational
currency, Sterling, at foreign exchange rates ruling at the period end date. Th e revenues and expenses of foreign operations are translated at an average rate
for the year where this rate approximates to the foreign exchange rates ruling at the dates of the transactions. Th is revaluation is recognised through the
Consolidated Statement of Comprehensive Income.
Derivative Financial Instruments
Th e Group has derivative financial instruments in respect of interest rate swaps and foreign exchange hedges. Th e Group does not hold derivative financial
instruments for trading purposes. Th e existing interest rate swaps and foreign exchange hedges used by the Group do not meet the criteria for hedge accounting
set out by IAS 39 and have thus been treated as financial assets and liabilities which are carried at their fair value in the Consolidated Statement of Financial
Position. Fair value is deemed to be market value, which is provided by the counterparty at the year end date. 
Changes in the market value of interest rate swaps have been recognised through the Consolidated Statement of Comprehensive Income as finance income
or cost. Changes in the market value of foreign exchange hedges have been recognised through the Consolidated Statement of Comprehensive Income
within administrative costs.
Non-derivative Financial Instruments 
Non-derivative financial instruments comprise investments in equity and debt securities, trade and other receivables, cash and cash equivalents, loans and
borrowings, and trade and other payables.
Trade and other Receivables
Th e value of trade and other receivables is the amount that would be received if the debt was cleared on the period end date.
Trade and other Payables
Th e value of trade and other payables is the value that would be payable to settle the liability at the period end date.
Cash and Cash Equivalents
Cash and cash equivalents comprise cash balances. Bank overdrafts that are repayable on demand and which form an integral part of the Group’s cash
management are included as a component of cash and cash equivalents.
Interest-bearing Borrowings
Interest-bearing borrowings are stated at amortised cost using the eﬀective interest method, less any impairment losses.
Property, Plant and Equipment
Recognition and Measurement
Items of property, plant and equipment are measured at cost or fair value at the date of acquisition, less accumulated depreciation and impairment provisions.
Costs include expenditure that is directly attributable to the acquisition of the asset. Th e cost of self-constructed assets includes the cost of materials and
direct labour and any other costs directly attributable to bringing the asset to a working condition for its intended use, and the costs of dismantling and
removing the items and restoring the site on which they are located. Purchased software that is integral to the functionality of the related equipment 
is capitalised as part of that equipment.
Depreciation
Depreciation is provided to write oﬀ the cost, less estimated residual value, of the property, plant and equipment by equal instalments over their estimated
useful economic lives to the Consolidated Statement of Comprehensive Income. When parts of an item of property, plant and equipment have diﬀerent
useful lives, they are accounted for as separate items (major components) of property, plant and equipment.
Th e depreciation rates used are as follows:
Freehold buildings 2% – 20% Plant and equipment 10% – 33%
Leasehold property Up to the remaining life of the lease Assets under construction Nil
Fixtures and fittings 10% – 33% Motor vehicles 25% – 33%
Impairment reviews of fixed assets are undertaken if there are indications that the carrying values may not be recoverable.
31 1 Significant Accounting Policies (continued)
Leased Assets
Leases under the terms of which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition
the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial
recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset.
Assets acquired by finance lease and hire purchase are depreciated over the lease term or their useful lives. 
Obligations under finance leases are included in liabilities net of the finance charge allocated to future periods. Th e finance element of the rental payment
is charged to the Consolidated Statement of Comprehensive Income as finance expense so as to produce a constant periodic rate of charge on the net
obligations outstanding in each period.
Other leases are operating leases and the leased assets are not recognised on the Group’s Consolidated Statement of Financial Position.
Operating Lease Payments
Payments made under operating leases are recognised in the Consolidated Statement of Comprehensive Income on a straight-line basis over the term of the lease.
Finance Lease Payments
Minimum lease payments are apportioned between the finance charge and the reduction of the outstanding liability. Th e finance charge is allocated 
to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Intangible Assets and Goodwill
Goodwill
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash-generating units and is not amortised but is tested
annually for impairment.
Goodwill arises when the fair value of the consideration for the business exceeds the fair value of the net assets acquired. Where the excess is negative
(negative goodwill), the amount is taken to retained earnings. Goodwill is capitalised and subject to impairment reviews both annually and where there 
are indications that the carrying value may not be recoverable.
Impairment
Th e carrying amounts of the Group’s intangible assets and goodwill are reviewed at each period end date to determine whether there is an indication 
of impairment. Intangible assets and goodwill are considered to be impaired if objective evidence indicates that one or more events have had a negative
eﬀect on the estimated future cash flows of that asset. If any such indication exists, the asset’s recoverable amount is estimated.
For goodwill and intangible assets that have an indefinite useful life, the recoverable amount is estimated at each period end date.
An impairment loss would be recognised whenever the carrying amount of an intangible asset, goodwill or its cash generating unit exceeds its recoverable
amount. Impairment losses are recognised in the Consolidated Statement of Comprehensive Income.
Calculation of Recoverable Amount
Th e recoverable amount is the greater of the assets’ fair values less costs to sell and its value in use. In assessing an asset’s value in use, the estimated future
cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the
risks specific to the asset.
Deferred Consideration
Th e provision for deferred consideration is initially stated at the net present value of the expected future payment and the discount is accrued by increasing
the amount of the provision up to the expected payment date. Th e charge relating to the unwinding of the discount is recorded within finance costs.
Inventories
Inventories are measured at the lower of cost and net realisable value. Cost is determined on the first-in first-out basis, and includes all direct costs incurred
and attributable production overheads. Net realisable value is based upon estimated selling price allowing for all further costs of completion and disposal.
Specific provisions are made against old and obsolete stock taking the value to zero or an estimated reduced value based on the most likely route for disposal
of each particular item of stock.
32 1 Significant Accounting Policies (continued)
Employee Benefits
Defined Benefit Plans
Our wholly owned subsidiary Memory Lane Cakes Ltd operates a defined benefit pension scheme and the pension costs are charged to the Consolidated
Statement of Comprehensive Income in accordance with IAS19, with current and past service cost being recognised as an administrative expense, expected
return on defined benefit pension plan assets net of interest on defined benefit pension plan liabilities is shown as finance income or a finance cost in the
Consolidated Statement of Comprehensive Income. Th e actuarial gains or losses are recognised in full in the Consolidated Statement of Comprehensive
Income. Further details on the defined benefit pension scheme are given in Note 16 to the Financial Statements.
Defined Contribution Plans
Th e costs of contributing to defined contribution and personal pension schemes are charged to the Consolidated Statement of Comprehensive Income 
as an administration cost in the period to which they relate.
Share-based Payment Transactions
Th e value, as at the grant date, of options granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the period
in which the employees become unconditionally entitled to the options. Th e fair value of the options granted is measured using an option valuation model,
taking into account the terms and conditions upon which the options were granted.
Revenue
Revenue represents the amounts derived from the sale of bakery products. Revenue is the invoiced value of consideration received or receivable excluding
value added tax, trade discounts, transactions with or between subsidiaries and less the cost of price promotions and sales over-riders. Revenue is recognised
upon despatch of goods.
Segmental Reporting
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. All segments’ operating results are reviewed regularly by the Group’s
Board of Directors. Th e Group’s Chief Operating Decision Maker is considered to be the Group FD and Group CEO who have been delegated decision
making responsibility from the PLC Board of Directors as they are primarily responsible for the allocation of resources to segments and the assessment 
of performance by segment. 
Licence Fees
Payments made for licence fee charges are recognised under cost of sales in the Consolidated Statement of Comprehensive Income in the period to which
they relate. Any charges relating to future years are deferred and recognised in the Consolidated Statement of Comprehensive Income under cost of sales
over the life of the contract.
Finance Income and Cost
Finance costs comprise loan interest payable, interest payable, finance charges on finance leases recognised using the eﬀective interest method, unwinding 
of the discount on provisions and deferred consideration and interest on defined benefit pension plan obligations.
Finance income comprise expected return on defined benefit pension plan funds invested and interest receivable on funds invested. Interest income 
is recognised in Consolidated Statement of Comprehensive Income as it accrues, using the eﬀective interest method.
Taxation
Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income
except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the period end date, 
and any adjustment to tax payable in respect of previous years.
Deferred tax is provided on temporary diﬀerences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts
used for taxation purposes. Th e following temporary diﬀerences are not provided for: 
• Th e initial recognition of goodwill;
• Th e initial recognition of assets or liabilities that aﬀect neither accounting nor taxable profit other than in a business combination; and
• Th e diﬀerences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future.
Th e amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax
rates enacted or substantively enacted at the period end date. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits
will be available against which the temporary diﬀerence can be utilised.
Research and Development Expenditure
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognised 
in Consolidated Statement of Comprehensive Income as incurred.
33 2 Discontinued Operations
On 27 February 2013 the Group sold its Free From business for a total undiscounted value £21,257,000 and a pre-tax gain of £1,184,000 was recorded. 
Th e Free From business consisted of two subsidiaries, Livwell Limited (“Livwell”) and United Bakeries (Holdings) Limited (“UBH”) (the holding company
of United Central Bakeries Limited (“UCB”)).
2013 2012
£000 £000
Results of the discontinued operation
Revenue 19,749 28,458
Expenses (17,676) (26,518)
Profit before tax 2,073 1,940
Gain recognised on disposal 1,184 -
Profit before tax 3,257 1,940
Tax on profit * (223) (380)
Profit for the year 3,034 1,560
Cash flows from discontinued operations
Net cash from operating activities 884 712
Net cash used in investing activities (141) (767)
Net cash (used in)/from financing activities (1,089) 139
Net cash (used in)/from discontinued operations (346) 84
Eﬀect of the disposals on individual assets and liabilities
Intangibles (8,431) -
Property, plant and equipment (8,648) -
Inventories (984) -
Trade receivables (4,345) -
Other receivables (538) -
Trade payables 4,378 -
Other payables (17) -
Net identifiable assets and liabilities (18,585) -
Consideration:
Cash consideration 18,257 -
Settlement of inter-company debt (401) -
Disposal costs (583) -
Cash and cash equivalents at completion date (201) -
Cashflow on disposal of operation 17,072 -
Deferred consideration (discounted) 2,697 -
Net consideration 19,769 -
Profit on disposal 1,184 -
* Tax on profit relates to tax on discontinued operations.
34 3 Revenue and Segment Information 
Operating segments are identified on the basis of internal reporting and decision making. Th e Group’s Chief Operating Decision Maker is considered 
to be the Group Finance Director and Group Chief Executive Oﬃcer who have been delegated decision making responsibility from the PLC Board 
of Directors as they are primarily responsible for the allocation of resources to segments and the assessment of performance by segment.
Th e Board uses adjusted operating profit, reviewed on a regular basis, as the key measure of the segments’ performance. Operating profit in this instance 
is defined as profit before the following:
• net financing expense
• share option charges
• non-recurring significant items
• fair value adjustments relating to acquisitions 
• pension charges or credits in relation to the diﬀerence between the expected return on pension assets and interest cost on pension liabilities and 
• revaluation of interest rate swaps and forward foreign currency contracts.
On 27 February 2013 the Group sold its Free From business, allowing the Group to concentrate on its bakery business. Th is sale has created a shift in the
way in which the business is reviewed. Th e UK cake and bread business is viewed as one segment - UK Bakery, whilst the 50% owned business Lightbody
Stretz Limited is viewed as a separate segment - Overseas. Prior year comparatives have been restated accordingly.
Th e UK Bakery segment manufactures and sells bakery products to the UK’s multiple grocers. Th is segment primarily comprises the operations of Memory
Lane Cakes Ltd, Lightbody Group Ltd, Campbells Cake Company Ltd and Nicholas & Harris Ltd. Th ese subsidiaries are aggregated into a single segment
after considering the following criteria:
• the nature of the products – products are similar in nature and are classed as manufactured bakery products, the products sit side by side 
in the retailers’ bakery aisles
• the production process – the production processes have the same or similar characteristics
• the economic characteristics – the average gross margins are expected to be similar
• the customers – five customers account for approximately 70-75% of total revenue, these customers are common throughout the subsidiaries
• the distribution methods – the same methods of distribution apply to all subsidiaries.
Th e core operation of the Overseas segment is the distribution of the Group’s UK manufactured product along with the sale of third party products
primarily to Europe. 
Costs of Group operations plus a 10% premium have been allocated across the segments on the basis of their operating profit. Th e premium has been charged
to reflect the synergies achieved from obtaining resources centrally giving benefits across the operating segments. Operating profit levels have been chosen
as the basis, as this reflects the underlying performance of the segment and is also the return the Group expects from those segments.
A purchasing premium of 2% is charged from Group operations, and is calculated on materials and packaging spends at segmental level. Th is charge is based
on the rationale that Group operations, through its Group buyers, optimises the Group’s procurement spend through leveraging its purchasing power. 
Th is has resulted in an profit from continuing operations of £0.8m (2012: £1.2m) being presented within the Group operations segment.
Th e Group’s finance income and costs cannot be meaningfully allocated to the individual operating segments.
35 36
3 Revenue and Segment Information (continued)
Group 
UK Bakery Overseas Operations Total Group
£000 £000 £000 £000
52 week period ended 29 June 2013
Continuing operations
Revenue
External 154,364 22,231 - 176,595
Underlying operating profit 5,642 1,001 796 7,439
Fair value foreign exchange contracts (179)
Share options charge (134)
Defined benefit pension scheme 915
Significant non-recurring items (718)
Results from operating activities 7,323
Financial income 2,305
Financial costs (2,978)
Profit before taxation 6,650
Profit on sale of business 1,184
Results from discontinued operations 2,073
Taxation (1,655)
Profit after taxation 8,252
At 29 June 2013
Segment assets 96,170 4,987 4,299 105,456
Unallocated assets 1,623
Consolidated total assets 107,079
Segment liabilities (31,230) (3,864) (2,599) (37,693)
Unallocated liabilities (9,503)
Consolidated total liabilities (47,196)
Other segment information
Capital expenditure 4,201 3- 4,204
Depreciation included in segment profit 2,872 16 - 2,888
Amortisation 164 -- 164
Inter-segmental sale/(purchases) 5,999 (5,999) --
Analysis of unallocated assets and liabilities:
Assets Liabilities
£’000 £’000
Investments 28 Loans and borrowings (8,263)
Financial instruments - Financial instruments (1,240)
Cash and cash equivalents 1,310 Cash and cash equivalents -
Taxation balances 285 Taxation balances -
Unallocated assets 1,623 Unallocated liabilities (9,503)
Certain operating costs have been incurred centrally, these costs have been allocated to the reporting segments on an appropriate basis. 
With regard to continuing revenue, five customers with sales of £36m, £34m, £24m, £18m and £16m account for 73% of revenue, which is attributable 
to the UK Bakery and Overseas segments above.  37
3 Revenue and Segment Information (continued)
Group 
UK Bakery Overseas Operations Total Group
£000 £000 £000 £000
52 week period ended 30 June 2012 (Restated)
Continuing operations
Revenue
External 154,958 23,944 - 178,902
Underlying operating profit 4,751 1,284 1,170 7,205
Fair value foreign exchange contracts 152
Share options charge (573)
Defined benefit pension scheme 65
Results from operating activities 6,849
Financial income 1,586
Financial costs (3,846)
Profit before taxation 4,589
Results from discontinued operations 1,940
Taxation (1,678)
Profit after taxation 4,851
At 30 June 2012
Segment assets 118,546 5,488 130 124,164
Unallocated assets 4,324
Consolidated total assets 128,488
Segment liabilities (36,543) (4,493) (1,136) (42,172)
Unallocated liabilities (37,876)
Consolidated total liabilities (80,048)
Other segment information
Capital expenditure 3,232 6- 3,238
Depreciation included in segment profit 3,031 16 - 3,047
Amortisation 164 -- 164
Inter-segmental sale/(purchases) 5,402 (5,402) --
Analysis of unallocated assets and liabilities:
Assets Liabilities
£’000 £’000
Investments 28 Loans and borrowings (35,917)
Financial instruments 35 Financial instruments (1,950)
Cash and cash equivalents 3,793 Cash and cash equivalents -
Taxation balances 468 Taxation balances (9)
Unallocated assets 4,324 Unallocated liabilities (37,876)
Certain operating costs have been incurred centrally, these costs have been allocated to the reporting segments on an appropriate basis. 
With regard to continuing revenue, five customers with sales of £38m, £37m, £28m, £22m and £18m account for 80% of revenue, which is attributable 
to the UK Bakery and Overseas segments above.  3 Revenue and Segment Information (continued)
An analysis by geographical segment is shown below:
Geographical split of turnover by destination
2013 2012
£000 £000
Continuing
United Kingdom 152,105 151,662
Europe 24,118 26,872
Rest of World 372 368
Total continuing 176,595 178,902
Discontinued 19,749 28,458
Net asset and margin geographical split would not provide meaningful information owing to the necessity to allocate costs, assets and liabilities. 
Capital expenditure on segment assets is detailed in Note 3. 
Geographical split by country of origin
United Kingdom Europe Total
£000 £000 £000
2013
Continuing
Turnover 154,364 22,231 176,595
Gross profit 42,816 3,629 46,445
Discontinued
Turnover 19,749 - 19,749
Gross profit 6,772 - 6,772
Total assets 102,092 4,987 107,079
Total liabilities (43,332) (3,864) (47,196)
Net assets 58,760 1,123 59,883
United Kingdom Europe Total
£000 £000 £000
2012
Continuing
Turnover 154,958 23,944 178,902
Gross profit 41,845 4,009 45,854
Discontinued
Turnover 28,458 - 28,458
Gross profit 9,045 - 9,045
Total assets 121,553 6,935 128,488
Total liabilities (74,830) (5,218) (80,048)
Net assets 46,723 1,717 48,440
4 Result for the Financial Year 
Th e result for the financial year is stated after charging/(crediting) the following amounts:
2013 2012
£000 £000
Depreciation of owned tangible assets 2,310 2,312
Depreciation on assets under finance leases and hire purchase contracts 578 735
Diﬀerence on foreign exchange (30) 325
Hire of plant and machinery – operating leases 473 414
Hire of other assets – operating leases 718 751
Share option charges 134 573
Movement on fair value of interest rate swaps (855) (84)
Movement on fair value of foreign exchange contracts 179 (152)
Research and development 1,793 2,059
Amortisation of intangibles 164 164
38 4 Result for the Financial Year (continued)
Amortisation of intangibles for the year was £164,000 (2012: £164,000) relating to the Goswell Enterprises Ltd acquisition during June 2009. 
Auditors’ remuneration:
2013 2012
£000 £000
Audit of these Financial Statements 24 24
Amounts receivable by the Company’s auditor and their associates in respect of:
Audit of the Financial Statements of subsidiaries of the Company 59 76
Taxation compliance services 15 16
Services related to corporate finance transactions 121 -
Other services in relation to taxation 14 -
Other services 10 17
Th e auditor’s remuneration is in respect of KPMG Audit Plc. Th e fee for other services relates to pension advisory services.
5 Non-Recurring Significant I   tems
Th e Group presents certain items as non-recurring and significant. Th ese relate to items which, in management’s judgement, need to be disclosed by virtue
of their size or incidence in order to obtain a more meaningful understanding of the financial information. 
Costs of £247,000 relate to due diligence and consultancy expenses associated with an aborted acquisition and £471,000 relates to the costs associated 
with the cancellation of unapproved share options and the issue of ordinary shares in exchange for this cancellation. Th e Group believes that the issuance 
of ordinary shares and settlement of taxes in return for cancellation of 1,1490,000 unapproved options is beneficial to the shareholders of the Company 
as it reduces dilution and removes a potential share overhang.
A pre-tax gain of £1,184,000 was recorded as non-recurring significant income under discontinued operations, this gain relates to the sale of the Free From
business on 27 February 2013.
 
6 Staﬀ Numbers and Costs
Th e average number of persons employed by the Group including Directors and excluding agency staﬀ during the year, analysed by category, was as follows:
Number of Employees
2013 2012
Production 2,099 2,189
Selling and distribution 159 173
Administration, technical, new product development 156 161
2,414 2,523
Th e aggregate payroll costs of these persons were as follows:
2013 2012
£000 £000
Wages and salaries 48,599 48,941
Share option charges 134 573
Social security costs 4,212 4,596
Charge in respect of defined contribution plans 648 657
53,593 54,767
7 Remuneration of Directors
2013 2012
£000 £000
Fees 145 145
Executive salaries and benefits 673 650
Bonuses 267 329
Company contributions to defined contribution pension plans 49 47
1,134 1,171
39 7 Remuneration of Directors (continued)
Th e aggregate of emoluments and amounts receivable under long term incentive schemes of the highest paid Director was £452,000 (2012: £474,000)
including Company pension contributions of £29,000 (2012: £28,000) that were made to a defined contribution scheme on his behalf.  
Number of Directors
2013 2012
Retirement benefits were accruing in the year to the following number of Directors under:
Money purchase schemes 3 3
No Directors exercised share options during the current or previous year.
Th e emoluments of the Directors were as follows:
Year  Year
ended ended
Fees Salary Benefits Other Pension 29 June 2013 30 June 2012
£000 £000 £000 £000 £000 £000 £000
E J Beale 25 ---- 25 25
S A Boyd - 183 10 71 17 281 285
D C Currie - 78 - 32 3 113 117
J G Duﬀy - 292 10 121 29 452 474
I R Farnsworth 30 ---- 30 30
M Lightbody - 100 - 43 - 143 150
D C Marshall 20 ---- 20 20
P J Monk 70 ---- 70 70
145 653 20 267 49 1,134 1,171
Share options are granted to Directors, whose performances and potential contribution were judged to be important to the operations of the Group, 
as incentives to maximise their performance and contribution. During the year no options (2012: 6,471,429) were granted to Directors, and none were
cancelled (2012: 242,500). On 16 July 1,149,000 unapproved options previously issued to J G Duﬀy were cancelled in return for 361,804 shares and 
the settlement of taxes arising on the grant of the shares.
Directors’ rights to subscribe for shares in or debentures of the Company and its subsidiaries are listed below:
Number of Number of
options at options at Earliest Exercise 
29 June 2013 30 June 2012 Exercise price exercise date expiry date
S A Boyd 1,650,000 1,650,000 20.5p 08/07/2014 30/10/2016
S A Boyd 625,000 625,000 20.5p 08/07/2014 30/10/2016
S A Boyd 625,000 625,000 20.5p 08/07/2014 30/10/2016
D C Currie 535,715 535,715 20.5p 08/07/2014 30/10/2016
D C Currie 267,857 267,857 20.5p 08/07/2014 30/10/2016
D C Currie 267,857 267,857 20.5p 08/07/2014 30/10/2016
J G Duﬀy 1,250,000 1,250,000 20.5p 08/07/2014 30/10/2016
J G Duﬀy 625,000 625,000 20.5p 08/07/2014 30/10/2016
J G Duﬀy 625,000 625,000 20.5p 08/07/2014 30/10/2016
J G Duﬀy 420,000 420,000 20.0p 30/09/2012 30/10/2016
J G Duﬀy 420,000 420,000 20.0p 30/09/2012 30/10/2016
J G Duﬀy 309,000 309,000 20.0p 30/09/2012 30/10/2016
J G Duﬀy 111,000 111,000 27.0p 30/09/2012 30/10/2019
7,731,429 7,731,429
Th e mid-market price of the ordinary shares on 29 June 2013 was 62p (2012: 24p) and the range during the 52 week period to 29 June 2013 
was 25p to 64p (2012: 20p to 30p).
40 41
8 Finance Income and Costs
Recognised in the Consolidated Statement of Comprehensive Income
2013 2012
£000 £000
Finance income
Expected return on defined benefit pension plan assets 1,401 1,490
Change in fair value of interest rate swaps 855 84
Tax related 1 12
Unwinding of discount of deferred consideration receivable 48 -
Total finance income 2,305 1,586
Finance costs
Interest on defined pension plan obligations (966) (1,101)
Bank interest payable (1,115) (1,514)
Interest on interest rate swap agreements (812) (940)
Interest on deferred consideration (53) (188)
Unwinding of discount on deferred consideration payable (32) (103)
Total finance costs (2,978) (3,846)
9 Taxation
Recognised in the Consolidated Statement of Comprehensive Income
Continuing Continuing Discontinued Discontinued
2013 2012 2013 2012
£000 £000 £000 £000
Current tax
Current year 1,513 1,659 239 260
Adjustments for prior years (217) (450) (16) 206
Total current tax 1,296 1,209 223 466
Deferred tax
Origination and reversal of timing diﬀerences (233) (44) - (86)
Retirement benefit deferred tax charge 341 133 - -
Adjustments for prior years 28 - - -
Total deferred tax 136 89 - (86)
Total tax expense 1,432 1,298 223 380
Reconciliation of eﬀective tax rate
Th e tax assessed for the period is lower (2012: higher) than the standard rate of corporation tax in the UK of 24%, (23% from 6 April 2013), 
(2012: 26%, (24% from 6 April 2012)). Th e hybrid corporation tax rate is 23.75% (2012: 25.5%). Th e diﬀerences are explained below:
2013 2012
£000 £000
Profit before taxation from continuing operations 6,650 4,589
Tax using the UK corporation tax rate of 23.75%, (2012: 25.5%) 1,579 1,170
Non-deductible expenses 10 9
Amortisation of intangible asset 34 45
Other timing diﬀerences* (338) 106
Adjustment to restate opening deferred tax (29) 27
Diﬀerences on depreciation on IBA’s and allowances claimed 45 (2)
R&D uplift current year (87) -
Adjustments to tax charge in respect of prior periods (189) (450)
Overseas profits charged at diﬀerent taxation rate 132 144
Group relief from discontinued 275 249
Total tax expense 1,432 1,298
*Other timing diﬀerences in the current year relate an increase in deferred tax asset during the year on unexercised share options as a result of increases 
in the market value of the Company’s shares.  9 Taxation (continued)
Reductions in the corporation tax rate from 26% to 24% (eﬀective from 1 April 2012) and to 23% (eﬀective 1 April 2013) were substantially enacted 
on 26 March 2012 and 3 July 2012 respectively. Further reductions to 21% (eﬀective from 1 April 2014) and 20% (eﬀective from 1 April 2015) were
substantially enacted on 2 July 2013. Th is will reduce the company’s future current tax charge accordingly. Th e deferred tax assets and liabilities 
at 29 June 2013 have been calculated based on the 23% rate as the 20% and 21% rates were enacted after the balance sheet date.
Th e impact of the reduction in the UK tax rate from 24% to 23% from April 2013 amounts to £77,000 lower charge in the year to 29 June 2013. Th e adjustment
for prior year in 2013 relates primarily to additional tax relief on qualifying R&D expenditure, for 2012 the prior year adjustment relates to utilisation of losses
brought forward £150,000 and additional tax relief on qualifying R&D expenditure for prior periods of £80,000.
Th e parent company has an unrecognised deferred tax asset of £219,995 (2012: £229,560). Th is asset has not been recognised in these Financial Statements
as suitable profits to utilise the underlying losses are not expected to arise in the future. 
10 Earnings Per Ordinary Share
Basic earnings per share for the period is calculated on the basis of profit for the year after tax, divided by the weighted average number of shares in issue 
of 59,904,000 (2012: 53,374,000).  
Basic diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all potential
dilutive ordinary shares. For 29 June 2013 the diluted weighted average number of shares is 65,653,000, (2012: 55,796,000). 
An adjusted earnings per share and an adjusted diluted earnings per share have also been calculated as in the opinion of the Board this will allow
shareholders to gain a clearer understanding of the trading performance of the Group. Th ese adjusted earnings per share exclude:
• Reorganisation and other significant non-recurring costs
• IAS 39 ‘Financial Instruments: Recognition and Measurement’ fair value adjustment relating to the Group’s interest rate swaps 
and foreign exchange contracts
• IAS 19 ‘Accounting for retirement benefits’ relating to the net income
• IFRS 3 ‘Business Combinations’ discount charge relating to the deferred consideration payable payable and receivable
• Th e taxation eﬀect at the appropriate rate on the adjustments.
Year ending 29 June 2013 Year ending 30 June 2012
Weighted Weighted
average average
number of Per share number of Per share 
Earnings shares amount Earnings shares amount
£000 000’s Pence £000 000’  s Pence
Continued 4,754 - 7.9 2,717 - 5.1
Discontinued 3,034 - 5.1 1,560 - 2.9
Basic earnings 7,788 59,904 13.0 4,277 53,374 8.0
Share option charge 134 - 0.2 573 - 1.1
Movement in the fair value of interest rate swaps/foreign exchange contracts (676) - (1.2) (236) - (0.4)
Defined benefit pension scheme (1,350) - (2.2) (454) - (0.9)
Unwinding of discount relating to acquisitions (16) - 0.0 103 - 0.2
Significant non-recurring items 718 - 1.2 ---
Profit on sale of business (1,184) - (1.9) ---
Taxation on adjustments 322 - 0.5 68 - 0.1
Adjusted earnings 5,736 59,904 9.6 4,331 53,374 8.1
Profit on discontinued operations (2,073) - (3.5) (1,940) - (3.6)
Taxation on discontinued operations 223 - 0.4 380 - 0.7
Discontinued earnings (1,850) - (3.1) (1,560) - (2.9)
Continuing adjusted earnings 3,886 59,904 6.5 2,771 53,374 5.2
Dilutive eﬀect of options - 5,749 - - 2,422 -
- 65,653 - - 55,796 -
Continued 4,754 - 7.3 2,717 - 4.9
Discontinued 3,034 - 4.6 1,560 - 2.8
Basic diluted earnings 7,788 - 11.9 4,277 - 7.7
Adjusted diluted earnings 5,736 - 8.7 4,331 - 7.8
Discontinued diluted earnings (1,850) - (2.8) (1,560) - (2.8)
Continuing adjusted diluted earnings 3,886 65,653 5.9 2,771 55,796 5.0
42 43
11 Deferred Consideration Cashflow
Th e total cash outflow during the current year shown as ‘purchase of subsidiary companies’ on the face of the Consolidated Cash Flow Statement relates to:
2013 2012
£000 £000
Deferred consideration paid in respect of Yorkshire Farm Bakeries and A&P Foods acquisition - 1,600
Deferred consideration paid in respect of Anthony Alan Foods Ltd acquisition 555 1,085
Deferred consideration paid in respect of Goswell Enterprises Ltd acquisition 500 500
1,055 3,185
12 Intangibles
Intangible assets comprise licences and goodwill.
a) Licences
Th e value of the licensing agreements is calculated by reference to the additional cash flow they are expected to generate over unbranded sales. Th e period
over which the value is amortised varies between licences depending on their remaining life.
Th e licenses recognised were purchased as part of the acquisition of Goswell Enterprises Ltd in June 2009 and relate to the exclusive licensing agreements
for Cranks, Doves Farm breads and Vogels. Th e period over which the value is amortised is the life of the license which is five years to June 2014.
Total
£000
Cost at 30 June 2012 and 29 June 2013 822
Amortisation at 30 June 2012 (493)
Charge for the year 29 June 2013 (164)
Amortisation at 29 June 2013 (657)
NBV at 30 June 2012 329
NBV at 29 June 2013 165
b) Goodwill
Goodwill has arisen on acquisitions and reflects the future economic benefits arising from assets that are not capable of being identified individually and
recognised as separate assets. Th e goodwill reflects the anticipated profitability and synergistic benefits arising from the utilisation of the Group’s existing
distribution channels and customer relationships in the bakery sector. Th e goodwill is the balance of the total consideration less fair value of assets acquired
and identified. Th e carrying value of the goodwill is reviewed annually for impairment.
Total
£000
Balance at 30 June 2012 61,399
Disposals during the year (8,431)
Balance at 29 June 2013 52,968
Th e carrying amount of goodwill has been allocated to cash generating units or groups of cash generating units as follows:
2013 2012
£000 £000
Nicholas & Harris 2,980 2,980
United Central Bakeries - 8,431
Lightbody of Hamilton 48,474 48,474
Memory Lane Cakes 1,514 1,514
52,968 61,399 12 Intangibles (continued)
Th e Group tests goodwill for impairment on an annual basis, or more frequently if there are indications that the goodwill may be impaired. Th e recoverable
amounts of the cash generating units are determined from value in use calculations. Th e key assumptions for the value in use calculations are the discount
rate used for future cash flows and the anticipated future changes in revenue, direct costs and indirect costs. Th e assumptions used reflect the past experience
of management and future expectations.
Th e Group prepares cash flow forecasts based on the most recent financial budgets approved by management and extrapolates these forward for the next 
five years with a residual value at the end of the five years. Changes in revenue and direct costs are based on past experience and expectations of future
changes in the market.  
Th e revenue growth rate used for impairment tests at 29 June 2013 was nil (2012: nil) for Nicholas & Harris, Memory Lane Cakes and Lightbody of Hamilton.
Th is growth rate was applied to the 2014 budget and for the following 5 years, indirect costs are inflated over the same period by nil (2012: nil). Th is nil growth
rate has been taken as a prudent approach. Gross margins and distribution cost as a percentage of revenue are forecast to be in line with budget 2014. 
Th e five year cashflow is taken along with a residual value at the end of the five year period.
Growth rates do not reflect the ambitions of the Group and have been prepared in a conservative manner.
A pre-tax discount rate of 10% (2012: 10%) has been used in these calculations. Th e Group has considered the impact of the deterioration in the economic
climate and higher level of return expected by equity holders due to the perceived risk in equity markets. Th e Group’s actual weighted average cost of capital
is significantly less than this at the period end date.
Th e discount rate used for each cash generating unit has been kept constant as the market risk is deemed not to be materially diﬀerent between the diﬀerent
segments of the bakery sector, nor over time.
Sensitivities have been carried out by the Directors and they are comfortable that at reasonable discount levels there are no indications of impairment. 
13 Property, Plant and Equipment 
Land and Plant and Fixtures and Assets under
buildings equipment fi ttings Vehicles construction Total
£000 £000 £000 £000 £000 £000
Cost
Balance at 3 July 2011 14,441 26,077 2,065 8 72 42,663
Exchange adjustments -- (13) -- (13)
Additions 62 2,283 155 - 738 3,238
Transfers - 435 3- (470) (32)
Balance at 30 June 2012 14,503 28,795 2,210 8 340 45,856
Balance at 1 July 2012 14,503 28,795 2,210 8 340 45,856
Exchange adjustments -- 8-- 8
Additions 74 3,282 177 - 671 4,204
Transfers - 91 -- (91) -
Disposals (4,531) (11,134) (155) (8) - (15,828)
Balance at 29 June 2013 10,046 21,034 2,240 - 920 34,240
Depreciation and impairment 
Balance at 3 July 2011 (3,553) (12,323) (1,433) (5) - (17,314)
Exchange adjustments -- 13 -- 13
Depreciation charge for the financial period (321) (2,535) (191) -- (3,047)
Disposals - 62 (30) -- 32
Balance at 30 June 2011 (3,874) (14,796) (1,641) (5) - (20,316)
Balance at 1 July 2012 (3,874) (14,796) (1,641) (5) - (20,316)
Exchange adjustments -- (2) -- (2)
Depreciation charge for the financial period (290) (2,375) (223) -- (2,888)
Disposals 1,058 5,963 149 5- 7,175
Balance at 29 June 2013 (3,106) (11,208) (1,717) -- (16,031)
Net book value
At 2 July 2011 10,888 13,754 632 3 72 25,349
At 30 June 2012 10,629 13,999 569 3 340 25,540
At 29 June 2013 6,940 9,826 523 0 920 18,209
44 13 Property, Plant and Equipment (continued)
Leased Plant and Machinery
Th e net book value of assets held under finance lease or hire purchase contracts included on the previous page are as follows: 
2013 2012
£000 £000
Plant and equipment 2,169 6,031
Security
HSBC Bank Plc, HSBC Asset Finance (UK) Ltd and HSBC Equipment Finance (UK) Ltd have debentures incorporating fixed and floating charges over
the undertaking and all property and assets including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant and machinery. A breakdown 
of the financial liabilities is shown in Note 20.
Hire purchase obligations are secured on the underlying assets.
Th e lease obligations are secured on leased equipment. (see Note 20).
14 Other Financial Assets and Liabilities
2013 2012
£000 £000
Non-current 
Investments 28 28
Current assets
Fair value of foreign exchange contracts - 35
Current liabilities
Fair value of interest rate swaps (1,095) (1,950)
Fair value of foreign exchange contracts (145) -
(1,240) (1,950)
Investments
Th e unlisted investments acquired as part of the Lightbody acquisition on 23 February 2007 and held at 29 June 2013 consist of preference shares in Murray
Traders Limited (10.5% of the issued capital of that company). Th ere is no active market in these shares, therefore the fair value cannot be determined and 
the investments are held at cost.
Interest Rate Swaps at Fair Value
Th e Group has entered into three interest rate swap arrangements to hedge its risks associated with interest rate fluctuations:
£10.0m for four years from 1 June 2010 (fixed) at 4.9%
£5.0m for five years from 1 July 2011 (fixed) at 3.6%
£3.0m for four years from 22 May 2013 (fixed) at 1.7%
Th ere is one forward dated swap of £6.0m for three years from 2 June 2014 (fixed) at 1.9%.
In addition one five year interest rate swap of £5.0m (fixed) at 5.5% matured during the year in May 2013.
Th e total coverage at the year end of £18.0 million (2012: £20.0 million) is equivalent to 250% (2012: 61%) of total net bank debt at a weighted average 
rate of 4.0% (2012: 4.7%).
Changes in their fair value are recognised immediately in the Consolidated Statement of Comprehensive Income resulting in a credit of £855,000 
(2012: credit £84,000) as indicated above.
Th ey are shown as liabilities as a result of the current low levels of base and LIBOR interest rates.
Forward Foreign Exchange Contracts at Fair Value
Th e Group has entered into a number of forward foreign exchange contracts to minimise the impact of fluctuations in exchange rates, changes in their 
fair value are recognised immediately in the Consolidated Statement of Comprehensive Income. A charge of £179,000 (2012: credit £152,000) is shown 
in administration expenses for the periods reflecting changes in their fair value. 
45 15 Deferred Consideration Receivable
On 27 February 2013 the Group sold its Free From business to Genius Foods for a total value of £21,257,000, £3,000,000 of which has been deferred 
and is payable 27 February 2015. Th is is shown as a non-current asset in the Consolidated Statement of Financial Position.
£000
Discounted deferred consideration at disposal date 2,697
Unwinding of discount 48
Balance at 29 June 2013 2,745
16 Pension Schemes
A number of companies within the Group operate defined contribution pension schemes with one company also operating a defined benefit scheme. 
Defined Contribution Scheme
Th e Group made contributions in respect of its defined contribution pension arrangements of £648,000 (2012: £657,000). 
Defined Benefit Scheme
Th e Group’s defined benefit scheme is the Memory Lane Cakes Pension Scheme, which is a separately administered plan. At the financial year end 2013,
the scheme had no active members accruing benefits (2012: nil), 240 deferred pensioner members (2012: 260) and 189 pensioner members (2012: 171).
Th e scheme was closed to future accrual on 31 May 2010. Th e assets of the schemes are held separately from those of the company. Th e amounts in the
Financial Statements for the 52 weeks ended 29 June 2013 relating to defined benefit pension are based on a full actuarial valuation dated 31 May 2010,
which was updated at the end of the financial year 2013. Th e full valuation as at 31 December 2012 is ongoing, the results of which are not expected until 
after the publication of this Annual Report.
A £65,000 contribution was paid during the financial year 2013 from Memory Lane Cakes (2012: £65,000). Th e Group’s contribution has been agreed 
based on the outcome of the full actuarial valuation dated 31 May 2010. Th e valuation of the Scheme on an equity/bond basis and projected unit method,
showed that there was a deficit of £170,000 equivalent to a 1% deficit of liabilities over assets. Th e valuation was conducted by a qualified independent actuary.
Th is deficit is payable over a three year period at a rate of £65,000 pa. Th e full actuarial valuation diﬀers from the financial year end valuation deficit 
of £2,843,000 (2012: £3,075,000). 
2013 2012
£000 £000
Fair value of plan assets 18,728 18,349
Present value of defined benefit obligations (21,571) (21,424)
Deficit recognised (2,843) (3,075)
Th e fair value of plan assets and the return on those assets were as follows:
2013 2012
£000 £000
Equities/target return fund 17,072 16,801
Property 1,573 1,513
Cash 83 35
Fair value of plan assets 18,728 18,349
Actual return on plan assets 1,158 282
None of the fair values of the assets shown above includes any of the Company’s own financial instruments or any property occupied by, or any other assets
used by, the Company.
Movements in present value of defined benefit obligation
2013 2012
£000 £000
At beginning of financial year (21,424) (20,274)
Interest cost (966) (1,101)
Benefits paid 844 536
Actuarial losses (875) (585)
Past service credit 850 -
At end of financial year (21,571) (21,424)
46 16 Pension Schemes (continued)
Movements in fair value of plan assets
2013 2012
£000 £000
At beginning of financial year 18,349 19,102
Expected return on plan assets 1,401 1,490
Actuarial losses (243) (1,772)
Benefits paid (844) (536)
Contributions by employer 65 65
At end of financial year 18,728 18,349
Income/(expense) recognised in the Consolidated Statement of Comprehensive Income
2013 2012
£000 £000
Expected return on defined benefit pension plan assets/finance income 1,401 1,490
Interest on defined benefit pension plan obligation/finance expense (966) (1,101)
Past service cost 850 -
Total income              1,285 389
Actuarial gains and losses recognised directly in equity in the statement of recognised income and expense since 1 July 2006, the transition date 
to Adopted IFRSs:
2013 2012
£000 £000
Cumulative amount at beginning of financial year (4,583) (2,226)
Recognised in the financial year (1,118) (2,357)
Cumulative amount at end of financial year  (5,701) (4,583)
 
Principal long-term actuarial assumptions at the year end were as follows:
2013 2012
CPI price inflation assumption 2.5% 2.1%
Increases to pensions in payment 2.5% 2.1%
Discount rate for liabilities 4.7% 4.6%
Expected rate of return for plan assets 4.7% 7.8%
Th e financial assumptions are based on market conditions as at the review date of 29 June 2013 with discount rates based on the yields on long-dated high
quality corporate bonds. Th e discount rate is higher than the discount rate used last year reflecting the increase in bond yields over this period. Th e expected
rate of return for plan assets for 2013 is the long term rate that reflects the yield on high quality corporate bonds as required under changes to IAS 19. 
A revised version of IAS 19 Defined Benefit Plans will apply to accounting periods on or after 1 January 2013. Th e first year end for which the revised
standard will apply will therefore be 28 June 2014. However if the standard had been in force for the year end 29 June 2013 the main eﬀects would have been: 
• Th e expected rate of return on the assets over the year would have been equal to the discount rate of 4.6% pa (rather than 7.8% pa), which would have 
changed the expected return on assets figure from £1,401,000 to £826,000. Th is would then have had the following impacts:
• Th e income recognised in the Consolidated Statement of Comprehensive Income would have reduced from £1,285,000 to £710,000
• Th e actuarial loss recognised directly in equity would have reduced from £1,118,000 to £543,000
• Additional disclosures about the risks posed by the Scheme.
Th e deficit recognised in the Consolidated Statement of Financial Position would be unchanged.
Salary inflation assumptions are as determined by the Board with regard to price inflation. Th e salary inflation from 31 May 2010 when the Scheme closed
to future accrual was assumed to be in line with inflation. 
Over 90% of the plan assets are held in a target return fund which targets three month LIBOR +3% pa (which is assumed long-term to be broadly
equivalent to RPI + 5%). Th e expected return on cash is based on the current Bank of England base rate rather than long term deposit rates.
47 16 Pension Schemes (continued)
2013 2012
Pre-retirement mortality assumption
S1N[M/F]A year of birth tables with S1N[M/F] A92 medium cohort
CMI 2012 projections and 1.25% pa year of birth tables with 1.25% pa 
long-term rate of improvement minimum improvements
Post-retirement mortality assumption
S1N[M/F]A year of birth tables with S1N[M/F] A92 medium cohort 
CMI 2012 projections and 1.25% pa year of birth tables with 1.25% pa
long-term rate of improvement minimum improvements
Under the mortality tables adopted, the assumed future life expectancy at age 65 is as follows:
2013 2012
Male currently at age 45 24.1 24.2
Female currently at age 45 26.8 27.0
Male currently at age 65 22.4 21.8
Female currently at age 65 24.9 24.7
CPI Inflation is assumed to be at 2.5% (2012: 2.1%) per annum. Th e diﬀerential between the assumed rate of inflation and the discount rate for liabilities 
is 2.2% (2012: 2.5%). 
Changing the year end 2013 assumptions to those of 2012 year end listed above, the deficit would have been £2,307,000 compared to the reported deficit 
of £2,843,000. 
Th e history of the plans for the current and prior periods is as follows:
Consolidated Statement of Financial Position
2013 2012  2011  2010  2009  
£000 £000 £000 £000 £000
Fair value of plan assets 18,728 18,349 19,102 17,658 15,672
Present value of the defined benefit obligation (21,571) (21,424) (20,274) (21,287) (16,963)
Deficit (2,843) (3,075) (1,172) (3,629) (1,291)
2013 2012  2011  2010  2009  
£000/% £000/% £000/% £000/% £000/%
Experience adjustments on plan assets (243) (1,772) 644 682 (2,364)
as a percentage of plan assets 1.3% 9.7% 3.4% 3.9% 15.1%
Experience adjustments on plan liabilities 339 - (561) (-) (-)
as a percentage of plan liabilities 1.6% 0.0% 2.8% 0.0% 0.0%
Total actuarial losses (1,118) (2,357) 2,224 (3,046) (1,634)
as a percentage of plan liabilities 5.2% 11.0% 11.0% 14.3% 9.6%
Projected costs to the Consolidated Statement of Comprehensive Income for the year to 28 June 2014 is estimated to be a net interest cost of £130,000. 
Th is is assuming that the cashflows to and from the Scheme are broadly unchanged from the current year’s figures and that there will be no events that will
give rise to settlement, curtailment or past service cost or credit.
48 17 Inventories
2013 2012
£000 £000
Raw materials and consumables 2,662 3,784
Finished goods 1,738 1,596
4,400 5,380
Inventories recognised as an expense
2013 2012
£000 £000
Opening inventories 5,380 5,844
Purchases 90,183 99,589
Increase in stock provisions 670 587
Closing inventories (4,400) (5,380)
Expensed during the period 91,833 100,640
18 Trade and Other Receivables 
2013 2012
£000 £000
Trade receivables due from third parties 21,864 27,223
Other debtors 1,566 1,329
Prepayments and accrued income 1,907 2,163
25,337 30,715
Within prepayments above is an amount for £10,000 (2012: £300,000) relating to contract renewal fees, there are no fees due beyond one year (2012: £100,000)
and also prepaid pension costs of £43,000 (2012: £36,000). Specific provisions are made against doubtful debts taking the value of trade receivables to an
estimated value based on the most likely outcome.
Cash received under the invoice discounting facility, amounting to £3,259,000 (2012: £14,042,000) is shown within current liabilities and is secured 
on the trade receivables above. All the risks and rewards of the trade debtors lie with the Group. 
19 Cash and Cash Equivalents including Bank Overdrafts
2013 2012
£000 £000
Cash at bank and on hand 5,771 23,953
Bank overdraft (4,461) (20,160)
1,310 3,793
49 20 Other Interest-Bearing Loans and Borrowings
Th is note provides information about the contractual terms and repayment terms of the Group’s interest-bearing loans and borrowings, which are measured
at amortised cost, using the eﬀective interest rate method.  
Margin/above  Frequency of Year of Facility Drawn Current Non-Current
2013 (below) repayments maturity £000 £000 £000 £000
Invoice discounting 1.50%/base On demand Revolving* 15,000 3,259 3,259 -
Revolving credit 2.00%/LIBOR Monthly 2017 8,000 ---
Mortgage 1.75%/base Monthly 2023 4,000 3,932 369 3,563
Finance lease liabilities 1.83%/base Monthly various 2,000 1,332 476 856
Overdraft 2.00%/base On demand - 3,000 ---
32,000 8,523 4,104 4,419
Unamortised transaction costs (260) (183) (77)
8,263 3,921 4,342
Secured bank loans and mortgages over one year (included above) 3,563
Unamortised transaction costs (77)
3,486
Repayments are as follows:
Between one and two years 347
Between two and five years 1,051
Between five and ten years 1,842
Between ten and fifteen years 246
3,486
Margin/above  Frequency of Year of Facility Drawn Current Non-Current
2012 (below) repayments maturity £000 £000 £000 £000
Invoice discounting 1.87%/base On demand Revolving* 17,500 14,042 14,042 -
Term Loan 3.70% LIBOR Monthly 2017 14,238 12,702 1,875 10,827
Mortgage 1.750%/base Monthly 2022 7,430 6,095 571 5,524
Mortgage 1.750%/base Monthly 2023 769 638 51 587
Finance lease liabilities 2.125%/base Monthly various 4,375 2,934 1,153 1,781
Overdraft 2.25%/base On demand - 2,750 ---
Loan notes 1 % /(base) On demand 2012 -33 -
47,062 36,414 17,695 18,719
Unamortised transaction costs (497) (237) (260)
35,917 17,458 18,459
Secured bank loans and mortgages over one year (included above) 16,938
Unamortised transaction costs (260)
16,678
Repayments are as follows:
Between one and two years 2,564
Between two and five years 9,150
Between five and ten years 4,451
Between ten and fifteen years 513
16,678
* Revolving maturity above relates to the payment terms on the invoice discounting which is up to 90 days from the date of invoice.
50 20 Other Interest-Bearing Loans and Borrowings (continued)
Finance lease liabilities are payable as follows:
2013 2012
Minimum Minimum
lease lease
payments Interest Principal payments Interest Principal
£000 £000 £000 £000 £000 £000
Less than one year 509 33 476 1,221 68 1,153
Between one and five years 891 35 856 1,849 68 1,781
1,400 68 1,332 3,070 136 2,934
All of the above loans are denoted in pounds sterling, with various interest rates and maturity dates. Th e main purpose of the above facilities is to finance 
the Group’s operations. For more information about the Group’s exposure to interest rate risk, see Note 26.
HSBC Bank Plc, HSBC Asset Finance (UK) Ltd and HSBC Equipment Finance (UK) Ltd have debentures incorporating fixed and floating charges 
over the undertaking and all property and assets including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant and machinery.
As part of the bank borrowing facility the Group needs to meet certain covenants every six months. Th ere were no breaches of covenants during the year. 
Th e covenant tests required are as follows:
Net bank debt: EBITDA 
Interest cover 
Debt service cover
Th e HSBC facilities (excluding overdraft) available for drawdown are £29.0m (2012: £44.3m). At the period end date the facility utilised was £8.5m 
(2012: £36.4m), giving £20.5m (2012: £7.9m) of headroom.
21 Analysis of Net Debt
At At
year ended year ended
30 June   29 June 
2012 Cash flow 2013
Note £000 £000 £000
Cash at bank 3,793 (2,483) 1,310
Loan notes (3) (3) -
3,790 (2,480) 1,310
Debt due within one year (2,497) 2,128 (369)
Debt due after one year (16,938) 13,375 (3,563)
Invoice discounting due within one year (14,042) 10,783 (3,259)
Hire purchase obligations due within one year (1,153) 677 (476)
Hire purchase obligations due after one year (1,781) 925 (856)
Total net bank debt (32,621) 25,408 (7,213)
Debt 20 (35,917) - (8,263)
Cash at bank 3,793 - 1,310
Unamortised transaction costs (497) - (260)
Total net bank debt (32,621) - (7,213)
Deferred consideration payable (1,239) - (216)
Total net debt including deferred consideration payable (33,860) - (7,429)
Cash at banks 3,793 - 1,310
Total debt including deferred consideration payable excluding cash (37,653) - (8,739)
Deferred consideration receivable - 2,745 2,745
Total debt including deferred consideration payable and receivable excluding cash (37,653) - (5,994)
51 22    Trade and Other Payables 
2013 2012
£000 £000
Current
Trade creditors 20,510 23,528
Other creditors including taxes and social security 1,699 1,137
Accruals and deferred income 10,845 10,454
33,054 35,119
23 Provisions
Onerous Employee
lease claims Pension Total
£000 £000 £000 £000
Balance at beginning of financial year  145 247 237 629
Made during the financial year 112 27 - 139
Utilised during the financial year (6) (24) (19) (49)
Balance at end of financial year 251 250 218 719
Current provisions 251 250 - 501
Non-current provisions -- 218 218
Th e onerous lease provision relates to warehouses. Th is provision is based on a level of dilapidation assumptions.
Th e employee claims provision is based on the number of reported accidents and incidents and the number of expected claims yet to be reported based 
on historical evidence, all accrued at amounts up to the maximum self-insured amount of £10,000 per claim. 
Th e pension provision relates to a contractual liability for pension augmentation, the amount utilised during the year represents payments in relation 
to the augmentations which are being paid over 16 years. 
24    Deferred Purchase Consideration
Goswel Total 
Anthony Alan Enterprises deferred 
Foods Ltd Ltd consideration
£000 £000 £000
Balance at beginning of financial year  549 690 1,239
Payment during the financial year (555) (500) (1,055)
Unwinding of discount 6 26 32
Balance at end of financial year - 216 216
Current - 216 216
Non-current ---
Th e repayments for Goswell Enterprises Ltd are payable within the next year and attract interest of 5%.  
52 25    Deferred Tax Assets and Liabilities 
Recognised deferred tax assets and liabilities.
Deferred tax assets and liabilities are attributable to the following:
Assets Liabilities
2013 2012 2013 2012 
£000 £000 £000 £000
Property, plant and equipment - - (323) (996)
Short-term timing diﬀerences - - (82) (369)
Employee share scheme charges 920 63 - -
Pension scheme charges 654 738 - -
Interest rate swaps 252 468 - -
Foreign exchange contracts 33 - - (9)
IFRS fair value adjustments on deferred consideration 58 - - (8)
Tax assets/(liabilities) 1,917 1,269 (405) (1,382)
Net tax assets/(liabilities) - - 1,512 (113)
Short-term timing diﬀerences relate to general provisions which will be allowed when utilised.
Movement in deferred tax during the year
Recognised Recognised
30 June 2012 in income  in equity Disposal 29 June 2013
£000 £000 £000 £000 £000
Property, plant and equipment (996) (5) - 678 (323)
Short-term timing diﬀerences (369) (33) - 320 (82)
Employee share scheme 63 351 506 - 920
Pension scheme 738 (341) 257 - 654
Interest rate swaps 468 (216) -- 252
Foreign exchange contracts (9) 42 -- 33
IFRS fair value adjustments deferred consideration (8) 66 -- 58
(113) (136) 763 998 1,512
Movement in deferred tax during the prior year 
Recognised Recognised
2 July 2011 in income in equity  30 June 2012
£000 £000 £000 £000
Property, plant and equipment (1,234) 238 - (996)
Short-term timing diﬀerences (280) (89) - (369)
Employee share scheme 9 54 - 63
Pension scheme 305 (133) 566 738
Interest rate swaps 529 (61) - 468
Foreign exchange contracts 31 (40) - (9)
IFRS fair value adjustments on deferred consideration (36) 28 - (8)
(676) (3) 566 (113)
53 26    Financial Risk Management 
Th e main purpose of the Group’s financial instruments which comprise of bank term loans, invoice discounting facility, hire purchase, finance leases, interest
rate swaps, foreign currency forwards, cash and liquid resources and various items arising directly from its operations, such as trade receivables and trade
payables, is to finance the Group’s operations. Th e main risk arising from the Group’s financial instruments are interest rate risk and liquidity risk. Th e Group’s
policies on the management of liquidity, credit, interest rate and foreign currency risks are set out below and also referred to in the Business Review.
a) Liquidity
Th e Group’s policy is to ensure that it has suﬃcient facilities to cover its future funding requirements. Short term flexibility is available through the existing
bank facilities and the netting oﬀ of surplus funds. Th e carrying amounts are the amounts due if settled at the period end date. Th e contractual undiscounted
cash flows include estimated interest payments over the life of these facilities. Th e estimated interest payments are based on interest rates prevailing at the 
29 June 2013. 
Contractual cashflows including estimated interest
Carrying 1 year   1 to 2 2 to 5 5 years   
amount Total or less years years and over
At year ended 29 June 2013 £000 £000 £000 £000 £000 £000
Non-derivative financial liabilities
Secured bank loans (3,672) (4,443) (453) (444) (1,283) (2,263)
Finance lease liabilities (1,332) (1,401) (510) (403) (488) -
Invoice discounting (3,259) (3,259) (3,259) ---
Deferred consideration (216) (223) (223) ---
Trade creditors (20,510) (20,510) (20,510) ---
Derivative financial liabilities
Interest rate swaps liabilities (1,095) (1,253) (599) (273) (381) -
(30,084) (31,089) (25,554) (1,120) (2,152) (2,263)
Contractual cashflows including estimated interest
Carrying 1 year   1 to 2 2 to 5 5 years   
amount  Total or less years years and over
At year ended 30 June 2012 £000 £000 £000 £000 £000 £000
Non-derivative financial liabilities
Secured bank loans (18,938) (22,022) (3,194) (3,340) (10,273) (5,215)
Finance lease liabilities (2,934) (3,070) (1,221) (870) (979) -
Invoice discounting (14,042) (14,042) (14,042) ---
Deferred consideration (1,239) (1,366) (1,143) (223) --
Trade creditors (23.528) (23,528) (23,528) ---
Derivative financial liabilities
Interest rate swaps liabilities (1,950) (1,996) (801) (580) (615) -
(62,631) (66,024) (43,929) (5,013) (11,867) (5,215)
Th e carrying amount relating to interest rate swaps is the fair value.
Th e information relating to the interest rate swaps shown in the tables above indicate the cash flows associated with these instruments. Th is also reflects 
the expected eﬀect on the future profit. Th ese amounts will change as interest rates change.
Short-term flexibility is available through existing bank facilities and the netting oﬀ of surplus funds.
54 26    Financial Risk Management (continued)
b) Credit
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises
principally from the Group’s receivables from customers. Th ese trading exposures are monitored and managed at operating level and are also monitored 
at Group level. At the period end date there were no significant concentrations of credit risk. Th e carrying amount of the financial assets represents 
the maximum credit exposure. Th erefore, the maximum exposure to credit risk for the trade receivables at the period end date was £21.9 million 
(2012: £27.2 million) and the ageing of trade receivables at the period end date was:  
2013 2012
£000 £000
Not past due 19,297 23,672
Past due 0 – 30 days 2,082 2,942
Past due 31 – 120 days 427 329
Past due more than 120 days 58 280
21,864 27,223
Th e above numbers are net of impairment. Group policy is to provide in full against all receivable balances whose full recovery is significantly in doubt. 
Th e provision is netted oﬀ the gross receivable.
Th e Group’s strategy is to focus on supplying UK multiple grocers, the nature of these customers is such that there is relatively low risk of them failing 
to meet their contractual obligations. Th ere is no impairment necessary to the value of trade receivables at the period end date over and above the specific
credit note provision and bad debt provision held at the year end. Th e balance of £0.5 million past due by more than 30 days is equivalent to less than 
1 day sales (2012: £0.6 million, equivalent to 1 day).
c) Market Risk
i) Interest Rate Risk
Th e Group’s interest rate risk exposure is primarily to changes in variable interest rates. Th e Group has entered into three interest rate swap arrangements 
in order to hedge its risks associated with any fluctuations. Details of swaps are given in Note 14.
Th e profile of the Group’s loans including deferred consideration and overdraft at the period end date were split as follows:
2013 2012
£000 £000
Fixed rate liabilities - 549
Variable rate liabilities 8,739 37,104
8,739 37,653
Swaps amounting to £18,000,000 (2012: £20,000,000) limit the risk associated with the variable rate liabilities, the weighted average interest rate 
at 29 June 2013 is 4.0% (2012: 4.7%).
Sensitivity
A 1% increase in the base rate or LIBOR would have the following impact on interest charges and associated net assets for the Group, this sensitivity 
relates to interest-bearing bank borrowings and interest rate swaps only and excludes possible changes in pension financing costs. 
2013 2012
£000 £000
Profit decrease 70 206
Decrease in net assets 70 206
A 1% decrease in the base rate or LIBOR would have an equal and opposite impact to those listed above. 
Th e above movement is not equal to 1% of interest-bearing loans because of interest rate swap cover that is in place. 
ii) Commodity Prices
Any rises in commodity prices can adversely impact the core profitability of the business. Th e Group will aim to pass on its increased costs to its customers 
as far as is reasonable in the circumstances whilst maintaining its tight control over overhead costs to mitigate the impact on consumers. Th e Group maintains
a high expertise in its buying team and will consider long-term contracts where appropriate to reduce uncertainty in commodity prices. Further information
on input prices and risks is contained in the Business Review.
55 26   Financial Risk Management (continued)
iii) Foreign Exchange Risk
Th e Group currently supplies UK manufactured products to Lightbody Stretz Ltd, its 50% owned selling and distribution business trading primarily 
in Europe. Th e Group also purchases some raw materials in foreign currency. Th e consequence of this is that the Group is exposed to movement in foreign
currency rates. Forward foreign exchanges contracts are used to manage the foreign exchange exposure.
d) Debt and Capital Management
Th e Group’s objective is to maximise the return on net invested capital while maintaining its ongoing ability to operate and guaranteeing adequate returns
for shareholders and benefits for other stakeholders, within a sustainable financial structure. On 19 March 2013, the Board approved an interim dividend 
for the six months to 31st December 2012 of 0.25p per share paid on 26th April 2013 to shareholders on the register at the close of business on 5th April 2013.
A final dividend of 0.5p per share has been proposed. It is the Company's intention, to resume paying dividends at an aﬀordable rate so that the Company
can continue to invest in the business in order to grow profits.
Th e Group manages its capital by monitoring its gearing ratio on a regular basis, there are also covenant tests which are monitored regularly and presented 
to the Group’s bank every 6 months. Th ere have been no breaches of covenant tests during the year and the gearing ratio has fallen during the year to 0.1
(2012: 0.7). Th e gearing ratio is calculated taking total net debt including deferred consideration over net assets.
Th e Group considers its capital to include share capital, share premium and capital redemption reserve.
Th e Group does not have any externally imposed capital requirements.
27    Capital and Reserves
Th e reconciliation of movement in capital and reserves is shown as a primary statement Consolidated Statement of Changes in Equity. Within retained
earnings is the net exchange diﬀerence balance at the year end of £63,000 gain (2012: £6,000 loss). 
Equity comprises the following:
• Share capital representing the nominal value of equity shares
• Share premium representing the excess of the fair value of consideration received for the equity shares, net of expenses of the share issue over nominal 
value of the equity shares
• Capital redemption reserve representing the buyback and cancellation of shares at nominal value
• Retained earnings represent retained profits. 
28    Share Capital
2013 2012
000’s 000’s
In issue at beginning of the financial year 53,502 52,788
Shares issued 10,653 714
In issue at end of the financial year – fully paid 64,155 53,502
2013 2012
£000 £000
Allotted, called up and fully paid
Ordinary shares of 1p each 642 535
Th e holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. 
Share-Based Payments 
Th e Group operates both approved and unapproved share option schemes. 
Th e fair value is calculated at the grant date and ultimately expensed in the Consolidated Statement of Comprehensive Income over the vesting period,
based on the best available estimate of the number of share options expected to vest, with a corresponding credit to reserves.
Upon exercise of the share options the proceeds received net of attributable transaction costs are credited to share capital and where appropriate share premium.
56 28    Share Capital (continued)
Th ere have been a number of options granted during the course of the financial year to 29 June 2013 with further details given below. 
Amount
expensed in year
Number of options Exercise Fair value to 29 June 2013 Period of
Date of grant granted price £000 £000 expense
7 Jul 2012 121,605 24.7p 72 3 years
7 Jul 2012 128,395 24.7p 73 3 years
Charge relating to options granted in the current year 5
Charge relating to options granted in prior years 129
Charge included in Administration expenses 134
Th ere were a number of options granted during the course of the financial year to 30 June 2012 with further details give below.
Amount
expensed in year
Number of options Exercise Fair value to 30 June 2012 Period of
Date of grant granted price £000 £000 expense
8 Jul 2011 3,435,715 20.5p 283 283 Immediately
8 Jul 2011 1,517,857 20.5p 125 120 1 years
8 Jul 2011 1,517,857 20.5p 125 61 2 years
15 Dec 2011 529,920 20.0p 55 10 3 years
Charge relating to options granted in the current year 474
Charge relating to options granted in prior years 99
Charge included in Administration expenses 573
Details of share options outstanding at 29 June 2013 and movements during the year by exercise price is shown below:
First Last
Exercise exercise  exercise At 30 June At 29 June
price date date 2012 Granted Forfeited Cancelled Exercised 2013
106.0p Sep 2008 Mar 2014 42,500 -- -- 42,500
88.0p Sep 2008 Mar 2014 17,500 -- -- 17,500
52.5p Sep 2008 Mar 2014 40,000 -- -- 40,000
34.0p Oct 2009 Mar 2014 52,848 -- -- 52,848
32.0p Nov 2011 Jul 2012 6,720 - (6,720) -- -
29.0p Dec 2005 Mar 2014 500,000 -- -- 500,000
27.0p Sep 2012 Oct 2019 111,000 -- -- 111,000
24.7p Jul 2015 Jul 2019 - 128,395 -- - 128,395
24.7p Jul 2015 Jul 2022 - 121,605 -- - 121,605
20.5p Jul 2014 Oct 2016 3,435,715 -- -- 3,435,715
20.5p Jul 2014 Oct 2016 1,517,857 -- -- 1,517,857
20.5p Jul 2014 Oct 2016 1,517,857 -- -- 1,517,857
20.0p Feb 2015 Aug 2015 499,680 - (20,885) (30,960) (8,815) 439,020
20.0p Dec 2012 Jul 2013 248,465 -- (13,067) (211,623) 23,775
20.0p Sep 2010 Oct 2019 420,000 -- -- 420,000
20.0p Sep 2011 Oct 2019 420,000 -- -- 420,000
20.0p Sep 2012 Oct 2016 309,000 -- -- 309,000
18.0p Jan 2014 Jul 2014 404,200 - (12,378) (31,600) (14,822) 345,400
17.5p Jul 2013 Jul 2017 465,787 -- -- 465,787
17.5p Jul 2013 Jul 2020 1,005,913 -- -- 1,005,913
14.0p Mar 2012 Mar 2019 424,500 - (56,600) - (56,600) 311,300
11,439,542 250,000 (96,583) (75,627) (291,860) 11,225,472
Th e Company announced on 16 July 2013 the cancellation of 1,149,000 unapproved share options held and by Mr Duﬀy and the issue of 361,804 ordinary
shares and settlement of taxes arising on the grant in exchange for this cancellation.
57 28    Share Capital (continued)
A summary of share options outstanding and movements for the year to 30 June 2012 is shown below: 
At 2 July At 30 June
2011 Granted Forfeited Cancelled Exercised 2012
Number of options 5,898,155 7,001,349 (1,075,002) (242,500) (142,460) 11,439,542
Th ere were 2,408,265 (2012: 1,424,068) options exercisable at the period end date. Th ere were 291,860 options exercised during the year (2012: 142,460). 
On 16 July 1,149,000 unapproved options previously issued to J G Duﬀy were cancelled and a cash bonus and 361,408 share were issued. 
Th e options outstanding at the year end have weighted average exercise price of 20.9p (2012: 20.7p) and a weighted average contractual life of 4.6 years
(2012: 4.8 years).
Th e Company has used the QCA-IRS option valuer TM (based on the Black-Scholes-Merton based option pricing model) to calculate the fair value 
of the outstanding options. Th is model was developed by Th e QCA partnered with Independent Remuneration Solutions (IRS) and City Group Plc. 
Th e development was led by Mr Edward Beale, a Director of the Group and Chief Executive of City Group Plc.
Th e inputs into the Black-Scholes-Merton based option pricing model to calculate the charge for share options granted in the financial year were as follows:
2013 2012
Expected life of option 3.0 years 3.1 – 5.3 years
Volatility of share price 43% 47%
Dividend yield 0% 0%
Risk-free interest rate 0.41% 2.18%
Share price at date of grant 22.1p 21.5p – 27.5p
Exercise price 25.0p 20.0p – 20.5p
Bid price discount 10% 10%
Estimated conversion rate 100% 100%
Fair value per option 5.6p 8.3p – 10.4p
Volatility is calculated on a consistent basis for each grant of options and is based on the historic annualised standard deviation of continuously compounded
rates of return. 
29    Dividends
On 19 March 2013, the Board approved an interim dividend for the six months to 31st December 2012 of 0.25p per share which was paid on 26th April 2013
to shareholders on the register at the close of business on 5th April 2013. Th e amount paid was £160,340. A final dividend of 0.5p per share has been proposed
taking the total dividend to 0.75p per share.
During the year a dividend of £331,000 (2012: £499,000) was paid to the non-controlling interest in Lightbody Stretz Ltd.
30    Operating Leases
Th e Group has annual commitments under non-cancellable operating leases relating primarily to land and buildings, fork lift trucks and oﬃce equipment.
Land and buildings have been considered separately for lease classification. Land and buildings amounts relate to leasehold properties at the Nicholas & Harris
site, part of the Lightbody of Hamilton site and the California Cake Company site.
During the year £1,191,000 was recognised as an expense in the Consolidated Statement of Comprehensive Income in respect of operating leases 
(2012: £1,165,000).
58 59
30    Operating Leases (continued)
Future minimum lease repayments under non-cancellable operating leases at the end of the financial periods are as follows: 
Land and Buildings Other
2013   2012 2013 2012
£000 £000 £000 £000
On leases which expire in:
Less than one year 248 201 134 90
Between one and five years 1,162 957 1,145 1,514
More than five years 9,648 8,458 - 157
11,058 9,616 1,279 1,761
31    Capital Commitments
At the financial year ended 29 June 2013, the Group had capital expenditure commitments of £983,000 (2012: £472,000).
32    Related Parties
Related Party Transactions and Directors’ Material Interests in Transactions
Th e Group received services to the value of £80,907 (2012: £78,506) in the year from City Group Plc, a subsidiary of London Finance and Investment
Group Plc, which is a substantial shareholder in Finsbury Food Group Plc. At 29 June 2013, £36,075 (2012: £18,820) was due to City Group Plc. 
Details of fees are as follows:
• Mr D C Marshall and Mr E J Beale are Directors of City Group Plc, and received Directors’ fees for the year of £45,000 (2012: £45,000).
Th e services of Mr Marshall are supplied by a company in which none of the Directors has an interest. Directors’ fees for Mr Beale are surrendered 
to his primary employer. 
• Th e amount paid for the provision of company secretarial services and oﬃce services and VAT was £35,907 (2012: £33,506).
A Group subsidiary paid Mr M W Lightbody, a Group Director, £190,000 (2012: £185,000) in respect of rent of a property at the Lightbody of Hamilton site.
No balances were outstanding at either year end relating to rent. 
A 50% owned subsidiary, Lightbody Stretz Ltd, paid Mr P Stretz, the Managing Director of Lightbody Stretz Ltd, £26,000 (2012: £25,000) in respect 
of rent for oﬃces. No balances were outstanding at either year end. 
Th e Group paid £294,000 (2012: £414,000) for the supply of finished products from and received £62,000 (2012: £51,000) for the sale of finished products 
to Party Fizz, a company 50% owned by Mr M W Lightbody, a Group Director, and 50% owned by Mr P Stretz. The amount payable and receivable 
at the year end was £75,000 (2012: £90,000) and £10,000 (2012: £2,000) respectively.
A Group subsidiary sold finished goods with a value of £2,954,000 (2012: £323,000) to Lightbody Ventures Ltd, a company wholly owned 
by Mr M W Lightbody, a Group Director. Th e amount receivable at year end was £460,000 (2012: £115,000).
Transactions with the Memory Lane Cakes pension scheme are detailed in Note 16.
Transactions with Key Management Personnel
Directors of the Company and their immediate relatives control 25% (2012: 30%) of the voting shares of the Company. 
Th e compensation of key management personnel (i.e. key Group Directors, Group Commercial Director, Brand Director, Technical Director 
and Operating Subsidiary Managing Directors) is as follows:
2013 2012
£000 £000
Fees 70 70
Company contributions to money purchase pension schemes 148 130
Executive salaries and benefits 1,561 1,370
Executive bonuses 359 379
2,138 1,949
Share options held by Group Directors are set out in Note 7. 32    Related Parties (continued)
Details of share options outstanding at 29 June 2013 for other key personnel by exercise price is shown in the table below.
Number of Number of 
options at options at Earliest Exercise
29 June 30 June  Exercise exercise expiry 
2013 2012 price date date
I Chree 28,300 28,300 14.0p 25/03/2012 25/03/2019
148,788 148,788 17.5p 29/07/2013 29/07/2020
72,912 72,912 17.5p 29/07/2013 29/07/2017
S Staddon 171,425 171,425 17.5p 29/07/2013 29/07/2020
78,575 78,575 17.5p 29/07/2013 29/07/2017
P Murray 121,605 - 24.7p 02/07/2015 02/07/2022
128,395 - 24.7p 02/07/2015 02/07/2019
L Trist 171,425 171,425 17.5p 29/07/2013 29/07/2020
78,575 78,575 17.5p 29/07/2013 29/07/2017
F Swallow 171,425 171,425 17.5p 29/07/2013 29/07/2020
78,575 78,575 17.5p 29/07/2013 29/07/2017
1,250,000 1,000,000
33    Post Consolidated Statement of Financial Position Events
Since the period end date there have been no significant events.
34    Ultimate Parent Company
Finsbury Food Group Plc is the ultimate parent company.
60 61
2013 2012
Note £000 £000
Fixed assets
Investments 42 61,723 64,389
Deferred consideration receivable 43 3,000 -
64,723 64,389
Current assets
Debtors 44 3,888 10,075
3,888 10,075
Creditors: amounts falling due within one year 45 (4,693) (26,107)
Net current liabilities (805) (16,032)
Total assets less current liabilities 63,918 48,357
Creditors: amounts falling due after more than one year 46 (3,486) (16,091)
Net assets 60,432 32,266
Capital and reserves
Called up share capital 48 642 535
Share premium account 49 30,779 27,052
Capital redemption reserve 49 578 578
Profit and loss account 49 28,433 4,101
Shareholders’ funds 49 60,432 32,266
Th ese Financial Statements were approved by the Board of Directors on 20 September 2013 and were signed on its behalf by:
Stephen Boyd 
Director
Registered Number 204368 
Company Balance Sheet
at 29 June 2013 and 30 June 2012 Company Reconciliation of Movements in Shareholders’ Funds
for the 52 weeks ended 29 June 2013 and 30 June 2012
 2013 2012
£000 £000
Loss for the financial year – continuing (206) (597)
Dividends received 16,580 499
Profit from sale of Free From – discontinued 8,005 -
Retained Profit/(loss) 24,379 (98)
Impact of share based payments current year charge 134 573
Impact of share based payments credit to subsidiaries (21) (121)
New share capital subscribed (net of issue costs) 3,834 141
Dividends paid (160) -
Net reduction to shareholders’ funds 28,166 495
Opening shareholders’ funds 32,266 31,771
Closing shareholders’ funds 60,432 32,266
  
62 63
Notes to the Company Financial Statements
(forming part of the Financial Statements)
35 Accounting Policies
Th e following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Financial Statements.
Basis of Preparation
Th e financial year was the 52 weeks ended 29 June 2013 (prior financial year 52 weeks ended 30 June 2012). Th e Financial Statements for the Company have
been prepared in accordance with applicable accounting standards, and under the historical cost accounting rules and in accordance with applicable United
Kingdom Generally Accepted Accounting Principles (UK GAAP) and law.
Under section 408 of the Companies Act 2006 the Company is exempt from the requirement to present its own Profit and Loss Account. Th e profit or loss
for the year is set out in the Reconciliation of Movements in Shareholders’ Funds.
Under Financial Reporting Standard 1 the Company is exempt from the requirement to prepare a cash flow statement on the grounds that it is included
within the consolidated accounts.
Th e accounting policies of the Company are the same as for the Group except for the following:
Investments
Investments are stated at cost less provision for any permanent diminution in value. 
Taxation
Th e credit for taxation is based on the loss for the year and takes into account taxation deferred because of timing diﬀerences between the treatment 
of certain items for taxation and accounting purposes.
Deferred tax is recognised, without discounting, in respect of all timing diﬀerences between the treatment of certain items for taxation and accounting
purposes which have arisen but not reversed by the balance sheet date, except as otherwise required by FRS 19.
36 Remuneration of Directors
Details of Directors’ remuneration are set out in Note 7 of the Group’s Financial Statements.
37 Staﬀ Numbers and Costs
Th e average number of persons employed by the Company (including Directors) during the year, analysed by category, was as follows:
Number of Employees
2013 2012
Directors and administrative staﬀ 36 38
Th e aggregate payroll costs of these persons were as follows:
2013 2012
£000 £000
Wages and salaries 2,595 2,459
Social security costs 338 313
Other pension costs 179 154
3,112 2,926
38 Employee Share Schemes
No share options were granted during the year to 29 June 2013 under the ShareSave scheme, (2012: 529,920). Details of Directors share options are set out
in Note 7 of the Group’s Financial Statements.  
39 Share Based Payments
As set out in Note 28 to the Group Financial Statements, 250,000 (2012: 6,505,089) of the total 250,000 (2012: 7,001,349) share options granted during 
the year were issued to employees of the Company resulting in a charge to the Company profit and loss account of £85,000 (£499,000). Th e remaining
options were granted to employees of the subsidiary companies with corresponding charges to the relevant profit and loss accounts. Credits relating to options
exercised, cancelled or lapsed after vesting have also been passed to the subsidiaries during the year. Th e debit totalled £27,000 (2012: credit £45,000) 
and has resulted in an increase (2012: reduction) in the total cost of investments in the Company balance sheet. 40 Dividends 
On 19 March 2013, the Board approved an interim dividend for the six months to 31st December 2012 of 0.25p per share which was paid on 26th April 2013
to shareholders on the register at the close of business on 5th April 2013. Th e amount paid was £160,340. A final dividend of 0.5p per share has been proposed
taking the total dividend to 0.75p per share.
41 Investment in Subsidiaries 
Set out below are the significant subsidiary undertakings of the Company whose results are included in the consolidated Financial Statements for the period
ended 29 June 2013.
Direct/Indirect Country of Class of Ownership Ownership
ownership incorporation shares held 2013 2012
Continuing 
Anthony Alan Foods Ltd Direct England and Wales Ordinary £1 100% 100%
California Cake Company Ltd Indirect Scotland Ordinary £1 100% 100%
Campbells Cake Company Ltd Indirect Scotland Ordinary £1 100% 100%
Goswell Enterprises Ltd Indirect England and Wales Ordinary £1 100% 100%
Lightbody Group Ltd Indirect Scotland Ordinary £1 100% 100%
Memory Lane Cakes Ltd Direct England and Wales Ordinary 1p 100% 100%
Nicholas & Harris Ltd Direct England and Wales Ordinary £1 100% 100%
Lightbody-Stretz Ltd Indirect Scotland Ordinary £1 50% 50%
Sold in the year 
Livwell Ltd Direct England and Wales Ordinary £1 0% 100%
United Central Bakeries Ltd Indirect Scotland Ordinary £1 0% 100%
Lightbody Stretz Ltd which is 50% owned by the Group has been consolidated into the Group accounts as a subsidiary with a corresponding minority
interest on the basis that the Group has the controlling interest. Control arises by virtue of the fact that Lightbody Group Ltd which is ultimately a wholly
owned subsidiary of Finsbury Food Group has a majority of voting rights arising from an agreement between Lightbody Group Ltd and Philippe Stretz.
42 Fixed Asset Investments
£000
Cost 
At beginning of financial year 64,389
Additions 27
Disposals (2,693)
At end of financial year 61,723
Net book value
At 29 June 2013 61,723
At 30 June 2012 64,389
Th e disposals to investments during the year relate to the sale of the investment in United Central Bakeries Ltd and Livwell Ltd. Th e additions relate 
to share option charge of £27,000 (2012: credit £45,000) passed down to individual subsidiaries.
43 Deferred Consideration Receivable
On 27 February 2013 the Group sold its Free From business to Genius Foods for a total value of £21,257,000, £3,000,000 of which has been deferred 
and is payable 27 February 2015. Th is is shown as a non-current asset in the Company Balance Sheet.
64 65
44 Debtors
2013 2012
£000 £000
Amounts owed by Group undertakings 3,128 9,893
Other taxation 266 23
Deferred taxation 414 116
Prepayments and accrued income 80 43
3,888 10,075
45 Creditors: Amounts Falling Due Within One Year
2013 2012
£000 £000
Loan notes - 3
Bank overdraft 2,112 13,919
Bank loan 186 2,209
Trade creditors 183 42
Deferred purchase consideration - 556
Amounts due to Group undertakings 50 8,289
Other taxes and social security 95 89
Accruals and deferred income 2,067 1,000
4,693 26,107
46 Creditors: Amounts Falling Due After More Th an One Year 
2013 2012
£000 £000
Total bank loans and mortgages 3,486 16,091
HSBC Bank Plc, HSBC Asset Finance (UK) Ltd and HSBC Equipment Finance (UK) Ltd have debentures incorporating fixed and floating charges 
over the undertaking and all property and assets including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant and machinery. 
47 Interest-Bearing Loans and Borrowings
Th is note provides information about the contractual terms and repayment schedule of the Company’s interest-bearing loans and borrowings, which are
measured at amortised cost. For more information about the Group’s exposure to interest rate risk, see Note 26.
Frequency of Year of Total Current  Non-current
2013 Currency Margin Above repayments maturity £000 £000 £000
Mortgage GBP 1.750% Base Monthly 2023 3,932 369 3,563
Unamortised transaction costs (260) (183) (77)
3,672 186 3,486
Repayments are as follows:
Between one and two years 347
Between two and five years 1,051
Between five and ten years 1,842
Between 10 and fifteen years 246
3,486 47 Interest-Bearing Loans and Borrowings (continued)
Frequency of Year of Total Current  Non-current
2012 Currency Margin Above repayments maturity £000 £000 £000
Mortgage GBP 1.750% Base Monthly 2022 6,095 571 5,524
Term loan GBP 3.700% LIBOR Quarterly 2017 12,702 1,875 10,827
Loan notes GBP 1% below Base On demand 2012 33 -
Unamortised transaction costs (497) (237) (260)
18,303 2,212 16,091
Repayments are as follows:
Between one and two years 2,513
Between two and five years 8,999
Between five and ten years 4,198
Between 10 and fifteen years 381
16,091
48 Called Up Share Capital
Note 28 in the Group Financial Statements gives details of called up share capital.
49 Capital and Reserves
Reconciliation of movement in capital and reserves 
Capital 
Share Share redemption Retained Total
capital premium reserve earnings equity
£000 £000 £000 £000 £000
Balance at 3 July 2011 528 26,918 578 3,747 31,771
Shares issued 7 134 -- 141
Impact of share based payments --- 452 452
Retained loss for the financial year --- (98) (98)
Foreign exchange translation diﬀerences -----
Balance at 30 June 2012 535 27,052 578 4,101 32,266
Balance at 1 July 2012 535 27,052 578 4,101 32,266
Shares issued 107 3,727 -- 3,834
Impact of share based payments --- 113 113
Retained profit for the financial year --- 24,379 24,379
Dividends payable --- (160) (160)
Foreign exchange translation diﬀerences -----
Balance at 29 June 2013 642 30,779 578 28,433 60,432
50 Contingent Liabilities
Th e Company has guaranteed the overdrafts of its subsidiaries; there was a net cash position at the year end of £1,310,000 (2012: £3,793,000).
51 Related Party Disclosures
Note 32 in the Group’s Financial Statements gives details of related party disclosures. 
52 Financial Risk Management
Th e Company’s policies on the management of liquidity, credit and interest rate risks are managed at a Group level and are set out in Note 26 in the Group’s
Financial Statements and also referred to in the Business Review.
66 67
Notes to the Financial Statements
(forming part of the Financial Statements)
Presentation of Financial Statements
Basis of Preparation of Consolidated Financial Statements
Th e following accounting standards and interpretations, issued by the International Accounting Standards Board (“IASB”) or IFRIC (as endorsed 
by the EU), are eﬀective for the first time in the current financial year:
• IAS 12 (Amendment) Deferred Tax: Recovery of Underlying Assets – eﬀective 1 January 2012
• IAS 1 (Amendment) Presentation of Items of Other Comprehensive Income – eﬀective 1 July 2012
Th e application of the standards and interpretations has not had a material eﬀect on the net assets, results and disclosures of the Group.
New Standards and Interpretations Endorsed but not yet Eﬀective
Th e IASB and the IFRIC have also issued the following standards and interpretations with an eﬀective date after the date of these Financial Statements: 
• IFRS 1 (Amendment) Government Loans – eﬀective 1 January 2013
• IFRS 10 Consolidated Financial Statements – eﬀective 1 January 2014
• IFRS 11 Joint Arrangements – eﬀective 1 January 2014
• IFRS 12 Disclosure of Interests in Other Entities – eﬀective 1 January 2014
• IFRS 13 Fair Value Measurement – eﬀective 1 January 2013
• IAS 19 (Amendment) Defined Benefit Plans – eﬀective 1 January 2013
• IAS 27 (2011) Separate Financial Statements – eﬀective 1 January 2014
• IAS 28 (2011) Investments in Associates and Joint Ventures – eﬀective 1 January 2014
• IFRIC 20 Stripping Costs in the Production Phase of a Surface Mine – eﬀective 1 January 2013
• IFRS 7 (Amendment) Disclosures: Oﬀsetting Financial Assets and Financial Liabilities – eﬀective 1 January 2013
It is not anticipated that the adoption of any of these standards and interpretations will have a material impact on the Group’s Financial Statements.
New Standards and Interpretations not yet Endorsed and not yet Eﬀective
Th e IASB and the IFRIC have also issued the following standards and interpretations that are yet to be endorsed with an eﬀective date after the date 
of these Financial Statements:
• IAS 32 (Amendment) Oﬀsetting Financial Assets and Financial Liabilities – eﬀective 1 January 2014
• IFRS 9 Financial Instruments – eﬀective 1 January 2015
• IAS 36 (Amendment) Recoverable amount disclosures for non-financial assets – eﬀective 1 January 2014
• IFRIC 21 Levies – eﬀective date 1 January 2014
Th ese standards will be adopted by the Group in future accounting periods. Th e directors do not anticipate that the adoption of any of these standards 
and interpretations will have a material impact on the Group’s Financial Statements. 68
Background
Th e Group operates in the cake and bread markets which is focused on premium, celebration and well-being. Th ese products are supplied both under 
the retailers’ own brands and through a number of licensed brands to which the Group has access.
A review of the activities and prospects of the Group is given in the Chairman’s Statement, Chief Executive’s Report and the Business Review 
on pages 2 to 23.
Dividend
On 19 March 2013, the Board approved an interim dividend for the six months to 31 December 2012 of 0.25p per share which was paid on 26 April 2013
to shareholders on the register at the close of business on 5th April 2013. On 9 July a final dividend of 0.50p per share was proposed. We remain confident
about our future prospects and future dividend.
Directors and their Interests in the Company
Th e present Directors and brief biographies are detailed on pages 6 to 7.
In accordance with the Articles of Association S A Boyd and M W Lightbody retire by rotation and being eligible oﬀer themselves for re-election.
Th e beneficial interests of the Directors on 29 June 2013 and 30 June 2012 are set out below:  
Ordinary Shares
29 June 2013 30 June 2012
E J Beale 40,000 40,000
S A Boyd 555,137 476,190
D C Currie 136,238 95,238
J G Duﬀy 1,382,359 1,250,781
I R Farnsworth 83,866 83,866
M W Lightbody (a) 13,700,000 13,700,000
D C Marshall (b) Nil Nil
P J Monk 441,547 362,600
(a) On 16 July M W Lightbody sold 6,500,000 shares.
(b) Mr D C Marshall is deemed to be interested in 8,958,000 (2012: 8,000,000) ordinary shares by virtue of his directorship and shareholding in London
Finance & Investment Group Plc.
Details of Directors' share options are set out in Note 7 to the Financial Statements.
Details of the emoluments of the Directors are given in Note 7 to the Financial Statements.
Share Capital
Details of the changes in the share capital of the Company during the year are set out in Note 28 to the accounts.
Substantial Interests
Th e following substantial interests (3 per cent or more) in the Company’s issued share capital have been notified to the Company as at 19 September 2013: 
19 September 2013
Number % of issued
of shares share capital
London Finance & Investment Group P .L.C. 9,000,000 13.9%
Ruﬀer LLP 8,421,557 13.0%
M W Lightbody 7,200,000 11.1%
Miton Group P .L.C 4,929,191 7.6%
Hargreave Hale 3,491,800 5.4%
Barclays Wealth 2,947,637 4.5%
Research and Development
Research and development expenditure is written oﬀ in the year in which it is incurred.
Directors’ Report 69
Payment of Suppliers
Th e Group does not follow any code or statement on payment practice but the policy of the Group is to abide by such payment terms as are agreed with
suppliers within the terms of supply. At the Consolidated Statement of financial position date there were 67 days’ purchases outstanding (2012: 67)
calculated on the ratio of trade creditors to total purchases.    
Legal Indemnity
Th e Company maintains a Directors and Oﬃcers liability insurance policy.
Financial Instruments
Th e Group’s financial instruments comprise mortgage, asset finance facilities, a confidential invoicing facility, revolving credit facility, cash and liquid resources,
and various items arising directly from its operations, such as trade creditors. Th e main purpose of these financial instruments is to finance the Group’s
acquisitions and operations, the Group’s policy that no trading in financial instruments shall be undertaken.
Th e main risks arising from the Group’s financial instruments are interest rate risk and liquidity risk. Th e Board reviews and agrees policies for managing
these risks, which have remained substantially unchanged for the year under review. Th e policies are summarised below:
Interest Rate Risk
Th e Group finances its operations by retained profits and bank borrowings. A suite of borrowing facilities totalling £32 million is available. Th is includes an
overdraft facility of £3 million, undrawn invoice discounting facility of £11.7 million, undrawn revolving credit of £8 million and unused asset finance 
of £0.7 million. Th e interest rate risk is managed through three interest rate swap transactions. Th e total balance of these swaps was £18.0 million at the
period end date. Th e counterparty to these transactions is HSBC Bank Plc.
Liquidity Risk
Short-term flexibility is available through existing bank facilities and the netting oﬀ of surplus funds. Full details of the Group financial assets 
and liabilities are given in Note 26.
Employee Involvement
Th e Group aims to improve the performance of the organisation through the development of its employees. Th eir involvement is encouraged by means 
of team working, team briefings, consultative committees and working parties. 
Disabled Employees
Th e Group is committed to equality of employment and its policies reflect a disregard of factors such as disability in the selection and development 
of employees.  
Political and Charitable Contributions
During the year charitable donations amounting to £3,000 (2012: £3,000) were made, primarily to local charities.
Going Concern
On the basis of current financial projections and available funds and facilities, the Directors are satisfied that the Group has adequate resources to continue
in operation for the foreseeable future and, therefore, consider it appropriate to prepare the Financial Statements on the going concern basis. Refer to the
basis of preparation for further details.
Auditors
Our Auditor KPMG Audit Plc has instigated an orderly wind down of business. Th e Board has decided to put KPMG LLP forward to be appointed 
in accordance with Section 489 of the Companies Act 2006, a resolution concerning their appointment will be put to the forthcoming Annual General Meeting.
• So far as the Directors are aware, there is no relevant audit information of which the company’s auditor is unaware; and
• Th ey have taken all the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information 
and to establish that the company’s auditor is aware of that information.
Special Business at the Annual General Meeting
In addition to the ordinary business to be transacted at the Annual General Meeting of the Company, referred to in resolutions 1 to 7 of the Notice 
of Meeting, the Directors propose certain special business as set out in Resolutions 8 to 10 for the purposes summarised below:
Authority to Allot Shares – Ordinary Resolution
Resolution 8 will renew the powers of the Board to allot, pursuant to section 551 of the Companies Act 2006, the unissued ordinary shares of the Company.
Th e authority sought by this resolution will replace the existing powers of the Directors which expire on the date of the Annual General Meeting and will
provide the Directors with the flexibility to issue further ordinary shares if they deem it appropriate to do so. 70
Pre-emption Rights – Special Resolution
Resolution 9 will, if passed, dis-apply shareholders’ pre-emption rights and grant authority to the Directors, without the need for further specific shareholder
approval, to make allotments of equity securities for cash by way of bonus, rights or similar issues. Th e Directors consider it desirable for shareholders to approve
this disapplication until the next Annual General Meeting, in order to permit the allotment of shares for cash in limited circumstances to persons other
than shareholders. Th is limited disapplication will be in respect of 6,484,350 shares equal to 10% of the issued share capital of the Company.
Th e Directors have no present intention of issuing any part of the unissued share capital and no issue will be made which would eﬀectively alter the control
of the Company without the approval of the shareholders in general meeting.
Purchase of Own Shares – Special Resolution
Resolution 10, if passed, will renew the current authority for the Directors to make limited market purchases of the Company’s ordinary shares, subject to the
constraints set out in the resolution. Th e Directors believe that in certain circumstances it may be in the interests of shareholders as a whole to buy in shares 
if the discount between the share price and net asset value is suﬃciently large. Any shares purchased may be held in Treasury and may be resold at any time. 71
Th e 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. As required by the AIM Rules 
of the London Stock Exchange 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 in accordance with UK Accounting Standards and applicable law (UK Generally
Accepted Accounting Practice).
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:
• Select suitable accounting policies and then apply them consistently;
• Make judgments and estimates that are reasonable and prudent;
• For the group Financial Statements, state whether they have been prepared in accordance with IFRSs as adopted by the EU;
• For the parent company Financial Statements, state whether applicable UK Accounting Standards have been followed, subject to any material 
departures disclosed and explained in the Financial Statements; and
• Prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the group and the parent company 
will continue in business.
Th e 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. Th ey 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.
Th e 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. 
By Order of the Board
City Group Plc
Secretaries
30 City Road
London EC1Y 2AG
20 September 2013
Statement of Directors’ Responsibilities 
in Respect of the Annual Report and the Financial Statements   72
Report on Corporate Governance
Although not formally required to do so, the Directors have sought to embrace the principles contained in the UK Corporate Governance Code (2011),
applicable to fully listed companies, in formulating and applying the Group’s corporate governance policies. Th ese policies are monitored to ensure that
they are appropriate to the Company’s circumstances and comply as far as possible with the provisions of the Code given the size of the Company.
Th e Board operates as an eﬀective board in directing the activities of the Group. Th e Board meets at least six times during the year and all the Directors
make every eﬀort to attend these meetings. Th e Board maintains a schedule of matters which are reserved to it for decision, including acquisition policy,
approval of major capital expenditure and approval of annual budgets.
Th e Board consists of the Non-Executive Chairman (Martin Lightbody), two full time Executive Directors ( John Duﬀy and Stephen Boyd), a part time
Executive Director (Crawford Currie) and four Non-Executive Directors (Paul Monk, David Marshall, Edward Beale, Ian Farnsworth who retired from
the Board with eﬀect 15 July 2013 and Raymond Duignan who joined the board as non-executive director with eﬀect 15 July 2013 and of whom the last
four are independent). Consideration is given to character, judgement and business relationships when considering the directors’ independence. 
Th e role of the Chairman and the Chief Executive Oﬃcer are separate. Th e Chairman is responsible for running the Board and he meets regularly 
and separately with the Chief Executive and the other Non-Executive Directors to discuss matters for the Board.
Edward Beale is the Chief Executive of City Group and David Marshall is a Director of City Group. City Group is a subsidiary of London Finance and
Investment Group Plc, a substantial shareholder in the Company. City Group provides a full set of company secretarial services to the Board on an outsourced
basis and its fees are set out in the related party note, Note 32. Th e Company is not yet large enough to justify the employment of a full time Company Secretary. 
Board Committees
Th e Board has separate Remuneration and Audit Committees which meet on a timely basis.
Th e Audit Committee was chaired by Ian Farnsworth during the year with Edward Beale as the other member. Edward Beale is a chartered accountant
and has been a member of the Accounting Council to August 2013. Raymond Duignan took over from Ian Farnsworth as chair eﬀective from 15 July 2013.
Further details are given in the Audit Committee Report on page 73.
Th e Remuneration Committee was chaired by Ian Farnsworth with Edward Beale as the other member during the year. Raymond Duignan has assumed
the role of chair eﬀect 15 July 2013.
Further details are given in the Remuneration Committee Report on page 74.
Internal Controls
Th e Board is responsible for maintaining a sound system of internal controls to safeguard shareholders’ investment and the Group’s assets, as well as reviewing
its eﬀectiveness. Th e system of internal controls is designed to manage rather than eliminate the risks of failure to achieve the Group’s objectives and can only
provide reasonable, rather than absolute, assurance against material loss and mis-statement. Additional resource has been employed to review current policies
and procedures and to test the systems.
Dialogue with Shareholders
Th e Board maintains a general policy of keeping all interested parties informed by regular announcements and update statements.
In implementing this policy the Board keeps in mind the distribution of shareholders between direct, nominee and institutional shareholders.
Communications are then distributed between these groups accordingly.
Specific methods of communication are:
• Annual general and extraordinary meetings with shareholders
• Broker briefings
• Broker and analysts visits to operating sites
• Letters to shareholders when appropriate
• Corporate website (www.finsburyfoods.co.uk)
• One to one meetings with investors.
Care is taken to ensure that information is made available to all shareholders at the same time. 73
Responsibilities
Th e Audit Committee has delegated responsibility from the Board to monitor and review areas such as risk management, internal controls and financial
reporting. Th e Audit Committee is also responsible for maintaining an objective and professional relationship with the Group’s auditors, monitoring their
eﬀectiveness and agreeing their fees. It receives reports on these issues from the relevant Executive Directors and external advisers and reports back to the
Board on the action points within those reports and any recommendations arising. As part of these responsibilities it considers the requirement for an internal
audit function.
Th e full terms of reference of the Audit Committee are reviewed periodically by the Board and updated as necessary. A copy can be found on the Company’s
web site at www.finsburyfoods.co.uk.
Membership
Th e Audit Committee was chaired by Ian Farnsworth until his resignation on 15 July 2013. I took over the role of chairman from that date, the other member
being Edward Beale, a Non-Executive Director. Both of us are considered to be independent Directors. Edward Beale has been a member of the Accounting
Council for 6 years to August 2013 and is able to provide technical input to committee discussions.
Procedures
Th e Audit Committee has met three times in the year. Th e Group Finance Director is invited to attend Committee meetings and the external auditors 
are invited to attend any meetings involving Financial Statements. Time is set aside during at least one meeting each year for the Committee to hold discussions
in private with the external auditors in the absence of management and Executive Directors. A representative of City Group Plc attends Committee meetings
and prepares and circulates minutes of the meetings.
Risks and Controls
Group management prepare an annual report for the Audit Committee, identifying the risks to which the Group is exposed, the procedures in place to mitigate
the risks and the potential impact on the Group. Th e Audit Committee reviews this report and any concerns that it has over the adequacy of the controls
in place, or the level of risk accepted by the Group, are reported to the Board. Th e principal operating risks to which the Group is exposed are set out in the
Business Review on page 8.  
Th e committee reviews the need for an internal audit function on an annual basis. At present, due to the limited size of the Group and lack of complexity
in the business model, the Committee does not believe that a dedicated full time internal audit function is warranted. Additional resource has been recruited
to assist with the reporting of risks, policies and procedures. A programme of rolling internal control and risk reviews is in place.  
External Reporting
Th e Board delegates primary responsibility for the preparation of complete, balanced and accurate Financial Statements and disclosures, in accordance with
Financial Reporting Standards and regulations, to the Group Finance Director. Th e responsibility of the Audit Committee is to consider significant accounting
policies, any changes in policies and significant estimates and judgements, taking into account the external auditors’ view, and to report back to the Board
any concerns that it might have. Th e Audit Committee reviews and comments on the clarity and completeness of disclosures within the Financial Statements.
Ultimate responsibility for reviewing and approving the annual report and accounts and half yearly reports remains with the Board.
Th e Audit Committee also reviews and comments on related information presented with the Financial Statements, in particular the Business Review 
and the Report on Corporate Governance.
Key Agenda Items
During the year, the Committee specifically discussed issues arising from:
• Sale of subsidiaries 
• Interest rate and currency hedging
• Review of risks and appropriate level of internal controls
• Impairment reviews 
• Dividend policy
• Pension disclosures.
Certain tax, pension and other non-audit advice has been received from the Company’s auditor in the year. Th e use of the Company’s auditor was 
approved in advance by the Audit Committee chairman. Th is advice was of limited nature and we do not believe it compromises the independence 
of the Company’s auditor.
If any readers of these accounts have suggestions for improvement in the content or the presentation of the Financial Statements, please can they 
let me know by writing to info@finsburyfoods.co.uk.
Raymond Duignan
Chairman of the Audit Committee
Audit Committee Report 74
Remuneration Committee Report
Responsibilities
Th e Remuneration Committee is constituted to provide advice and recommendations to the Board on the policy for remuneration of the Executive Directors
of the Company and other senior managers, to agree within that policy the salary and benefits packages for Executive Directors and Managing Directors
of subsidiaries, to agree business unit cash bonus schemes and equity related remuneration and incentive schemes. Th e Remuneration Committee is also
responsible for consideration of succession planning and when necessary for agreeing any termination benefits.
Th e full terms of reference of the Remuneration Committee are reviewed periodically by the Board and updated as necessary. A copy can be found 
on the Company’s web site at www.finsburyfoods.co.uk.
Membership
Th e Remuneration Committee was chaired by Ian Farnsworth until his resignation on 15 July 2013. I took over the role of chairman from that date, the other
member being Edward Beale, a Non-Executive Director. Both of us are considered to be independent Directors.
Procedures
Th e Remuneration Committee met twice in the year. Th e Group Chief Executive is normally invited to attend Committee meetings.
Papers for Committee meetings are collated by a representative of City Group Plc and circulated to Committee members in advance of each meeting.  
A representative of City Group Plc attends Committee meetings and prepares and circulates minutes of those meetings.
Executive Directors
Th e remuneration packages for full time Executive Directors are structured to attract, motivate and retain Directors with the experience, capabilities 
and ambition required to achieve the Group’s strategic aims. 
Th e main elements of their remuneration packages are:
• Basic annual salary
• Annual cash bonus payments
• Pension contributions
• Share related incentives.
Th e salaries of Executive Directors are set by the Committee and reviewed annually, taking into account the performance of the Group, the individual 
and salary increases given to other Group employees.
Annual bonuses are paid to Executive Directors dependent upon Group profitability targets being achieved and individual objectives, as agreed with 
the Committee, being met. Bonus payments for the year to 29 June 2013 are disclosed in Note 7 to the Accounts.
Pension contributions for full time Executive Directors are set at up to 10% of basic annual salary excluding additional amounts arising from bonuses 
or salary sacrifice.
No Director has a service contract incorporating a notice period of more than 12 months.
Chairman and other Non-Executive Directors
Corporate Governance best practice is that Non-Executive Directors should not be rewarded with share options and so the Group’s share related incentive
plans are restricted to Executive Directors and senior managers of the Group. Non-Executive Directors receive a basic fee plus additional amounts relating
to time spent on committee meetings and in providing advice and support to Executive Directors and Senior Group Management. Th e remuneration of the
Chairman is determined by the Board and the remuneration of Non-Executive Directors is determined by the Chairman and the Group Chief Executive.
Annual Cash Bonus Schemes
Th e Remuneration Committee reviews and approves proposed annual cash bonus schemes within the Group. Th e main characteristics of these schemes 
are that payments to individuals depend on the profitability of the business unit relative to its budget and the achievement of relevant personal or departmental
performance conditions. Maximum payments under these schemes are set at levels that are meaningful, but not excessive, relative to individuals’ salaries.
Long-Term Incentive Scheme
Th e Company has a Long-Term Incentive Plan for Executive Directors. Th e Company announced on 16 July 2013 the cancellation of 1,149,000 unapproved
share options held and by Mr Duﬀy and the issue of 361,804 ordinary shares in exchange for this cancellation. Th e Group believes that the issuance of ordinary
shares and settlement of taxes in return for cancellation of the unapproved options is beneficial to the shareholders of the Company as it reduces dilution
and removes a potential share overhang.
Discussions were held during the year and are ongoing on the future structure of such incentive plans.
Raymond Duignan
Chairman of the Remuneration Committee 75
Independent Auditor’s Report 
to the Members of Finsbury Food Group Plc
We have audited the Financial Statements of Finsbury Food Group Plc for the 52 weeks ended 29 June 2013 set out on pages 26 to 29. Th e financial reporting
framework that has been applied in the preparation of the group Financial Statements is applicable law and International Financial Reporting Standards
(IFRSs) as adopted by the EU. Th e financial reporting framework that has been applied in the preparation of the parent company Financial Statements 
is applicable law and UK Accounting Standards (UK Generally Accepted Accounting Practice).
Th is 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 auditor’s 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 Auditor
As explained more fully in the Directors' Responsibilities Statement set out on page 71, 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, and express an opinion on, the Financial Statements
in accordance with applicable law and International Standards on Auditing (UK and Ireland). Th ose standards require us to comply with the Auditing
Practices Board'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 Financial Reporting Council’s web-site at www.frc.org.uk/auditscopeukprivate
Opinion on Financial Statements
In our opinion:
• Th e Financial Statements give a true and fair view of the state of the group's and of the parent company's aﬀairs as at 29 July 2013 
and of the group's profit for the financial year then ended;
• Th e group Financial Statements have been properly prepared in accordance with IFRSs as adopted by the EU;
• Th e parent company Financial Statements have been properly prepared in accordance with UK Generally Accepted Accounting Practice;
• Th e Financial Statements have been prepared in accordance with the requirements of the Companies Act 2006.
Opinion on other Matter Prescribed by the Companies Act 2006
In our opinion the information given in the Directors' Report for the financial year for which the Financial Statements are prepared is consistent 
with the Financial Statements.
Matters on which we are Required to Report by Exception
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• Adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received 
from branches not visited by us; or
• Th e parent company Financial Statements are not in agreement with the accounting records and returns; or
• Certain disclosures of Directors' remuneration specified by law are not made; or
• We have not received all the information and explanations we require for our audit.
Ian Brokenshire 
Senior Statutory Auditor
for and on behalf of KPMG Audit Plc, Statutory Auditor
Chartered Accountants
3 Assembly Square
Britannia Quay
Cardiﬀ Bay
CF10 4AX
20 September 2013 76
Notice is hereby given that the 89th Annual General Meeting of Finsbury Food Group Plc will be held at the oﬃces of Redleaf Polhill, First Floor, 
4 London Wall Buildings, London EC2M 5NT commencing at 9:30 a.m. on Friday 29 November 2013 for the following purposes:-
Ordinary Business
1. To receive the Directors' Report and Financial Statements for the year ended 29 June 2013.
2. To declare a dividend of 0.50p per Ordinary Share for the year ended 29 June 2013.
3. To elect as a Director Mr Raymond Duignan who retires in accordance with the Company’s Articles of Association having been appointed 
since the 2012 Annual General Meeting of the Company.
4. To re-elect as a Director Mr Stephen Boyd who retires in accordance with of the Company's Articles of Association and being eligible oﬀers himself 
for re-election.
5. To re-elect as a Director Mr Martin Lightbody who retires in accordance with the Company's Articles of Association and being eligible oﬀers 
himself for re-election.
6. To appoint KPMG LLP as auditors of the Company from the conclusion of this Annual General Meeting until the conclusion of the next 
Annual General Meeting at which the accounts are laid before the Company.
7. To permit the Directors to determine the fees payable to KPMG LLP .
Special Business
8. To consider the following Ordinary Resolution:
THAT the Board be and is hereby generally and unconditionally authorised, pursuant to Section 551 of the Companies Act 2006 to exercise all powers of the
Company to allot, make oﬀers or agreements to allot or grant rights to subscribe for or convert other securities into, relevant securities of the Act, provided that:
(i) such authority shall be limited to an aggregate nominal amount of £351,565;
(ii) this authority shall expire at the sooner of the close of the following Annual General Meeting or the expiry of 15 months from the date 
of the passing of this resolution; and
(iii) the Company may before such expiry date make an oﬀer or agreement which would or might require relevant securities to be allotted after such expiry.
9. To consider the following Special Resolution:
THAT the Directors be and are hereby generally empowered (in substitution for any specific authority conferred upon the Directors pursuant to Section 570
of the Act) to allot equity securities pursuant to Section 570 of the Act wholly for cash pursuant to the authority referred to in resolution 6 as if Section 563
of the Act did not apply to any such allotment provided that such power shall be limited to the allotment of equity securities:
(i) in connection with a bonus, rights or similar issue;
(ii) the allotment of Ordinary Shares in the capital of the Company pursuant to the Company's existing Long-Term Incentive Plan 2006, 
Enterprise Management Incentive Contracts and the Finsbury Food Group Save As You Earn Scheme; and
(iii) to the allotment (otherwise than pursuant to sub-paragraphs (i) and (ii) above) of equity securities up to an aggregate nominal amount 
of £64,843 representing 10 per cent of the issued share capital; and
(iv) such authority shall expire on the earlier of the conclusion of the next Annual General Meeting of the Company or the date falling 
15 months after the date of the passing of this resolution.
Notice of Meeting 77
10. To consider the following Special Resolution:
Th at subject to the Company’s Articles of Association and Section 701 of the Companies Act 2006, the Company be and is hereby generally and
unconditionally authorised to make one or more market purchases of its own Ordinary shares on such terms and in such manner as the Directors 
of the Company shall determine, provided that:
(i) the maximum aggregate number of Ordinary shares hereby authorised to be acquired is 6,484,350 representing 10% of the present issued 
share capital of the Company;
(ii) the maximum price which may be paid for each Ordinary Share is no more than 5% above the average of the price of the Ordinary Shares 
of the Company (derived from the London Stock Exchange Daily Oﬃcial List) for the five business days prior to the date of purchase and 
the minimum price per Ordinary Share is the nominal value thereof in each case exclusive of any expenses payable by the Company; 
(iii) the authority hereby given shall expire at the conclusion of the next Annual General Meeting of the Company save that the Company may 
make a purchase of Ordinary shares after expiry of such authority in execution of a contract of purchase that was made under and before the 
expiry of such authority; and
(iv) any shares purchased may be held in treasury and may be resold at any time.
By Order of the Board Maes-y-coed Road
CITY GROUP P .L.C. Cardiﬀ  CF14 4XR
Secretaries 20 September 2013
Notes:
A member entitled to attend and vote at the meeting may appoint one or more proxies to attend and, on a poll, to vote instead of such member.  
A proxy need not be a member of the Company.
A form of proxy is enclosed. To be valid, forms of proxy must be lodged with the Company’s registrars, Capita Asset Services not less than 48 hours 
before the time fixed for the meeting. Completion of a form of proxy does not preclude a member from subsequently attending and voting in person.
Th e Register of Directors' shareholdings and copies of all service and management contracts and the Share Save Scheme will be available for inspection 
by members at the registered oﬃce of the Company during usual business hours on any weekday (Saturdays excepted) from the date of this notice until 
the date of the Annual General Meeting and at the place of the meeting from 9.15 a.m. until the conclusion thereof.
Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001, the Company specifies that only those members registered in the Register 
of Members at 6.00pm on Wednesday, 27 November 2013 or, if the Meeting is adjourned, no later than 48 hours before the time of the adjourned Meeting,
shall be entitled to attend and/or vote at the Meeting.
Members are requested to advise the registrars of any change of address. 78
Advisers
Registered Oﬃce
Maes-y-coed Road
Cardiﬀ
CF14 4XR
Tel: 029 20 357 500
Secretaries
City Group Plc
30 City Road
London
EC1Y 2AG
Tel: 020 7448 8950
Nominated Advisor & Broker
Cenkos Securities Plc
6.7.8 Tokenhouse Yard
London
EC2R 7AS
Registered Number
204368
Registrars
Capita Asset Services
Th e Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
Auditors
KPMG Audit Plc
Chartered Accountants
3 Assembly Square
Britannia Quay
Cardiﬀ Bay
CF10 4AX 
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