Haynes Publishing Group P .L.C.
ANNUAL
REPORT 2013
Report & Accounts for the year ending May 2013 Haynes
Worldwide Ofﬁ ces
Head Ofﬁ ce 
Haynes Publishing Group P.L.C. 
Sparkford, Yeovil, Somerset  BA22 7JJ, England
 01963 440635
 01963 440825
 info@haynes.co.uk
 www.haynes.co.uk/investor
 44 1963 440635
 +44 1963 440825
Sales Contact Information
 01963 442030
 01963 440001
 sales@haynes.co.uk
 www.haynes.co.uk
UK and European Ofﬁ ces
Haynes Publishing 
Sparkford, Yeovil, Somerset  BA22 7JJ, England
 01963 442030
 01963 440001
 sales@haynes.co.uk
 www.haynes.co.uk
Haynes Publishing Nordiska AB
 +46 18 124016
 +46 18 102803
 haynes.nordiska@telia.com
 www.haynes.se
HaynesPro B.V.
 +31 (35) 603 6270
 +31 (35) 602 7597
 info@haynespro.com
 www.haynespro.nl
American and Australian Ofﬁ ces
Haynes Manuals Inc.
 (805) 498-6703
 (805) 498-2867
 sales@haynes.com
 www.haynes.com
Haynes Manuals Inc.
 61 2 8713 1400
 61 2 9708 3070
 sales@haynes.com.au
 www.haynes.com Contents
Corporate Statement             2
Group Highlights     3
Five Year Summary of Key Financial Performance   4
Group Chairman’s Statement    6
Group Chief Executive’s Review   8
Group Board Directors and Advisors   13
Group Board Director Biographies   14
Report of the Directors    16
Corporate Governance Report    20
Board Report on Remuneration   26
Statement of Directors’ Responsibilities   33
Independent Auditor’s Report    34
Consolidated Income Statement   36
Consolidated Statement of Comprehensive Income   37
Consolidated Balance Sheet    38
Consolidated Statement of Changes in Equity   39
Consolidated Cash Flow Statement   40
Notes to the Consolidated Financial Statements   41
Company Balance Sheet    76
Notes to the Company Accounts   77
Financial Calendar and Shareholder Information   83
Haynes Worldwide Ofﬁces         Facing this page Haynes Publishing Group P .L.C. is the worldwide market leader in the 
production and sale of automotive and motorcycle repair manuals. 
Every Haynes manual is based on a complete strip-down and rebuild 
in our workshops, so that the instructions and photographs to our 
customers are inherently practical, accurate and easy to follow.
Through HaynesPro, the Haynes Group is a leading European 
supplier of digital technical information to the independent motor 
trade. The Group’s business now includes both professional as well 
as DIY mechanics and enthusiasts.
The Haynes Group publishes many other DIY titles as well as  
an extensive array of books about motor sport, vehicles and  
general transport.
Corporate Headquarters
Haynes Publishing Group P.L.C.
Sparkford, Yeovil, Somerset BA22 7JJ England
Telephone: 01963 440635 (International: +44 1963 440635)
Corporate Statement
2
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013 FINANCIAL HIGHLIGHTS  
 Revenue of £27.6 million (2012: £29.8 million) 
 EBITDA of £6.6 million (2012: £7.7 million)
 Operating profit of £3.8 million (2012: £5.1 million)
  Profit before tax slightly ahead of market expectations at £3.6 million  
(2012: £4.7 million)
  Basic earnings per share of 16.4 pence (2012: 20.0 pence)
  Final dividend declared of 4.0 pence per share, giving a total dividend  
of 7.5 pence per share (2012: 15.7 pence)
  The largely contractual HaynesPro revenue was 13% ahead of 2012 
  Australian revenue 9% ahead of 2012
  Operating profit to cash conversion ratio of 184% (2012: 170%)
  Healthy balance sheet with net funds
1
 up 27% at £6.1 million (2012: £4.8 million). 
Net funds after the acquisition of Clymer and Intertec Manuals on 17 September 
2013 were c.£2.4 million. In addition there are 1.2 million ordinary shares held  
in treasury
BUSINESS HIGHLIGHTS  
  Successful completion of strategic review (post year-end), resulting in new focus 
on high margin titles
  UK automotive and general publishing editorial teams to be merged
  Embarking on the development of a new, interactive consumer website, available 
in multiple languages, and accessible on a variety of media devices
  Continued development of Haynes multimedia digital platforms 
  Digital manual range extended to over 350 titles; print manual range also expanded
  Completion of rebranding of European professional product range as ‘HaynesPro’ 
(formerly Vivid), with strong twelve month growth and two new products launched 
for professional automotive aftermarket
  Expanded technical team in Romania to further improve digital capabilities
  Continuing to review new acquisition opportunities 
1 
Net funds defined as cash and cash equivalents
Group Highlights  
for the Year Ended  
31 May 2013  
3 4
In February 2009 the 
Group sold its loss making 
UK print operation for 
£0.4 million. Following 
the sale, the Group’s 
printing operations were 
centralised in the US 
where a new binding line 
was purchased for £1.8 
million. After acquisition 
costs in 2008 of 
£6.9 million and 
capital expenditure 
in 2008/09 of £4.4 
million, the Group 
ended the year with net 
cash of £1.4 million. Vivid 
set up a new product 
development subsidiary 
in Romania. A crisis in the 
World’s financial markets 
led to a deepening global 
economic downturn 
impacting all areas of the 
Group.
At the start of the financial 
year the UK business 
implements a new fully 
integrated IT system at 
a cost of £0.4 million. 
Following the sale of the 
UK print business in 2009 
all parts of the Haynes 
Group are profit making 
for the first time in 10 
years. In the US, the 
introduction of a new 
digital press allows the 
Group to extend the life of 
titles by printing smaller 
quantities of titles 
on demand. Global market 
conditions 
remain very weak but 
like-for-like sales in the 
UK, Scandinavia and 
Australia are ahead of the 
prior year. In May 2010 the 
Group celebrates its 50th 
Anniversary.
On 1 June 2010 John 
Haynes steps down as 
Group Chairman after 50 
years but remains on the 
Board as Founder Director.  
J Haynes is appointed 
Group Chairman; Jeremy 
Yates-Round and Alex 
Kwarts are appointed to 
the Executive Board. The 
US business embarks on 
‘Project 50’, a programme 
to restore an old Ford 
Mustang convertible to 
show condition with live 
webcam and video footage 
available through the US 
2009 2011
Year
2009
2010
2011
2012
2013
2009
2010
2011
2012
2013
2009
2010
2011
2012
2013
 
35.3 33.3 32.7 29.8 27.6 7.6 7.7 7.7 5.1 3.8 7.1 7.2 7.2 4.7 3.6
FIVE YEAR SUMMARY  
OF KEY FINANCIAL PERFORMANCE
31 May
Profit before tax £ million
31 May
Operating profit £ million
31 May
Turnover £ million
4
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
2010 5
website and You Tube. 
Extreme weather conditions 
in the third quarter impacts 
US revenue but sales 
bounce back in the fourth 
quarter. Work continues 
on a new Haynes digital 
platform.
In November 2011, the 
Group launches the 
first of its iconic Haynes 
Manuals in an online 
electronic format.  The 
conversion programmes 
from printed to digital files 
and the development of 
the digital platforms were 
all developed in-house 
by Haynes automotive 
technicians and IT 
specialists. 
Weak sales in the US during 
the first half of the financial 
year and softer trading in 
UK markets during the
 
second half of the year 
adversely impact Group 
profits for the full year. 
The financial instability in 
Europe deepens during 
2011/12 but revenue from 
the sale of technical data to 
the European professional 
automotive aftermarkets 
ends the year up 8% 
boosted by new contract 
gains.
In September 2012, 
the Group rebrands its 
European technical data 
business as ‘HaynesPro’ 
(formerly Vivid Automotive) 
and in November 2012, 
becomes one of the first 
UK publishers to sell 
eBooks from their own 
website, with both the text 
to digital file conversion 
and the multimedia delivery 
platform developed through 
HaynesPro. 
During the year, softer sales 
of the Group’s traditional 
printed manual products 
puts pressure 
on revenue 
and despite 
13% revenue 
growth from 
sales of technical 
data in Europe and 
9% sales growth 
in Australia, 
overall Group 
revenue ends 
the twelve month period 
7% down against the prior 
year. The Board undertakes 
a strategic review to help 
return the Group to revenue 
and profit growth.
2013
31 May
Dividends per share pence
31 May
Basic earnings per share pence
31 May
Net funds £ million
5
2012
2009
2010
2011
2012
2013
2009
2010
2011
2012
2013
2009
2010
2011
2012
2013
29.4 28.6 30.5 20.0 16.4 15.5 15.5 15.7 15.7 7.5 1.4 3.8 5.4 4.8 6.1 6
Over the past twelve months, we have once again 
seen strong revenue growth from our professional 
product ranges in Europe. This follows the successful 
completion of the rebranding of Vivid to ‘HaynesPro’, 
which started in September 2012, and has helped us 
to strengthen the Haynes brand throughout mainland 
Europe, whilst also allowing the professional side of 
the business to benefit from the Haynes association 
when developing new leads in geographical territories 
where Haynes has a strong brand presence. Demand 
for our traditional printed Haynes manuals, in both our 
main geographical markets has remained soft during 
the year and we have also experienced a noticeable 
downturn in demand for our domestic general 
publishing titles.
As a Group, for the most part, we were able to 
weather the early impact of the economic downturn 
and, whilst it was unrealistic to expect sustainable 
growth during this period, we were able to maintain 
Group profitability. However, over the last two years 
we have faced a strengthening headwind in our core 
automotive manual markets and more recently a 
significant slowdown in the 
UK general publishing market. 
The Board recognised that 
these pressures were unlikely 
to ease in the foreseeable 
future and so commenced 
a strategic review of the 
business at the end of 
2012. This review was 
completed in September 
this year and Eric Oakley, our Group 
Chief Executive, has set out below further details of 
the key actions we will be undertaking to help return 
the Group to revenue and profit growth.
Results summary
Over the past twelve months the softer trading 
conditions for our core automotive manuals and a 
sharp decline in demand for our domestic general 
book publishing titles has had a negative effect on 
Group profitability and, whilst in mainland Europe 
the strong trading performance from HaynesPro 
has helped to mitigate these downward pressures, 
Group revenue ended the year 7% lower at £27.6 
million (2012: £29.8 million). Despite a tight control of 
overheads, the impact of the lower revenue coupled 
with an increase in HaynesPro development cost 
amortisation of £0.4 million left Group pre-tax profits 
at £3.6 million (2012: £4.7 million), down 23%.
The Group’s effective tax rate was 31.3% (2012: 
31.6%) leaving basic earnings per share at 16.4 
pence (2012: 20.0 pence).
Although we are currently 
experiencing pressure on 
our core revenue streams, 
the Group continues to enjoy 
a healthy balance sheet and 
strong cash generation. With 
an operating profit to cash 
conversion ratio of just over 
180%, the Group’s cash 
balances ended the year up 
27% at £6.1 million (2012: 
£4.8 million).
Group Chairman’s Statement
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
   We now have a much clearer focus  
on those parts of the business which  
are core operations and which will  
help to drive future revenue and profit 
growth to the Group.
“
“
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Group  7
Post balance sheet 
event
On 17 September 2013, 
the Group acquired the 
trade and certain assets 
and liabilities including 
intellectual property, trade 
receivables and finished 
goods inventory marketed 
and sold under the Clymer 
and Intertec brands 
from Penton Media, Inc 
in the USA. The cash 
consideration for the acquisition was £5.85 million 
($9.25 million) funded in part through US internal 
cash and partly through bank debt. The acquisition 
of the Clymer and Intertec brands sits perfectly 
alongside our iconic Haynes manuals as well as 
expanding the Group’s range of repair manuals to 
include marine, snowmobiles and tractors.
Dividend and shares
As reported at the time of our Interim Results for the 
6 months ended 30 November 2012 (announced on 
31 January 2013), the Group has communicated its 
intention to grow the business through acquisitions, 
geographical expansion and organic growth and 
therefore, the Board feels it is appropriate at this time 
of economic uncertainty to conserve cash within 
the business. The Board maintains a target dividend 
cover of 1.5 times. Owing to the short term cash 
requirements associated with restructuring the loss 
making UK business, the Board feels it is sensible to 
exercise prudent cash management.
In light of the above, the Board is recommending 
a final dividend of 4.0 pence per share (2012: 
9.5 pence) which, taken together with the interim 
dividend of 3.5 pence (2012: 6.2 pence), gives a total 
dividend for the year of 7.5 pence per share (2012: 
15.7 pence). Subject to the approval by shareholders, 
the final dividend will be paid on 30 October 2013 to 
shareholders on the register at the close of business 
on 11 October 2013. The shares will be declared ex-
dividend on 9 October 2013.
Board, corporate governance and people
The Board is responsible for ensuring the Group 
businesses are managed 
in an efficient and effective 
manner. Through the 
forum of regular Board 
meetings, the Board 
sets Group strategy, 
evaluates Group 
performance, monitors 
operating and financial 
risk and considers 
all matters which are 
necessary to provide 
an environment of sound corporate governance. Full 
details of how the Board has complied with the UK 
Corporate Governance Code are contained in this 
year’s Annual Report. There have been no changes to 
the composition of the Group Board during the year.
Whilst the Board sets Group strategy, which 
management implements, the successful delivery 
of the strategy is very dependent on the employees 
who work within the business and we are very 
fortunate to have a hard working and loyal team 
which, particularly in the current climate, is willing to 
adapt to change. I would therefore, like to thank Eric 
Oakley and my fellow Board members, the Group’s 
management teams and all of our Group wide 
employees for all their efforts during the year. I am 
confident that the actions we are taking as a Group 
will help strengthen the business for the future.
Future prospects
Following the 
completion of our 
strategic review, we 
now have a much 
clearer focus on those 
parts of the business 
which are core operations 
and which will help to 
drive future revenue 
and profit growth to 
the Group. Whilst the 
economic landscape 
remains uncertain, 
with little prospect of a 
return to more buoyant 
trading conditions in 
the short-term, I am 
nevertheless genuinely 
optimistic about the 
future prospects for 
the Haynes Group. We 
have a solid financial 
base with a strong 
brand presence 
throughout the 
major English speaking 
territories of the world. These factors, together 
with our in-house automotive and IT expertise and 
a proven ability to create and distribute content in 
multiple languages through our internally developed 
multimedia platforms, mean we are well placed to 
fulfil our growth objectives. 
JHC Haynes  
Group Chairman                 
20 September 2013
ns 
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Business overview
The last twelve months have once again thrown 
up challenges in our traditional sales channels but 
nevertheless, we continue to make strong progress 
in other areas of the business. The performance 
of our professional data business in Europe has 
continued to perform well, despite the uncertain 
economic backdrop. Our digital Haynes manuals 
online are now available in all the Group’s major 
geographic markets. Whilst the revenue from these 
new Haynes digital ranges remains relatively modest 
in overall Group terms, the take-up from our end 
users is increasing and the fact that the development 
of the platforms and the conversion of the text 
to digital files has been developed entirely using 
in-house resources is a testament to the technical 
capabilities we possess within the Haynes Group.
 
Strategic review
Towards the end of calendar year 2012, the Board 
commenced a strategic review of the business, 
the principal aim of which was to identify a clear 
pathway for the Group to return to revenue and profit 
growth. The Board has now concluded its review and 
has recently commenced action to implement the 
resulting recommendations. 
When we first entered the current economic decline 
back in 2007, we knew that Group revenue and 
profitability would come under pressure and yet for 
the first five years, through a tight control over costs 
and working capital, we were able to weather the 
storm well and maintain group profitability. However, 
some six years later, the challenges still remain and 
there are few signs that the economic pressures we 
currently face will ease in the near future. We are 
also cognisant that there have been some structural 
changes in the markets we traditionally serve and, as 
a result, we need to adapt our own business model. 
In the UK, our business structure has been based 
around ‘vertical integration’ which has allowed 
us to control the origination, design, printing and 
distribution of our own titles. However, for the UK 
operation, the traditional benefits associated with a 
vertically integrated business have gradually been 
diminishing as the marketplace for our general 
publishing titles has changed and as sales volumes 
have fallen. In recent years, the structure of the 
business has not afforded us the flexibility we need 
to ensure our overall cost base reflects present day 
business performance. Over the last twelve months it 
has become clear that change is required, not just to 
the physical structure of the UK business but also in 
our UK publishing output.  
Our current premises in Sparkford, Somerset have 
served the company well but the site no longer 
meets the requirements of a modern information 
publishing business. We have therefore taken the 
decision to relocate the business to more suitably 
sized premises in the near term. This decision 
has called into question the need for the 
UK business to continue with its in-house 
distribution facility. The book distribution 
market has changed significantly from when 
the business first started and, whilst we 
are very proud of the service we provide 
our customers, the investment that would 
be needed to upgrade the UK facility for 
the requirements of a modern day logistics 
operation would far outweigh the future benefit 
to the business. The Board has therefore, 
concluded it is no longer commercially feasible 
to maintain a UK distribution facility and the 
process of transferring this part of the business 
to a third party logistics provider will begin 
shortly.
Group Chief Executive’s Review
“
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
   Revenue from digital sources have 
increased from just over 10% to nearly 
20% in five years and a large proportion 
of this revenue is either contract or 
subscription based.
“ 9
We have also examined the type and style of books 
and digital information that we publish.  Over the 
last five years we have been expanding the Haynes 
brand to capitalise on our position as one of the 
foremost global suppliers of automotive information. 
We have done this through adding to our range of 
iconic Haynes Car and Motorcycle Manuals, new 
titles covering more general DIY topics such as 
home, garden and leisure as well as publishing a 
range of entertainment manuals, from The Lancaster 
to the USS Enterprise. In each of these areas it is 
the Haynes brand that brings the products credibility 
and it is the Haynes Owners Workshop Manual 
format that delivers the highest publishing margins. 
Therefore, going forward, we will be re-focussing our 
publishing strategy on these higher margin titles and 
will be amalgamating our UK automotive and general 
publishing editorial functions into a single combined 
UK editorial department.
Once complete, the above restructuring is expected 
to result in the loss of a relatively small number of 
roles in the UK business. 
In addition to the above measures, we are aware 
that the key to a successful digital strategy is a 
strong global shop window from which we can 
engage with our end users. We will therefore, be 
designing and implementing a new online consumer 
facing global website which will allow the Group to 
interact with our target audiences world-wide, to 
deliver trustworthy and practical advice in multiple 
languages and through a range of different media 
devices. The first phase of this project will involve 
the building of a new global website, which we are 
able to undertake in-house using the IT expertise and 
language translation skills within HaynesPro. 
Alongside the structural repositioning of the UK 
business, the Board sees growth opportunities 
for the Group through the development of its 
professional product range, sold through the 
HaynesPro brand, in new geographical markets. 
At the same time we will also actively seek 
complementary acquisitions to accelerate our growth 
strategy, provide us with greater market share and 
drive synergies, or simply help grow the core data 
upon which our business model is built. Whilst any 
business decision which impacts on our existing 
and often long serving employee base is difficult to 
make, the Board believes that the above changes to 
the UK operations are vital at this time to put the UK 
business back on a firm financial footing from which 
we can grow the business. 
Operating results overview
The lower mix of automotive manual income in 
both the US and the UK, which still represents just 
over two thirds of overall Group revenues, coupled 
with the very challenging conditions for our general 
publishing titles has left overall Group revenue down 
7% at £27.6 million (2012: £29.8 million). 
The impact of the lower core revenue which 
traditionally carries a higher margin and an increase 
in new product development cost amortisation of 
£0.4 million have combined to lower the Group’s 
overall gross margin to 58.5% (2012: 59.9%). With 
Group overheads down 3% against the prior period 
and net finance costs, which almost entirely relate 
to the movement on the Group’s defined pension 
scheme assets and liabilities, of £0.1 million (2012: 
£0.4 million) Group pre-tax profits ended the year 
down 23% at £3.6 million (2012: £4.7 million). Group 
EBITDA which excludes the above finance costs 
and development cost amortisation was £6.6 million 
(2012: £7.7 million).  10
Segmental overview
North America and Australia
At the half year we reported a 6% reduction in 
local currency revenue from the North American 
and Australian operations, as weaker ordering 
from a small number of key US retailers impacted 
the performance of the business but was partially 
offset by strong revenue growth in Australia. During 
the second six months of the financial year, we 
experienced some softening of conditions in the 
Australian markets and with no notable improvement 
in our important US markets, overall North American 
and Australian revenue ended the second six month 
period down 15% and for the year as a whole 
down 11%. With an average US Dollar exchange 
rate against Sterling during the year of $1.57 (2012: 
$1.59), after translation to Sterling the shortfall was 
10% at £14.0 million (2012: £15.5 million).
Although trading conditions in Australia softened 
during the second six months, overall Australian 
revenue still ended the twelve months 9% ahead of 
the prior year, as the new display racking and sales 
initiatives implemented during the prior period had 
a positive effect on sales. In Australia, we also work 
closely with some of the large vehicle manufacturers 
to produce own branded products and whilst the 
margin from this revenue channel is lower than that 
enjoyed for our core automotive manuals, it has 
nevertheless been a solid growth area for this part of 
the business during the year.
Discussions between senior management and some 
of our largest US retailers to find solutions to reverse 
the softer manual sales are continuing. However, 
US management takes comfort from those retail 
customers where new marketing initiatives and 
product promotions have been implemented and 
have had a positive impact on sales performance.  
In light of the softer revenue figures, segmental 
operating profit in local currency ended the year 
at $2.8 million (2012: $4.2 million) which after 
translation to Sterling was down 31% at £1.8 million 
(2012: £2.6 million).
United Kingdom and Europe
At the half year stage we had experienced a 
disappointing six months of trading in both our UK 
automotive and general publishing divisions, with 
revenue shortfalls against the prior period of 12% 
and 19% respectively. Whilst, we have experienced 
a slight improvement in the demand for our UK 
automotive manuals during the second six months, 
with sales of owner workshop manuals up 2% and 
overall automotive manual sales ending the year 
7% down on last year, this more positive trend has 
not carried over into our general publishing division. 
The difficult trading conditions of the first six months 
continued into the second half of the year, with 
revenue from our non-automotive titles during the 
second six months down 17%, leaving overall revenue 
in this division 18% lower than the prior year. 
In mainland Europe, HaynesPro (having rebranded 
from Vivid Automotive in September 2012) has 
experienced another strong year of revenue growth, 
with local currency revenue ending the year 13% 
ahead of the prior year. The continued success of the 
HaynesPro business is built on an ability to design 
and develop new products and in September 2012, 
at the Automechanika show in Frankfurt, the business 
launched SmartCASE™ a unique database which 
allows mechanics to resolve issues and problems 
with help and tips from industry experts, for a wide 
range of European and Asian vehicles. This was 
followed by the launch of ‘ProFIT’, a new module 
which allows parts manufacturers to provide on-line 
Group Chief Executive’s Review  
(continued)
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013 11
installation instructions in 23 different languages on a 
comprehensive range of platforms including tablets, 
PCs and smart phones. The new module will also 
provide HaynesPro with an opportunity to market the 
product as an alternative solution in geographical 
regions where parts catalogues with fully integrated 
technical data sets are not yet widely used.
In light of the lower UK sales, overall UK and European 
revenue ended the year down 5% at £13.7 million 
(2012: £14.4 million) and with higher HaynesPro 
development cost amortisation of £0.4 million, UK and 
European segmental operating profit ended the period 
down 50% at £0.9 million (2012: £1.8 million).
Taxation
The Group’s charge to taxation during the year was 
£1.1 million (2012: £1.5 million) with an effective rate 
of 31.3% (2012: 31.6%). The total charge for taxation 
during the year reflects that the Haynes Group has 
trading subsidiaries in a number of different countries 
around the world, each with their own national rates 
of corporate tax which are applied to the profits 
generated locally. This mix of profits in different tax 
jurisdictions is reflected in the Group’s effective tax 
rate.
Working capital and cash flows
During the year the Group acquired new freehold 
premises in Bucharest at a cost of 0.5 million 
to accommodate the growing team of digital 
technicians in the Romanian business. Yet despite 
this one-off capital expenditure and the pressures 
on our core revenue streams during the year, the 
operating profit to cash conversion rate remained 
strong, with the Group’s net cash inflow from 
continuing operations before tax ending the year at 
£6.9 million (2012: £8.7 million) which represented 
184% of Group operating profit (2012: 170%).
Revenue from digital sources have increased from 
just over 10% to nearly 20% in five years and a 
large proportion of this revenue is either contract 
or subscription based and in the case of our 
professional product ranges, the contracts can be 
up to three years in duration. Therefore, this provides 
management with an increasingly valuable visibility 
when forecasting future revenue and cash flows. 
h fl
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Group Chief Executive’s Review  
(continued)
Pensions 
As at 31 May 2013, the aggregate deficit on the 
Group’s two defined benefit schemes (UK and US) as 
reported in accordance with IAS 19 was £12.1 million 
(2012: £10.0 million) with total scheme assets of 
£28.5 million (2012: £25.2 million) and total scheme 
liabilities of £40.6 million (2012: £35.2 million). A 
reduction in the US discount rate from 5.0% to 4.5% 
and a higher UK inflation assumption from 2.3% to 
3.1% are the principal factors contributing to the 
higher reportable deficit. It is relevant to note that 
this is the deficit measured under IAS 19 and not 
the deficit derived from the valuation methodologies 
adopted by the UK and US Scheme actuaries to 
determine the level of on-going funding for the two 
schemes.   
An amendment to IAS 19 is effective for companies 
with financial year-ends beginning on or after 1 
January 2013 and will impact the Group for the first 
time next year. In line with the provisions of the new 
standard, the Company will be required to use the 
schemes’ discount rate to calculate the return on 
assets rather than using an average rate of return 
for each class of asset as appropriate. The change 
is expected to reduce the income generated by the 
schemes’ assets, as recorded within the Income 
Statement, by approximately £0.4 million.
Group outlook
The priority over the coming months will be the 
implementation of the recommendations from the 
strategic review which will help reduce the cost 
base of our UK business and focus publishing 
activities on to the higher margin titles. Some of the 
recommendations such as the relocation of the UK 
business may take longer to implement, but work 
on these important projects will commence shortly. 
The expected one-off costs of the restructuring 
programme which primarily relate to employee 
and author contract exit costs will be £1.3 million 
and will have a negative impact on our financial 
performance in the current year. However, following 
the restructuring, the cost savings to the UK business 
are anticipated to be £0.5 million in 2014/15, rising to 
£0.7 million in 2015/16. I am confident that with the 
actions we have taken the UK element of the UK & 
European business will return to profit.
On Tuesday 17 September 2013 the Group acquired 
the trade and assets of Clymer and Intertec Manuals 
in the United States. Clymer is the market leader 
worldwide in DIY repair manuals for Motorcycles 
thereby making Haynes now the dominant force in 
DIY repair for motorcycles. Clymer also takes us 
into new markets for inboard and outboard marine 
applications, personal watercraft and snowmobiles 
and Intertec takes us into the agricultural equipment 
market (primarily farm tractors). The transaction is 
earnings enhancing with good profit opportunities 
through synergies and enhancement of product 
offerings into various digital platforms through the 
skills at HaynesPro. The deal was a cash transaction 
funded through existing resources including almost 
60% internal cash and the balance in debt. It is 
anticipated that in simple payback terms it will pay 
back in under four years on the basis of current 
sales. 
We will also seek to utilise our strong financial 
position to pursue other acquisitions which will  
help the Group achieve sustainable revenue and 
earnings growth.
Eric Oakley  
Group Chief Executive                 
20 September 2013
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013 13
Executive Directors JHC Haynes* (Group Chairman)
 E Oakley
+ 
(Group Chief Executive)
 D Benhardus
+
 CPA
 J Yates-Round
 JH Haynes OBE (Founder Director)
Non-Executive Directors E Bell
*  (Chairman of Audit Committee and Remuneration & Nomination  
 Committee, and Senior Independent Director) 
 MEF Haynes
*
 
*
  Member of Remuneration & Nomination Committee  
   Member of Audit Committee
 
+
  
Resident in the US
   Resident in the Netherlands
Group Company Secretary JT Bunkum FCA
Registered office Sparkford, Yeovil, Somerset BA22 7JJ
 Company No. 659701
Auditors BDO LLP 
 Arcadia House, Maritime Walk, Ocean Village, Southampton SO14 3TL
Solicitors Michelmores LLP  
 Woodwater House, Pynes Hill, Exeter EX2 5WR
Principal UK bankers Barclays Bank PLC  
 Corporate Banking Centre, Park House, Newbrick Road,  
 Stoke Gifford, Bristol BS34 8TN
Principal US bankers Union Bank, N.A.  
 21700 Oxnard Street, Suite 120, MC4-73A-120, Woodland Hills,  
 CA91367, USA
Stockbrokers Charles Stanley & Co. Limited  
 131 Finsbury Pavement, London EC2A 1NT
Registrars Capita IRG PLC  
 Bourne House, 34 Beckenham Road, Beckenham, Kent BR3 4TU
Group Board
Directors and Advisors 14
Dan Benhardus
Group Finance Director
Dan (67) was appointed as Group Finance Director on 1 June 2002. He is resident in California 
and is a Certified Public Accountant. He started his career with Arthur Young and Co. (now part of 
Ernst & Young) before going into private industry where he gained experience in the construction, 
cable television and market research industries as an accounting and finance executive. In 1988 he 
joined Haynes North America, Inc. as the Vice President of Finance. He retains his responsibilities 
as the Chief Financial Officer and Senior Vice President of Haynes North America, Inc.
Group Board
Executive Director Biographies
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
J Haynes
Group Chairman
J (46) joined the Board as a Non-Executive Director on 25 March 2000, having completed a 
two year MBA at the London Business School. J was formerly a Director at Beeson Gregory, a 
specialist investment bank, before which he worked for 5 years as a Graduate Trainee with Haynes 
North America, Inc.  In January 2002, J was appointed Managing Director of the Group’s UK and 
European operations and in June 2008 became Group Vice Chairman. On 1 June 2010 J was 
appointed Group Chairman.
Non-Executive Director Biographies
 
Eddie Bell 
Non-Executive Director 
 
Eddie Bell (64) has held a number of senior positions spanning 30 years in book publishing. 
Latterly he was the Executive Chairman and Publisher for Harper Collins UK and during his tenure 
was responsible for publishing the memoirs of both Mikhail Gorbachev and Lady Thatcher, and 
the autobiography of John Major. He is now a partner in Bell Lomax Moreton. Additionally, he 
holds several other non-Executive positions both within and outside the publishing industry which 
include New Century Media Limited and Management Diagnostics Ltd. On 20 May 2009 Eddie 
was appointed the Company’s Senior Independent Director. Eddie Bell does not have a service 
contract with the Company.
Alex Kwarts
Managing Director HaynesPro
Alex (58) started his automotive career in 1985 with Olyslager, the Netherlands based former 
publisher of Vehicle Owners Manuals and Technical Information for automotive professionals, where 
he became IT director and a member of the board. In 1995, together with two partners, Alex left 
Olyslager to form Vivid Automotive where from the outset the vision was to deliver automotive 
technical information in an entirely digital format. Indeed, Vivid Automotive was the first European 
company to offer automotive technical data via the Internet. Alex was the Company’s IT director 
from formation in 1995 and was appointed Managing Director in August 2009. Alex joined the 
Group Board in September 2010 and is resident in the Netherlands. In September 2012, the Vivid 
Group was rebranded as HaynesPro. 15
Eric Oakley
Group Chief Executive
Eric (67) spent his early years in North East England, and was educated at the University of Aston. 
He is resident in California. Eric joined Haynes North America, Inc. in 1980 after 16 years with 
Burmah-Castrol. He was appointed to the Main Board of Haynes Publishing Group in 1990. For 
the past 27 years Eric has been President of Haynes North America, Inc. Eric was appointed 
Group Chief Executive on 1 June 2002.
Jeremy Yates-Round
Managing Director UK & Europe
Jeremy (52) has worked in publishing for over 30 years, gaining a sales background with Hodder & 
Stoughton in both domestic and international markets. During the 1990’s Jeremy moved into sales 
management with Collins becoming Deputy Managing Director of the Religious division. In 2001 
Jeremy joined the Haynes Group as Sales and Marketing Director for the Haynes Book Division 
and in 2002 was appointed Managing Director of Sutton Publishing prior to its successful sale in 
2007. Following the sale of Sutton Publishing, Jeremy took over as Sales and Marketing Director 
of the Haynes UK operations and on 1 June 2010 was appointed Managing Director of the Haynes 
UK and European operations. Jeremy was appointed to the Group Board in June 2010.
John Haynes
Founder Director
John’s biography is the history of Haynes Publishing. John (75) founded the Company in 1960 
and by expanding operations into Europe and the USA, was responsible for its growth and 
development into the international business that we see today. The Company was taken public 
in 1979. John remains its principal and majority shareholder and takes a very active interest in all 
aspects of the Group’s publishing activities. In 1985 he founded and is the principal benefactor 
of the Haynes International Motor Museum. In 1995 he was awarded the OBE for services to 
publishing. On 1 June 2010, 50 years after founding the Haynes Group, John stepped down as 
Group Chairman but remains on the Board as Founder Director.
Marc Haynes 
Non-Executive Director 
 
Marc Haynes (45) completed a BSC (Hons) Business Degree at Manchester before joining the 
Haynes International Motor Museum as its Business Development Manager. Having successfully 
established a number of innovative commercial ventures, he is now its Managing Director. Marc is 
also a Director of Haynes Developments Limited which is a property development, management 
and investment company operating in the UK. In 2008, Marc established Bute Motorsport Ltd, 
which is the promoter of the highly successful GT Cup Championship motor racing series. Marc 
Haynes does not have a service contract with the Company. 16
The directors present their report and the financial statements of the Group for the 
year ended 31 May 2013
 Principal activity Haynes Publishing Group P .L.C. is a holding company. For management and internal 
reporting purposes the Group is organised into two geographical operating segments being the UK & 
Europe and North America & Australia.
 The UK & European business with headquarters in Somerset, England has subsidiaries in the Netherlands, 
Italy, Spain, Romania and Sweden. The core activity of the UK and European operations is the publication 
and supply of automotive repair and technical information to the professional automotive and DIY 
aftermarkets in both a printed and digital format. The business also publishes a wide range of titles which 
are practical, instructional, easy to read and aimed at those with an interest in more general DIY related 
activities as well as motoring, motor sport, transport, aviation and military. 
 The North American business with headquarters near Los Angeles, California publishes DIY Repair Manuals 
for Cars and Motorcycles in both a printed and digital format. The business publishes titles under the 
Haynes and Chilton brands, in both the English and Spanish languages. It also has a branch operation 
in Sydney, Australia which publishes similar products under both the Haynes and Gregory’s brands. The 
Australian business also publishes information for the professional automotive market. Through its print 
operation in Nashville, Tennessee the North American business is also the central print facility for the 
Group’s printed products.
 Review of the business A review of the business, together with comments on the key performance 
indicators and future development of the Group, is contained in the Chairman’s Statement and the Group 
Chief Executive’s Review on pages 6 to 12.
 Financial results The financial results for the year are set out in the consolidated income statement on 
page 36. The position at the end of the year is shown in the consolidated balance sheet on page 38.
 Dividends The directors are recommending a final dividend for the year of 4.0 pence per share (2012: 
9.5 pence) making a total dividend for the year of 7.5 pence (2012: 15.7 pence). The final dividend will be 
payable on 30 October 2013 to members on the register of shareholders at the close of business on 11 
October 2013. The shares will be declared ex-dividend on 9 October 2013.
 Principal risks and uncertainties The Board has the primary responsibility for identifying and monitoring 
risk and the manner in which the Board manages this process is outlined in the Corporate Governance 
report on pages 20 to 25. The Group’s principal financial risks and uncertainties are outlined in note 18 to 
the financial statements and the principal operational risks and uncertainties are discussed as part of the 
Group Chief Executive’s Review on pages 8 to 12.
 Material contracts Included within the principal activity paragraph above is an outline of the operational 
and geographical structure of the Group. In common with many businesses of the Group’s size and 
structure, the Group has a broad base of customers and suppliers and correspondingly, a number of valued 
contractual relationships. However, in the directors view there is no single contract which is essential to 
the Group’s business for the purpose of the business review disclosure requirements under Sc 417 of the 
Companies Act 2006. For details of customers representing 10% or more of Group revenue refer to note 2 
on page 50.
 Directors The names of the directors who served in office during the year and a brief biographical overview 
are set out on pages 14 to 15. 
 J Yates-Round and A Kwarts retire by rotation in accordance with the Articles of Association and, being 
eligible, offer themselves for re-election.
 E Bell and MEF Haynes being Non-Executive Directors and having served on the board for more than nine 
years at the date of the next Annual General Meeting offer themselves for re-election in accordance with the 
provisions of the 2010 UK Corporate Governance Code.
 The interests of the directors in the ordinary share capital of the Company are shown on the following page. 
There have been no other changes in the directors or their shareholdings shown below up to 20 August 
2013.
 At 31 May 2013 the beneficial shareholdings of the directors represented 56.4% of the total issued share 
capital. This represented 13.3% of the Ordinary shares (which are listed on the London Stock Exchange) 
and 91.7% of the ‘A’ Ordinary shares.
Report of the Directors
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013 17
 Directors’ interests in shares The directors who served during the year and their interests in the share 
capital of the Company as at 31 May 2013 and 31 May 2012 are as follows: 
Beneﬁcial
 ‘A’ Ordinary
No.
Non Beneﬁcial
 'A' Ordinary
No.
Connected
‘A' Ordinary
No.
Beneﬁcial
Ordinary
No.
Non-Beneﬁcial
Ordinary
No.
Connected
Ordinary
No.
Executive
JHC Haynes
- 450,000
 [2]
    8,550,000
 [2] [4]
   710,141
[2]
   793,500
 [1] [2]
   632,575 
[2] [3] [4]
       
E Oakley
- -    -    43,304   -    -   
D Benhardus
- -    -    5,000      -    -   
JH Haynes
8,250,000 750,000
 [2]
     -  197,500 902,500 
[1] [2]
    1,056,263 
[2] [3] [4]
 
J Yates-Round
-- - - - -
A Kwarts
-- - - - -
Non-Executive
E Bell
- -    -   - -    3,000   
MEF Haynes
- 750,000
 [2]
8,250,000
 [4]
  699,767
 [2]
 272,500
 [2]
    523,575
 [3] [4]
  
[1]
   630,000 shares are in respect of the Haynes International Motor Museum (a charitable trust) and are 
shares in which JH Haynes and JHC Haynes are interested as Trustees (JHC Haynes resigned as a 
Trustee of the Charitable Trust on 18 June 2013). 
[2]
   Shares held in family trusts in which JH Haynes or JH Haynes, JHC Haynes and MEF Haynes are trustees 
and which the beneﬁciaries comprise the sons or grandchildren of JH Haynes.
[3]
  Includes 326,075 shares owned by Mrs AC Haynes (2012: 326,075 shares).
[4]
   Due to their family relationship JH Haynes, JHC Haynes and MEF Haynes are connected parties in 
accordance with Sc 253 of the Companies Act 2006.
Options to subscribe for ordinary shares under the terms of the Executive Share Option Scheme are 
described in the Board Report on Remuneration. Directors’ interests in contracts with the Group companies 
are shown in Note 21 to the consolidated financial statements.
 Appointment and replacement of directors With regards to the appointment and replacement of 
directors, the Company is governed by its Articles of Association, the Companies Acts, the UK Corporate 
Governance Code, and related legislation.
 Powers of directors The powers of the directors are more specifically described in the Main Board terms 
of reference, a copy of which can be found at http://www.haynes.co.uk/investor and are also discussed in 
the Corporate Governance Report on pages 20 to 25. 
 Change of control Excepting general commercial and trading agreements which may contain provisions 
that take effect, alter or terminate upon a change of control of the Company, the directors are not aware of 
any significant such agreements to which the Company is a party. Furthermore, the directors are not aware 
of any agreements between the Company and its directors or employees that provide for compensation 
upon the receipt by the Company of a takeover bid.
 Other shareholdings At 31 May 2013 interests in 3% or more of the Company’s issued Ordinary 20p share 
capital (note 20) had been notified to the Company by:
  
Shares % Class
Miton Group plc 632,105 10.3
Haynes International Motor Museum   630,000  10.3
Axa Framlington S.A.   550,000 9.0
 
At 20 August 2013, there were no recorded changes in these holdings.
The interests of those directors who have major shareholdings are detailed in the table of Directors’ 
interests in shares above. 18
 Share capital and related matters Details of the Company’s share capital are shown in Note 20 to the 
consolidated financial statements. 
 Both the ‘A’ Ordinary shares and the Ordinary shares carry equal voting rights of one vote per share where 
a matter is decided other than on a show of hands. Both classes of share rank ‘pari passu’ (including 
any distribution by way of dividend and on a return of capital), save that a transfer of ‘A’ Ordinary shares 
will not be permitted by the directors other than to a member of the holder’s immediate family or to family 
settlements. The holders of ‘A’ Ordinary shares may convert such shares into Ordinary shares at the 
rate of one Ordinary share for each ‘A’ Ordinary share, subject to the further provisions of the Articles of 
Association and the Companies Acts.
 As at 19 September 2013 (being the last business day prior to the approval of the Annual Report 2013) the 
Company’s issued share capital consists of 9,000,000 ‘A’ Ordinary shares and 7,351,540 Ordinary shares.  
 As at 31 May 2013, the Company holds 1,240,000 Ordinary shares in treasury which represents 16.9% of the 
Ordinary share capital and 7.6% of the Company’s total share capital. The Company is not able to vote on the 
treasury shares and the treasury shares carry no right to receive any dividend or other distribution of assets 
other than in relation to an issue of bonus shares. Therefore, as at 19 September 2013, the total voting rights 
in the Company are 15,111,540 of which 6,111,540 are listed on the London Stock Exchange.
 The ‘A’ Ordinary shares represent 55% of the total issued capital, and the Ordinary shares 45%.
 Other than as expressed above, there are no specific restrictions on the size of a holding nor on the transfer 
of shares, which are both governed by the general provisions of the Articles of Association and prevailing 
legislation.
 At the AGM on 24 October 2012 :
 (i) A special resolution was passed to renew the directors’ authority to make purchases of its own shares up to 
a maximum number of 1,500,000 shares. The authority relates to 9% of the Company’ s issued share capital 
and will expire at the conclusion of the AGM in 2013, if not reviewed, and
 (ii)  An ordinary resolution was passed giving the directors a general authority to allot further shares of the 
Company, having an aggregate nominal value of £1,090,102. This represents approximately one-third 
of the total ordinary share capital of the Company in issue at the date the resolution was passed and is 
in line with institutional shareholder guidelines. This authority will expire at the conclusion of the AGM in 
2013, if not renewed, and
 (iii) A Special Resolution was passed to renew the Directors’ authority to issue equity securities for cash 
otherwise than in proportion to existing holdings. This authority is limited to shares having a maximum 
aggregate nominal value of £163,515 which represents just under 5% of the total ordinary share 
capital of the Company in issue at the date the resolution was passed. The figure of 5% is the amount 
recommended by the Pre-Emption Group as being likely to be considered by the shareholders as 
“routine”. This authority will expire at the conclusion of the AGM in 2013 if not renewed. 
 Financial instruments The Group’s policies in relation to financial instruments and financial risk management 
are included in note 18 to the consolidated financial statements.
 Foreign exchange  The Group’s main currency exposure is derived from trading transactions between 
Group operating units and with our global customer base. Approximately 40% (2012: 43%) of the Group’s 
revenue streams are generated in US Dollars, 28% (2012: 28%) in Sterling, 17% in Euros (2012: 15%) 
with the balance coming from a mix of currencies across our operating entities. Although the Group has 
an exposure to foreign currencies it is able to offset part of the currency risk as the printed product for the 
European markets is manufactured in the US and invoiced in local currency.
 Donations During the year Group donations to charitable organisations amounted to £11,313 (2012: 
£13,048). There were no political donations in the year.
 Environmental policy The Board is committed to minimising the impact its operations have on the local 
environment. The Group operates a single printing facility, located in Nashville, Tennessee and all of the 
papers and board that are used in the production of Haynes Manuals are sourced from Programme for 
the Endorsement of Forest Certification (PEFC) paper, are printed using vegetable based inks and the 
cartons in which they are packed and shipped are made from 100% post consumer waste. It is Group 
18
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Report of the Directors (continued) 19
policy to ensure that both national and local environmental laws and guidelines are adhered to in full. The 
Board ensures that key management are tasked with the responsibility to oversee the Group’s activities 
which impact the environment and to report back to the Board with any recommendations they may have 
regarding environmental policy. No social or community reviews have been undertaken in the current or 
preceding years.
 Directors’ and officers’ indemnity insurance The Group purchases and maintains insurance for 
the directors and officers of the Parent Company including the trustees of the pension scheme when 
undertaking their duties in accordance with Sc 233 of the Companies Act 2006.
 Disabled persons The Group encourages the employment of disabled persons whenever practicable. 
The Group policy is to ensure that disabled employees and those who may become disabled benefit from 
training and career development in common with other employees.
 Employees, and health & safety The Group involves employees by providing them with information which 
concerns them, consults with them and considers their views when making decisions which affect their 
interests and generally discloses matters affecting the Group’s performance through company briefings.
 Policy on payment of suppliers The Group operates in various locations throughout the world. It is 
not Group policy to follow any specified code or standard on payment practice but the payment policies 
adopted reflect the terms negotiated with individual suppliers as well as the custom and practice of the 
locality. It is the Company’s intention to continue to apply the Group policy in the forthcoming year. At 31 
May 2013 the amount of trade creditors as shown in the balance sheet represents 21 days of average 
purchases for the Company and 26 days for the Group.
 Disclosure of information to auditors Each of the directors confirms that they have taken all the steps 
that they ought to have taken to make themselves aware of any information needed by the Company’s 
auditors for the purposes of their audit and to establish that the auditors are aware of the information. The 
directors are not aware of any relevant audit information of which the auditors are unaware. 
 A resolution to re-appoint BDO LLP as auditors of the Company and to authorise the directors to determine 
their remuneration will be put to the forthcoming Annual General Meeting.
 By order of the Board.
 James Bunkum
 Group Company Secretary
 20 September 2013 20
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Corporate Governance Report
Chairman’s introduction
The principles of corporate governance are designed to improve company performance 
by helping boards discharge their duties in the best interests of shareholders, whilst 
facilitating efficient and entrepreneurial management.
For the year under review, the Haynes Board are reporting in line with the principles of the 
UK Corporate Governance Code (‘the Code’) published in June 2010 and as appended to 
the Listing Rules. The Code is not intended to be a rigid set of rules but rather a guide to 
the components of good governance which companies are expected to follow. The Code 
recognises that one set of provisions will not necessarily fit all companies and accordingly, 
there are certain provisions within the Code which do not apply to companies outside of 
the FTSE 350. There may also be areas of the Code where smaller companies judge the 
provisions to be disproportionate or less relevant to their particular circumstances and 
where good governance can be achieved by other means. In such instances Boards are 
required to disclose the area of strict non-compliance in their Annual Report.  
Set out below is how we as a Board (and through our sub-committees) have discharged our duties under the Code 
during the year under review. We also provide details of where our governance differs from the strict provisions of the 
Code and the reasons for the divergence. For those who would like to view the full text of the Code, details can be 
found on the FRC website at www.frc.org.uk.
In September 2012, the Financial Reporting Council (FRC) published a new edition of the UK Corporate Governance 
Code which applies to relevant companies with financial year-ends beginning on or after 1 October 2012. Accordingly, 
the new edition of the Code will apply to the Company for the first time during our next financial year. 
 
J Haynes
Group Chairman
Statement of compliance
The Board of Haynes Publishing Group P .L.C. recognises the importance of high standards of corporate governance. 
Accordingly, it has considered the principles and provisions of the Code and will continue to manage its affairs in line 
with the principles where it is in the interests of the business and of shareholders to do so. Other than where expressly 
stated, the Company has complied with the principles, supporting principles and provisions of the Code throughout 
the year under review.
Board of directors
During the year, the Board reviewed its terms of reference which lay precise emphasis upon its responsibility 
for the overall management and strategic direction of the Group. The Board aims to encourage entrepreneurial 
endeavour within a framework of prudent planning and control. The Board appraises and approves major financing, 
investment and contractual decisions in excess of defined thresholds. All members of the Board are cognisant of 
their duty to act collectively and objectively in the best interests of the Company. Both the Audit Committee and the 
Remuneration & Nomination Committee are chaired by the senior independent non-executive director. The non-
executive directors are intrinsically involved in scrutinising and monitoring the performance of management, and 
assessing the processes for the control of financial and other risks. The terms of reference for the Committees may 
be viewed on www.haynes.co.uk/investors.
 The Board comprises six executive and two non-executive directors, one of whom is considered to be 
independent by the Board. Whilst the Board recognises the recommendation under B.1.2 of the Code for smaller 
companies to have two independent non-executive directors, the Board feels that at present, the composition of 
the Board is appropriate to enable the Board to discharge its duties in the best interests of the shareholders. The 
biographies of the directors are set out on pages 14 and 15 of this Annual Report. 21
 The division of responsibility between the Chairman and the Group Chief Executive is clear and understood 
and has been committed to writing and approved by the Board. The Chairman is responsible for the 
leadership of the Board and ensuring its effectiveness along with the effectiveness of the individual directors, 
while the Chief Executive is responsible for the day to day running of the business.
 under half of the Board resident outside the UK, the Board has a strong understanding of the global 
markets in which the Group’s businesses operate. The Nomination Committee is responsible for succession 
planning and recommending new appointments to the Board and will make such recommendations based 
on the skills, knowledge and experience of the existing directors as well as the overall diversity of the Board.
 Likewise, the Chairman occasionally meets with the non-executive directors without the executive directors 
present.
 strategy, to review the trading and financial performance of the Group and to consider matters specifically 
reserved for its approval. The following table details the number of board and committee meetings held 
during the year and the attendance record of the individual directors :
     Remuneration &
  Full Short Audit Nomination 
  Board Board Comittee Committee
  meetings meetings meetings meetings
 Number of meetings in year 6 1 3 1
 
 JHC Haynes 6 1  1
 E Oakley 6 1
 D Benhardus 6 1 3
 [a]
 
 J Yates-Round 6 –
 A Kwarts 6 – 
 JH Haynes 6 –
 E Bell 6 – 3 1
 MEF Haynes 6 1  1
 [a] By invitation
 Full Main Board meetings are scheduled at least 12 months in advance and include regular agenda items 
such as current trading, the Group’s financial and treasury position, corporate governance, health and 
safety, shareholder engagement and Group strategy.
 Short Main Board Meetings are in most cases called at short notice to discuss and/or approve business 
matters specified for the Main Board. All the Directors will be invited to attend the meetings and provided with 
the background papers pertaining to the meeting. However, the Board recognises that due to the short notice, 
the directors may not always be able to physically attend the meeting. Nevertheless, in such circumstances it 
is commonplace for the thoughts and feedback of these Directors to be considered at the meeting.
 The directors are able to take independent professional advice in the furtherance of their duties at the Group’s 
expense and all directors have access to the advice and services of the Group Company Secretary.


Group or its management which may undermine independence and who is not dependent on the Group  
or its management for his or her primary source of income, and was not within the last five years a senior 
manager within the Group, and does not participate in the Group’s incentive bonus schemes or pension 
arrangements. 22
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013

relation to MEF Haynes, the Board considers that his close family ties with other members of the Board and 
his significant interest in shares determine that he is not independent in line with the provisions of the Code. 
Notwithstanding these circumstances or relationships, the Board believes MEF Haynes to be independent in 
character and judgment.

except the Chairman of the Committee and its members is entitled to be present but others may attend by 
invitation.

competing companies, subject to the approval of the Remuneration & Nomination Committee.
Information, professional development and evaluation
All directors are provided with regular performance updates and full and timely access to information that 
enables them to make informed decisions on corporate and business issues. The Board receives monthly 
management accounts explaining performance against budget and the comparable year for each segment 
of the business, as well as risk management and business plans. The executive directors receive information 
on sales and margin for the individual businesses within the Group on a weekly basis, and for the major 
businesses such information can be accessed daily.
Directors are encouraged to regularly update and refresh their skills and knowledge on the basis that ‘all 
development is self development’. The Group Secretary is responsible through the Chairman for facilitating 
the training and induction of newly appointed directors, and ensuring that they are familiar with the Company’s 
operations and their own duties and responsibilities. He is also responsible for advising the Board through the 
Chairman on all governance and legal matters.
During the year, the Board has undertaken a formal appraisal of its own performance and processes and that 
of its committees, including a review of each committee’s composition and operating procedures.
Through a combination of personal discussions, general observation and ongoing monitoring of performance, 
the contribution of each individual director has been assessed by the Chairman against expected standards. 
The process of ongoing monitoring and review helps the Chairman to ensure that the contribution of the 
directors continues to be to the agreed standards and relevant to the Group’s business and organisation. 
In turn, the Chairman’s own performance has been reviewed by the senior independent director following 
consultation with his fellow non-executive director and other members of the Board.
According to the Articles of Association all directors should seek re-election by shareholders at regular intervals 
of no more than three years. Directors are also subject to re-election by shareholders at the first AGM after 
their appointment.
Directors remuneration, contracts and nomination
 its own terms of reference has been established by the Board. The Board’s Report on Remuneration, which 
follows on pages 26 to 32, sets out details of the Group’s policy on remuneration, directors remuneration 
and the work of the Remuneration & Nomination Committee. This includes an explanation of those areas of 
non-adherence to the provisions of the Code.
 the Board the appointment of new directors. The Board formally vets and scrutinises these proposals. The 
Committee’s composition is explained in the Board’s Report on Remuneration. Traditionally the Committee 
has been reliant upon its own energies and judgement in sourcing and evaluating candidates for vacancies 
on the Board. External search consultants and open advertising have not been preferred methods in the 
past due to the high costs associated with such channels. 
Corporate Governance Report (continued) 23
 notice, which in all cases may be served by either party. For recent appointments a notice term of one year 
or less has been implemented as a matter of course (see pages 30 and 31).
 the will of the Board for a fixed period of two years.
Dialogue with shareholders
 part of their function. The Chairman’s and Group Chief Executive’s reviews on pages 6 to 12 provide a 
summary of the Group’s trading performance and future outlook. In addition to the publication of the 
Group’s annual and half year results, the Board also issues an interim management statement to update on 
the Group’s trading performance during the first and third quarters of the financial year and there will also be 
briefings for Shareholders or their representatives, especially following the Group’s interim and preliminary 
final announcements.
 Board as a whole. Additionally, once a quarter, the Chief Executive updates the Board with any significant 
discussions/feedback with Shareholders.
 and private investors alike and confirms its compliance with all the provisions of the Code relating to 
the constructive use of Annual General Meetings. This year’s Annual General Meeting will be held on 23 
October 2013 and all Board directors (including Committee chairmen) plan to be present and available to 
answer questions.
Accountability, audit, and audit committee
It is the intention of the Board through this Annual Report, and other public reports and announcements, to 
present a balanced and understandable assessment of the Company’s position and prospects. The directors 
have set out their responsibility for preparing the accounts on page 33 of the financial statements.
 the Committee comprises the Board’s sole independent Non-Executive Director E Bell (Chairman of the 
Committee), who the board considers to have had recent and relevant financial experience. Whilst the 
Board recognises the recommendation under C.3.1 of the Code for the Audit Committees of smaller 
companies to have two independent non-executive directors, the Board feels that the present composition 
of the Committee is appropriate to discharge its duties in the best interests of the Board and shareholders. 
During the year the Committee kept under review the effectiveness of the Company’s financial control 
policies and procedures for assessing and reporting financial risk.
 appointment and remuneration of the external auditors. Consequently the Committee is responsible for 
monitoring the auditor’s performance, cost effectiveness, independence and objectivity, which it has done 
throughout the year.
 obtain external legal or other independent professional advice.
 framework of controls, Group reporting and other relevant matters. At the conclusion of each annual audit, 
the Audit Committee receives and considers a report from the Group’s auditors setting out any material 
findings from their audit of the individual Group companies, and reports to the Board as necessary. The 
Group Finance Director is invited to attend all meetings of the Committee, albeit part of the meeting may be 
held without his presence, if deemed appropriate by the Committee.
 procedures are in place for staff to report fraud and similar matters. 24
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
 provision of tax advice, or on specific projects where they can add value). The Committee has approved 
and monitored the application of this policy in order to safeguard auditor objectivity and independence.
Internal controls
By means of the systems and processes outlined below, the Board maintains a sound system of internal 
control to safeguard its assets and the investments of shareholders. The Board has overall responsibility for 
the Group’s system of internal control. However, such a system is designed to manage rather than eliminate 
the risk of failure to achieve business objectives and can only provide reasonable and not absolute assurance 
against material misstatement or loss. At least annually, the Board conducts a review of the effectiveness of 
these internal controls, as described below, and takes the necessary action to remedy any significant failings 
or weaknesses which may be identified by its review.
Financial
 results of the trading companies within the Group are reported monthly and compared to plan. The Group 
reports its financial results to shareholders on a six monthly basis and in between provides a quarterly 
update to shareholders and the market on trading performance.
 prescribed guidelines covering capital expenditure (which includes detailed appraisal and review), levels of 
authority and due diligence requirements when businesses or assets are being acquired.
 report on the Group’s cash flow and treasury position is received by the directors at every full Board meeting.
 to annual review by the Group’s external auditors and reportable weaknesses, if any, identified during this 
annual review process are discussed with the Audit Committee.
Operational
 executed, controlled and monitored. The Group is committed to employing suitably qualified staff so that the 
appropriate level of authority can be delegated with regard to accountability and acceptable levels of risk.
 of defined checks and procedures. These include the review of financial and operational information, 
the setting up of appropriate authority levels, the segregation of incompatible duties and the defining of 
procedures for seeking and obtaining approval for major transactions and organisational changes.
 the directors can monitor the performance of the business. The executive directors have a significant 
involvement in the day to day management of the Group’s activities and accordingly, are able to monitor and 
control procedures at an operational level.
Compliance
 approval set by external regulatory bodies. The systems are constantly being evolved and refined to reflect 
business advances, process changes, and quality issues.
 of external counsel as required. The directors are kept informed and are able to stay abreast of events.
Corporate Governance Report (continued) 25
Risk management
 developing appropriate policies to manage those risks. These policies are used both by the directors and 
by senior management to determine the key control procedures for each area of risk identified by the Board 
and the degree of information required to safeguard the business and the assets used within it.
 Group’s management and staff to be prudent in the acceptance and control of risk incurring activity, rather 
than aiming to eliminate it entirely. Thus the reporting systems can only provide reasonable and not absolute 
assurance against damage or loss resulting from business activities.
 monitoring systems, the Group evaluates and mitigates unnecessary risks.
 order to strive for satisfactory profitability and returns to shareholders. The publication both of workshop 
manuals and books of special and general interest engenders commercial and publishing risk requiring 
close evaluation by editors and editorial committees with an in-depth knowledge of their subject and their 
markets.
 process for identifying, evaluating, and managing the significant risks faced by the Group as a whole. 
This process is formally structured by means of a written report which is reviewed annually by the Board. 
In addition, through discussion with the heads of the various operating units, an update is provided to 
the Board by the Group Finance Director at the half year. Risks identified by this process are regularly 
reviewed by the Board and addressed jointly by the Group Chief Executive and directors drawing upon 
the skills of senior management as necessary. The Board monitors this process and is satisfied that, given 
the size of the Group, and the nature of its operations, this process is sufficient to meet its needs without 
unduly hampering entrepreneurial activity, and that (in accordance with the recommendation of the Audit 
Committee) a separate internal audit function is not required.
Going concern
 adequate resources to continue operations for the foreseeable future. For this reason, they continue to 
adopt the going concern basis in preparing the financial statements. In forming this view, the directors have 
reviewed the Group’s budgets, cash flow forecasts and capital expenditure requirements for the next twelve 
months along with forecast capital expenditure for the next five years. The Board also considers the impact 
of the financial risks upon the business, details of which are included in note 18 to the financial statements.
 
 On behalf of the Board.
 James Bunkum
 Group Company Secretary
 20 September 2013 26
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Board Report on Remuneration
1 Best practice 
The Board Report on Remuneration (‘the Report’) aims to provide shareholders with information on the 
remuneration of the directors of Haynes Publishing Group P .L.C., and the criteria by which that remuneration 
has been determined during the year under review. The Report has been prepared in accordance with the 
requirements of The UK Corporate Governance Code 2010 (“the Code”), the Companies Acts and the 
applicable UK Listing Authority’s Listing Rules.
2 Constitution of the Remuneration and Nomination Committee 
The Committee comprises the Board’s sole independent Non-Executive Director, E Bell (Chairman of the 
Committee), JHC Haynes (Executive Chairman) and MEF Haynes (Non-Executive Director). Whilst JHC Haynes 
was not considered independent on his appointment as Group Chairman as required by D.2.1 of the Code, 
in considering the composition of the Committee, the Board gave full consideration to the other provisions of 
the Code and in particular, D.2 which states that Remuneration Committees should consult with the Chairman 
and/or the Group Chief Executive about their proposals relating to the remuneration of the other Executive 
Directors. Having considered the Committee’s terms of reference, the constitution of the Group Board and 
the frequency of meetings, the Board felt it practical to include the Executive Chairman as a member of the 
Committee. Any changes affecting the remuneration of JHC Haynes are discussed by the Committee without 
his participation. Whilst the Board recognises the recommendation under D.2.1 of the Code for Remuneration 
Committees of smaller companies to have two independent non-executive directors, the Board feels that the 
present composition of the Committee is appropriate to discharge its duties in the best interests of the Board 
and shareholders.
3 Policy on directors’ remuneration 
The Committee is responsible for determining the emoluments of the executive directors of the Group. The 
Committee frames its decisions to ensure that the Group’s executive directors are appropriately rewarded for their 
contributions to the Group, whilst reflecting their scale of responsibility and performance. Through monitoring 
the market place and the occasional use of external advisers, the Committee seeks to offer remuneration 
packages which not only reflect current market conditions but are also commensurate with attracting, retaining 
and motivating directors of quality to ensure the continued growth and success of the Group. During the year 
under review, the Committee did not use the services of external advisers. In determining the emoluments of 
the executive directors, the Committee feels it is impractical to also monitor in detail the remuneration of senior 
management below board level as required by D.2.2 of the Code; accordingly, the remuneration packages of 
senior management below Board level are reviewed by the executive director responsible for the respective 
business areas in which the senior managers are employed.
It is the Committee’s policy to ensure that there is a strong link between the level of executive directors’ 
remuneration and the performance both of the Group and its individual trading companies. Thus each executive 
director can augment their basic salary through a performance related bonus/incentive arrangement. The 
Committee has considered the appointment of permanent external consultants; however given the combined 
experience resting in the Committee members and bearing in mind the considerable costs of appointing external 
consultants, the Board do not feel it is appropriate to use such external consultants at this time.  27
4 Directors’ remuneration
(i) Total emoluments
(a) The total emoluments of the directors of the Company were as follows:
   2013 2012
   £000 £000
Salaries and taxable benefits  1,079  1,054
Performance related bonuses  163  213
  1,242  1,267
Non-Executive Directors’ fees  65  61
Total emoluments  1,307  1,328
Pension contributions  386  384
   1,693  1,712
(b) The following categories comprise the principal elements of executive directors’ remuneration :
 Basic salaries and fixed benefits
 Annual bonuses
 Pensions
Each of these elements is viewed with equal importance by the Committee, so as to ensure that the 
remuneration packages reflect not only the short term but also the longer term goals of the Company and 
of the Group. Consequently, although contrary to Schedule A of the Code, the Committee believes that, as 
the performance bonus is an integral part of the executive directors’ remuneration package and as it is and 
has been for many years, part of their employment contracts, it is proper for this amount to form part of the 
directors’ pensionable salary. Pensionable salary is defined under the UK pension scheme rules as the amount 
declared to the Inland Revenue on an individual’s P60.
Each element of remuneration payable to the executive directors is discussed in more detail below and 
tabulated later in this Report.
Non-executive directors receive a fee for their services and are entitled to the reimbursement of incidental 
expenses. 
(ii) Basic salary and benefits
Basic salaries for all executive directors are reviewed annually by the Committee. When undertaking their 
annual review, the Committee is mindful of the annual pay review process for employees and employment 
conditions elsewhere within the Group as well as the retail price index and similar indices of inflation. Whilst 
these are important factors in determining the appropriate level of pay for the executive directors, they are not 
the only factors that the Committee will consider when reaching its decision. 
Apart from A Kwarts who received an increase in base salary of 6%, the standard increase in executive 
directors’ base salaries during the financial year commencing 1 June 2012 was 3%. In addition, each 
executive director is entitled to holiday leave in accordance with the Company’s policy for full time employees.
E Oakley, D Benhardus, J Yates-Round and A Kwarts are provided with a fully expensed car. JH Haynes is 
entitled to a fully expensed car in the US and to fuel expenses in the UK. JHC Haynes has opted to take an 
annual allowance in lieu of a company car and is entitled to receive fuel expenses.
The Company provides the directors with travel insurance and certain executive directors are also entitled to 
receive long-term disability insurance and health cover for the director and their immediate family. 28
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
(iii) Annual bonus
An annual bonus is paid to each director based on the performance of the overall Group or of a substantial 
component of the Group. The bonuses payable in respect of the financial year ended 31 May 2013 were as 
follows:
JHC Haynes was entitled to a bonus of 0.5% on the first £4.5 million of overall Group net profit and 1.5% 
thereafter.
E Oakley was entitled to the following proportion of overall Group net profit: 1.5% on the first £4.5 million, 2.5% 
between £4.5 million and £7.5 million, and 3.5% over £7.5 million. This arrangement was last subject to review 
on 1 December 2007 and will be reviewed again during the current financial year.
Additionally, E Oakley is entitled to a one time discretionary bonus at an amount to be decided by the 
Chairman in consultation with the Committee in the event that the Group disposes of one of the Group’s 
businesses at a gain entirely attributable to the performance of that business.
D Benhardus was entitled to 0.5% of overall Group net profit.
J Yates-Round was entitled to a bonus of 1% of the net profit of the UK and European businesses.
A Kwarts was entitled to a bonus of 2% of the net profit of the HaynesPro Group.
JH Haynes was entitled to a bonus of 1% of the Group’s overall net profit.
For the purposes of the above, the ‘net profit’ of the Group is defined as being before tax and excluding profits 
of a capital nature and before deductions of bonuses payable to the executive directors. The net profit of the 
UK and European businesses is calculated on the same basis, and before the deduction of Group costs. The 
net profit of the HaynesPro Group is calculated as the consolidated profit before tax of HaynesPro Holding 
BV before the deduction of Haynes Group costs and before adjustments to comply with Group reporting 
requirements.
(iv) Share option scheme
The Company has approval to operate an executive share option scheme. No such options are in existence at 
the present time.
(v) Pension policy
Each of the executive directors has been and continues to be contractually entitled to final salary or money 
purchase related pension benefits as described below.
(a) Defined benefit schemes
The UK Scheme
JHC Haynes and J Yates-Round are members of the UK scheme.
The target pension for the directors is currently two-thirds of final pensionable salary at the age of 61. Final 
pensionable salary is defined as an average of the best three consecutive annual pensionable salaries in the 
final 10 years of service. The director contributes 8% of his pensionable pay, as defined under the Scheme 
rules. Death in service benefits provide for a return of the individual’s contributions made to the scheme, 
a cash sum equal to 4 times pensionable salary and a widow or dependants pension equal to 50% of the 
target pension receivable at normal retirement age. For death occurring during retirement a widow’s pension 
equal to 50% of pension entitlement is payable.
Pensions increase annually during retirement by the lower of 2.5% or the percentage rise in the Retail Price 
Index. With the approval of the Pension Scheme Trustees and the Employer, members may retire from the 
age of 55 on an actuarially reduced pension based on the shorter working life and after taking into account 
the cost of earlier payments.
Board Report on Remuneration (continued) 29
The US Plan
E Oakley, D Benhardus and JH Haynes are members of the US Plan. The US Plan provides for a pension 
that vests in yearly increments reaching a maximum of 50% of final pensionable salary on attaining 7 or 
more years service with the Company. The final pensionable salary is calculated in a consistent manner to 
the UK scheme.
The retirement age for the non-contributory US Plan is 65.
Death in service benefits provide for a widow or dependants pension equal to the actuarial equivalent of the 
accrued benefit at the date of death. For death occurring during retirement a widow’s pension equal to 50% 
of pension entitlement is payable. In both cases election may be made to receive a cash lump sum, or by 
instalments, the amounted vested (actuarial accrued benefit).
Pensions do not increase during retirement.
There are no provisions for early retirement under the US Plan rules but the vested actuarial accrued benefit 
may be taken in instalments, as a lump sum or left in the Plan until age 70 when, by law, they must be 
taken.
(b) Defined contribution (‘Money Purchase’) arrangements
A Kwarts is a member of the HaynesPro Holding BV pension scheme which is governed by the employment 
laws in the Netherlands. Under the regulated scheme the employee contributes 5.0% of gross salary 
(including holiday pay) and the employer contributes 2.2%.
In the US, members whose benefits are capped by legislation participate in additional money purchase 
arrangements. A scheme has been set up based on the difference between the Company’s actual 
contributions to the defined benefit scheme and those contributions which would have been paid without 
the legislative cap. The pensionable cap in the US is $255,000 (£162,090). During the year, the Company 
made contributions under this arrangement in relation to E Oakley amounting to $377,746 (£240,113) 
and in relation to D Benhardus amounting to $180,308 (£114,612). As both E Oakley and D Benhardus 
have reached the age of 65, they stopped accruing benefits under the US Plan. The contributions the 
Company would have been making to the US Plan on their behalf are now paid to their money purchase 
arrangements and in total, the contributions are no more than would have been paid in aggregate to the 
two Schemes had both directors still been accruing benefits under the US Plan.
Additionally, in the US there is an employer savings plan (401K pension plan) available to all employees. 
Under the plan the Company contributes 1.6% of salary as well as matching one third of employees’ 
deferrals up to a maximum of 6% of salary. During the year, the contributions for E Oakley amounted to 
$11,159 (£7,093) and for D Benhardus $10,285 (£6,538). In the UK, there is an additional AVC facility for 
members of the UK Scheme. 30
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
5 Performance graph
The following graph compares the total return on the Company’s shares with that of the ‘FTSE Small Cap’ index  and 
the FTSE Media & Photography index over the last 5 years. This index was chosen following discussion with the 
Group’s auditors, as being the indexes most representative of the performance of the shares of generally comparable 
companies.
6 Service contracts
The Committee is mindful of the unique characteristics of the Company; its vertical integration as both publisher and 
printer, its product range, its geographical spread, and its shareholder base. The Company’s competitive position must 
be of paramount concern. The service contracts for executive directors in the UK and Europe include a notice period of 
12 months or less upon termination. 
Directors who are US based are employed “at will” and there is no notice provision. However to ensure reasonable parity 
with the UK based directors a “notional” notice period applies to the calculation of their entitlements upon termination. 
If the Company terminates without notice or at short notice, the individual is entitled to the contractual entitlements and 
benefits which would have accrued within the notice period. With the Company’s consent these may be “rolled up” into 
a single payment at the point of termination.
In the event of termination for cause, the bonus element of remuneration is either not payable or payable only at the 
discretion of the Company.
Director Date of contract Notice period
JHC Haynes 15 February 2002 12 months
E Oakley 30 May 2002 None (24 months notional)
D Benhardus 31 May 2002 None (12 months notional)
J Yates-Round 2 September 2010 12 months
A Kwarts 12 October 2010 3 months
JH Haynes (UK) 29 November 1979 12 months
JH Haynes (US) 29 November 1979 6 months
 
5 years from June 2008 to May 2013
Board Report on Remuneration (continued) 31
The Group Chief Executive’s service contract was renegotiated upon his appointment to the role on 1 June 
2002 with a notional 24 month notice period. The Committee is aware of the advice provided in the Code 
at D.1.5 concerning the length of notice periods, and in agreement with it, thus all but one of the directors 
have notice periods no longer than 12 months. In the exceptional case of the Group Chief Executive, who is 
resident in the US, the Committee is mindful of the custom and practice in both the UK and US at the time 
the commitment was made and does not feel it is presently in the interests of the Company or shareholders to 
negotiate an amendment to his contract.
The directors’ service contracts are not of a fixed term, but will continue until terminated by either party.
Non-executive directors do not hold service contracts and are appointed at the will of the board usually for a 
fixed period of two years. 
Section 4(i)(a) and 4(v)(b) along with the following disclosures (up to and including page 32) on directors’ 
remuneration have been audited as required by the Companies Act 2006.
7 Directors’ remuneration for year ending 31 May 2013
The emoluments of the individual directors were as follows:
 Salary Performance  Total 2012
 and Fees Bonus Benefits 
[1] 
Emoluments Total
 £000 £000 £000 £000 £000
Executive
JHC Haynes 128   19   6   153  161
E Oakley
 [2/4] 
 328   57   37   422   431
D Benhardus 
[4] 
 196   19   21   236   234
J Yates-Round  105   13   16   134   140
A Kwarts 
[3] 
 120   17   7   144   136
JH Haynes  108   38   7   153   165
  985   163   94   1,242   1,267
Non-Executive
E Bell  41  - -  41   38
MEF Haynes  24  - -  24   23
 65  - - 65  61
Total   1,050   163   94   1,307   1,328
[1]
 The benefits principally relate to the provision of company cars, fuel and healthcare.
[2]
 E Oakley waived $7,840 (£4,983) of his bonus received in respect of the year ending 
31 May 2012. A profit share contribution of $7,840 was then made by the Company into 
Mr E Oakley’s ‘401K’ pension plan in the US.
[3]
 A Kwarts is paid in Euros.
[4]
 E Oakley and D Benhardus are paid in US Dollars. 32
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
8 Directors’ accrued pension entitlements
        Transfer  
        value of the   
        increase/   (Decrease)/ 
        (decrease) in   increase
       Increase in  accrued benefit Transfer Transfer in transfer
       accrued (excluding  value value value
     Directors’ Accrued benefit inflation) less of accrued  of accrued excluding
  Normal  Years of contributions benefit excluding Directors’ benefits benefits Directors’
  pensionable  pensionable 2013 2013 inflation contributions 2013 2012 contributions
 [Note] Age Age service £000 £000 £000 £000 £000 £000 £000
JHC Haynes  UK 61 46 11  14   52   8   84   641   632  (5) 
E Oakley  US,MP 65 66 31  -     96   9   148   1,167   1,005   162  
D Benhardus  US,MP 65 66 25  -     96   9   148   1,167   1,005   162  
J Yates-Round  UK 61 52 13  10   51   14   220   824   604   210  
JH Haynes  US 65 75 31  -     36   -     5   339   330   9  
US  Member of the US Plan
  All current year amounts for the US plan have been converted to Sterling at the closing rate for the  financial year. The prior  
 year transfer values of accrued benefits have been stated at the exchange rate  ruling at 31 May 2012. The amounts in  
 US Dollars were as follows:
   2013 2012
   $000 $000
 JH Haynes  515  508
 E Oakley  1,772  1,547
 D Benhardus  1,772  1,547
UK Member of the UK Scheme.
MP  Also participates in a defined contribution (‘Money Purchase’) arrangement.
The accrued benefit shown is that which would be paid annually on retirement age based on service to the end of the year.
From 1 October 2008, UK Government legislation requires the Trustees to take responsibility for setting the assumptions 
which underlies the calculation of voluntary transfers to be paid from the Plan, having first taken advice from the scheme 
actuary. Prior to this date the responsibility for setting the assumptions lay with the scheme actuary. Accordingly, the transfer 
values of the UK accrued pensions at the year-end have been calculated in accordance with this requirement.
Details of the Committee’s policy on pensions and the pension arrangements are provided earlier in this Report.
On behalf of the Board.
Eddie Bell
Chairman of the Remuneration Committee 
20 September 2013
Board Report on Remuneration (continued) 33
The directors are responsible for preparing the annual report and the financial statements in accordance with 
applicable law and regulations. 
The directors are required by company law to prepare financial statements for each financial year. Under that 
law the directors are required to prepare financial statements for the Group in accordance with International 
Financial Reporting Standards (IFRSs) as adopted by the European Union. The directors have chosen to 
prepare financial statements for the Company in accordance with 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 Company and of the profit or loss for the Group 
for that period.
In preparing the Group and Company financial statements, the directors are required to:
 select suitable accounting policies and then apply them consistently;
 make judgements and estimates that are reasonable and prudent;
 for the Group financial statements, state whether they have been prepared in accordance with IFRS 
as adopted by the EU, subject to any material departures disclosed and explained in the financial 
statements;
 for the 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 Company will continue in business.
 prepare a directors’ report and a directors’ remuneration report which comply with the requirements of 
the Companies Act 2006.
The directors are responsible for keeping adequate accounting records that are sufficient to show and 
explain the Company’s transactions, disclose with reasonable accuracy at any time the financial position of 
the Company, and enable them to ensure that the financial statements comply with the requirements of the 
Companies Act 2006, and as regards the Group financial statements, Article 4 of the IAS Regulation. They are 
also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the 
prevention and detection of fraud and other irregularities.
Website publication
The directors are responsible for ensuring the annual report and financial statements are made available on a 
website. Financial statements are published on the Group’s UK website in accordance with legislation in the 
United Kingdom governing the preparation and dissemination of financial statements, which may vary from 
legislation in other jurisdictions. The maintenance and integrity of the Group’s UK website is the responsibility 
of the directors. The directors’ responsibility also extends to the ongoing integrity of the financial statements 
contained therein.
Directors’ responsibility statement pursuant to DTR4
The directors confirm to the best of their knowledge:
 The Group financial statements have been prepared in accordance with International Financial Reporting 
Standards as adopted by the European Union (IFRSs) and Article 4 of the IAS Regulation and give a true 
and fair view of the assets, liabilities, financial position and profit and loss of the Group.
 The annual report includes a fair review of the development and performance of the business and the 
financial position of the Group and the Parent Company, together with a description of the principal risks 
and uncertainties that they face.
Statement of Directors’ 
Responsibilities 34
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Independent Auditor’s Report 
to the members of Haynes 
Publishing Group P.L.C.
We have audited the financial statements of Haynes Publishing Group P .L.C. for the year ended 31 May 
2013 which comprise the Consolidated Income Statement, the Consolidated Statement of Comprehensive 
Income, the Consolidated Balance Sheet, the Consolidated Statement of Changes in Equity, the Consolidated 
Cash Flow Statement, the related notes to the Consolidated Financial Statements, the Company Balance 
Sheet and the notes to the Company Accounts. The 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 European Union. The financial reporting framework that has been applied 
in preparation of the Parent Company financial statements is applicable law and United Kingdom Accounting 
Standards (United Kingdom Generally Accepted Accounting Practice).
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 
of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s 
members those matters we are required to state to them in an 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 auditors
As explained more fully in the statement of directors’ responsibilities, the directors are responsible for 
the preparation of the financial statements and for being satisfied that they give a true and fair view. Our 
responsibility is to audit and express an opinion on the financial statements in accordance with applicable 
law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the 
Auditing Practices Board’s (APB’s) Ethical Standards for Auditors. 
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements is provided on the Financial Reporting Council’s 
website at www.frc.org.uk/auditscopeukprivate.
Opinion on financial statements
In our opinion: 
 affairs as at 31 May 2013 and of the Group’s profit for the year then ended;
 European Union;
 Kingdom Generally Accepted Accounting Practice; and
 2006; and, as regards the Group financial statements, Article 4 of the IAS Regulation. 35
Opinion on other matters prescribed by the Companies Act 2006
In our opinion:
 with the Companies Act 2006; and
 prepared is consistent with the financial statements.
 e information given in the corporate governance statement set out on pages 20 to 25 of the annual 
report with respect to internal control and risk management systems in relation to financial reporting 
processes and about share capital structures 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:
 audit have not been received from branches not visited by us; or
 are not in agreement with the accounting records and returns; or
 Under the Listing Rules we are required to review:
 provisions of the UK Corporate Governance Code specified for our review; and 
 Paul Anthony  (Senior Statutory Auditor)
For and on behalf of BDO LLP , Statutory Auditor 
Southampton 
United Kingdom 
20 September 2013
BDO LLP is a limited liability partnership registered in England and Wales (with registered number 0C305127) 36
2013 2012
Continuing operations £000 £000
Note 2 Revenue 27,632 29,814
Cost of sales (11,490) (11,964)
Gross proﬁt 16,142 17,850
Other operating income 59 72
Distribution costs (6,922) (7,073)
Administrative expenses (5,526) (5,756)
Note 4 Operating proﬁt 3,753 5,093
Note 6 Finance income 1,447 1,405
Note 7 Finance costs (1,579) (1,786)
Proﬁt before taxation from continuing operations 3,621 4,712
Note 8 Taxation (1,135) (1,487)
Proﬁt for the period from continuing operations 2,486 3,225 
Attributable to : 
Equity holders of the Company 2,476 3,211
Non-controlling interests 10 14
2,486 3,225
Note 9 Earnings per 20p share Pence Pence
Earnings per share from continuing operations
            – Basic 16.4 20.0
            – Diluted 16.4 20.0
Consolidated Income Statement
Year ended 31 May 2013
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Financial Statements 37
Consolidated Statement of Comprehensive Income
Year ended 31 May 2013
2013 2012
£000 £000
Proﬁt for the period 2,486 3,225
Other comprehensive income
Exchange differences on translation of foreign operations 874 725
Actuarial gains/(losses) on retirement beneﬁt obligation
- UK Scheme (1,948) (888)
- US Scheme (718) 934
Deferred tax on retirement beneﬁt obligation
- UK Scheme 448 213
- US Scheme 287 (373)
Deferred tax arising on change in UK corporation tax rate (98) (181)
Other comprehensive income recognised directly in equity (1,155) 430
Total comprehensive income for the ﬁnancial period 1,331 3,655
Attributable to :
Equity holders of the Company 1,321 3,641
Non-controlling interests 10 14
1,331 3,655 38
2013 2012
£000 £000
Non-current assets
Note 11 Property, plant and equipment 10,082 9,877
Note 12 Intangible assets 18,336 17,250
Note 17 Deferred tax assets 4,997 4,316
Total non-current assets 33,415 31,443
Current assets
Note 13 Inventories 13,335 13,376
Note 14 Trade and other receivables 8,018 8,759
Note 15 Cash and cash equivalents 6,178 4,775
Total current assets 27,531 26,910
Total assets 60,946 58,353
Current liabilities
Note 16 Trade and other payables (4,472) (4,278)
Current tax liabilities (932) (327)
Note 15 Bank overdrafts (73) -
Total current liabilities (5,477) (4,605)
Non-current liabilities
Note 17 Deferred tax liabilities (4,244) (3,988)
Note 19 Retirement beneﬁt obligation (12,079) (9,980)
Total non-current liabilities (16,323) (13,968)
Total liabilities (21,800) (18,573)
Net assets
39,146 39,780
Equity
Note 20 Share capital 3,270 3,270
Share premium 638 638
Treasury shares (2,447) (2,447)
Retained earnings 32,276 33,794
Foreign currency translation reserve 5,370 4,496
Capital and reserves attributable to equity shareholders 39,107 39,751
Equity attributable to non-controlling interests 39 29
Total equity 39,146 39,780
The financial statements were approved by the board of directors and authorised for issue on  
20 September 2013 and were signed on its behalf by:
 JHC Haynes                                         E Oakley
 Director                                                   Director
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Consolidated Balance Sheet
At 31 May 2013
Financial Statements 39
Share
capital
Share
premium
Treasury 
shares
Foreign
currency
translation
reserve
Retained
earnings Sub-total
Non-
controlling
interests Total
£000 £000 £000 £000 £000 £000 £000 £000
Balance at 1 June 2011 3,270  638  - 3,771 33,368 41,047 15 41,062
Proﬁt for the period - - - - 3,211 3,211 14 3,225
Other comprehensive income:
Currency translation adjustments - - - 725 - 725 - 725
Actuarial losses on deﬁned beneﬁt  
plans (net of tax) - - - - (295) (295) - (295)
Total other comprehensive income - - - 725 (295) 430 - 430
Total comprehensive income - - - 725 2,916 3,641 14 3,655
Dividends (note 10) - - - - (2,490) (2,490) - (2,490)
Purchase of shares for treasury - - (2,447) - - (2,447) - (2,447)
Balance at 31 May 2012 3,270 638 (2,447) 4,496 33,794 39,751 29 39,780
Proﬁt for the period - - - - 2,476 2,476 10 2,486
Other comprehensive income:
Currency translation adjustments - - - 874 - 874 - 874
Actuarial losses on deﬁned beneﬁt  
plans (net of tax) - - - - (2,029) (2,029) - (2,029)
Total other comprehensive income - - - 874 (2,029) (1,155) - (1,155)
Total comprehensive income - - - 874 447 1,321 10 1,331
Dividends (note 10) - - - - (1,965) (1,965) - (1,965)
Balance at 31 May 2013 3,270 638 (2,447) 5,370 32,276 39,107 39 39,146
Consolidated Statement of Changes in Equity
Year ended 31 May 2013 40
2013 2012
Cash ﬂows from operating activities - continuing £000 £000
Proﬁt after tax 2,486 3,225
Adjusted for :
Income tax expense 1,135 1,487
Interest payable and similar charges 2 1
Interest receivable (14) (23)
Interest charges on pension liabilities less expected return on pension 
assets
144 403
Operating proﬁt 3,753 5,093
Depreciation on property, plant and equipment 843 962
Amortisation of intangible assets 1,963 1,599
IAS 19 pensions current service cost net of contributions paid (736) (867)
Gain on disposal of property, plant and equipment (7) (26)
5,816 6,761
Changes in working capital :
Decrease in inventories 133 310
Decrease in receivables 854 1,814
Increase/(decrease) in payables 103 (208)
Net cash generated from operations 6,906 8,677
Tax paid (433) (1,545)
Net cash generated by operating activities 6,473 7,132
Investing activities
Disposal proceeds on property, plant and equipment 10 29
Purchases of property, plant and equipment (963) (731)
Expenditure on development costs (2,389) (2,198)
Interest received 14 23
Net cash used in investing activities (3,328) (2,877)
Financing activities
Dividends paid (1,965) (2,490)
Purchase of treasury shares - (2,447)
Interest paid (2) (1)
Net cash used in ﬁnancing activities (1,967) (4,938)
Note 22 Net increase in cash and cash equivalents 1,178 (683)
Cash and cash equivalents at beginning of year 4,775 5,383
Effect of foreign exchange rate changes 152 75
Note 22
Cash and cash equivalents at end of year 6,105 4,775
Consolidated Cash Flow Statement
Year ended 31 May 2013
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Financial Statements 41
1 Principal accounting policies
  Haynes Publishing Group P .L.C. (the “Company”) is a company domiciled in the United Kingdom. The 
address of the registered ofﬁce is given on page 13. The Consolidated Financial Statements of the 
Company for the year ended 31 May 2013 comprise the Company and its subsidiaries (together referred 
to as the “Group”). The accounting policies contained below and the disclosures in notes 2 to 26 all 
relate to the Group’s ﬁnancial statements. The Company has elected to prepare its Parent Company 
ﬁnancial statements in accordance with UK GAAP . The Parent Company Balance Sheet can be  
found on page 76 and the applicable accounting policies of the Parent Company are contained in  
notes 27 to 39. 
 
 Basis of preparation
  The Group ﬁnancial statements have been prepared and approved by the directors in accordance 
with International Financial Reporting Standards (IFRS’s) as adopted by the European Union and the 
Companies Act 2006 applicable to companies reporting under IFRS. 
  The Group ﬁnancial statements have been prepared on the historical cost basis except for the treatment 
of certain ﬁnancial instruments and are presented in sterling, with all values rounded to the nearest 
thousand pounds (£000) except as indicated otherwise.
 (a) New standards, amendments to standards or interpretations effective in 2012/13
  During the Group’s ﬁnancial year beginning 1 June 2012 the following new standards and amendments 
to standards became effective for the ﬁrst time. 
  IFRS 7 (amendment): ‘Financial Instruments: Disclosures’, has been introduced to help investors and 
other ﬁnancial statement users to better assess the effect or potential effect of offsetting arrangements 
on a company’s ﬁnancial position. 
  IAS 12 (amendment): ‘Income Taxes’, IAS 12 requires an entity to measure the deferred tax relating 
to an asset depending on whether the entity expects to recover the carrying amount of the asset 
through use or sale. It can be difﬁcult and subjective to assess whether recovery will be through use or 
through sale when the asset is measured using the fair value model in IAS 40 Investment Property. The 
amendment provides a practical solution to the problem by introducing a presumption that recovery of 
the carrying amount will normally be through sale.
  The above amendments were either not relevant or did not have a material impact on the Group during 
the year.
    
 (b) New standards, amendments to standards or interpretations not yet applied
  The International Accounting Standards Board (IASB) and International Financial Reporting Interpretations 
Committee (IFRIC) have issued the following standards, amendments and interpretations with an effective 
date falling after the date of these ﬁnancial statements.
Notes to the Consolidated Financial Statements
Year ended 31 May 2013 42
1 Principal accounting policies (continued)
 
 International Accounting Standards (IAS/IFRS) Effective date 
       for periods commencing
 IAS 1 (amendment) Presentation of Financial Statements:  1 July 2012 
  Other Comprehensive Income 
 IAS 19 (amendment): Employee beneﬁts 1 January 2013
 IFRS 7:  Financial Instruments: Disclosures 1 January 2013
 IFRS 10: Consolidated ﬁnancial statements 1 January 2013
 IFRS 11: Joint arrangements 1 January 2013
 IFRS 12: Disclosure of interests in other entities 1 January 2013
 IFRS 13:  Fair value measurement 1 January 2013
 IAS 27 (revised): Separate ﬁnancial statements 1 January 2013
 IAS 28 (revised): Investments in associates and joint ventures 1 January 2013
 IAS 36 (amendment): Impairment of Assets 1 January 2014
 IFRIC 21: Levies   1 January 2014
 IFRS 9:  Financial Instruments 1 January 2015
  In addition to the above, amendments resulting from the Annual Improvements 2009-2011 Cycle was issued in 
May 2012 with an effective date for periods commencing 1 January 2013. This was a collection of amendments 
to ﬁve standards including; IFRS 1 ‘First-time adoption of International Financial Reporting Standards’, IAS 1 
‘Presentation of Financial Statements’, IAS 16 ‘Property, Plant and Equipment’, IAS 32 ‘Financial Instruments: 
Presentation’ and IAS 34 ‘Interim Financial Reporting’.
 
  The above standards, amendments to standards and interpretations will be adopted in accordance with their 
effective dates and have not been adopted in these ﬁnancial statements. The directors do not anticipate that the 
adoption of the above standards and interpretations will have a material impact on the ﬁnancial statements of the 
Group in the period of initial application with the exception of IAS19 (revised). 
 
  The amendments to IAS 19 Employee Beneﬁts (Revised) are applicable for companies with ﬁnancial year ends 
beginning on or after 1 January 2013 and so will impact the Group for the ﬁrst time next year. The main impact 
for the Group will be to restrict the rate used to calculate the return on the scheme’s assets, to the scheme’s 
discount rate, rather than using a rate of return which is more appropriate to the various classes of asset. The 
change is expected to increase the net pension interest cost in next year’s Consolidated Income Statement by 
approximately £0.35m. 
 
 Basis of consolidation
  The Consolidated Financial Statements incorporate the ﬁnancial statements of the Company and entities 
controlled by the Company made up to the reporting date. Control is achieved where the Company has the 
power to govern the ﬁnancial and operating policies of an investee entity so as to obtain beneﬁts from its 
activities. 
 
  On acquisition, the assets, liabilities and contingent liabilities of a subsidiary are measured at their fair values at 
the date of acquisition. Any excess of the fair value of consideration over the fair values of the identiﬁable net 
assets acquired is recognised as goodwill. Any deﬁciency of the fair value of consideration below the fair values of 
the identiﬁable net assets acquired (i.e. discount on acquisition) is credited to the Consolidated Income Statement 
at the date of acquisition. 
 
  The results of subsidiary undertakings acquired or disposed of in the year are included in the Consolidated 
Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. 
Where necessary, adjustments are made to the ﬁnancial statements of subsidiaries to bring the accounting 
policies used into line with those used by the Group. 
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Notes to the Consolidated Financial Statements
Year ended 31 May 2013 43
1 Principal accounting policies (continued)
  Non-controlling interests represent the portion of proﬁt or loss and net assets in subsidiaries that is not 
held by the Group and is presented within equity in the Consolidated Balance Sheet, separately from the 
Company shareholders equity.
 All intra-group transactions, balances, income and expenses are eliminated on consolidation.
 Intangible assets and goodwill
  All business combinations are accounted for by applying the purchase method. Goodwill arising on 
consolidation represents the excess of the fair value of consideration over the Group’s interest in the fair 
value of the identiﬁable assets and liabilities of a subsidiary, associate or jointly controlled entity at the 
date of acquisition and is included in the balance sheet under the  heading of intangible assets.
  For acquisitions made prior to 1 June 2004, goodwill is recorded on the basis of its deemed cost which 
represented its carrying value at 1 June 2004 under UK GAAP .
   The goodwill is allocated to cash generating units and reviewed for impairment at least annually. On 
disposal of a subsidiary, associate or jointly controlled entity, the attributable amount of goodwill is 
included in the determination of the proﬁt and loss on disposal.  
  Where applicable, adjustments are made to bring the accounting policies of an acquired  business into 
alignment with those of the Group. Any costs associated with reorganising or restructuring the business 
are charged directly to the Consolidated Income Statement. If at the balance sheet date the fair value of 
the acquiree’s identiﬁable assets, liabilities and  contingent liabilities can only be established provisionally 
these values are used. Any adjustments to these values made within 12 months of the acquisition date 
are taken as adjustments to goodwill.
  Intangible assets acquired separately are measured on initial recognition at cost. An intangible resource 
acquired in a business combination is only recognised as an intangible asset if it is separable from the 
acquired business or arises from contractual or legal rights, is expected to generate future economic 
beneﬁts and its fair value can be measured reliably. An intangible asset with a ﬁnite life is amortised on a 
straight line basis so as to charge its cost which, in respect of an acquired intangible asset, represents 
its fair value at the acquisition date, to the Consolidated Income Statement over its expected useful life. 
An intangible asset with an indeﬁnite or indeterminate life is not amortised but is tested at least annually 
for impairment and carried at costs less any recognised impairment losses.
  Computer software that is not integral to an item of property, plant and equipment is recognised separately 
as an intangible asset. Amortisation is provided on a straight line basis so as to charge the cost of the 
software to the Consolidated Income Statement over its expected useful life within the business.
 The estimated useful lives of assets are as follows: 
 Trademarks, domain names, copyright, know-how  Indeterminate life
 Goodwill    Indefinite life
 Development costs   5 years 44
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
1 Principal accounting policies (continued)
 Research and development costs
 All research expenditure is charged to the income statement in the period in which it is incurred. 
  
  Development expenditure is charged to the income statement in the period in which it is incurred unless it 
relates to either the development of a new product or an enhancement to an  existing product where the 
commercial viability of the product can be proven, the costs can be separately identiﬁed and measured 
reliably, the development is expected to bring future economic beneﬁt to the Group and the Group has 
sufﬁcient resources and intends to complete  the development and to use or sell the asset. Any such 
capitalised development expenditure is amortised on a straight line basis so that it is expensed to the 
income statement over the expected life of the product.
  
 Revenue recognition
  Revenue is measured at the fair value of the consideration received or receivable for goods or services 
provided in the normal course of business, net of discounts and sales related taxes. The following speciﬁc 
recognition criteria also apply :
  Revenue from the sale of printed product is recognised when the goods are despatched and the signiﬁcant 
risks and rewards of ownership are passed to the customer and can be reliably measured.
  Revenue from the sale of digital data through subscriptions and software licenses is recognised on a 
straight line basis over the period of the subscription or license or if non-refundable, once the license has 
been delivered. In both cases revenue is only recognised once the substantial obligations of the vendor 
have been fulﬁlled.
  Revenue from the sale of publishing rights and brand licensing arrangements is recognised once the 
content has been delivered and the substantial obligations of the vendor have been fulﬁlled.
   
 Foreign currencies
  Transactions in foreign currencies are translated to sterling at the rate ruling on the date of the transaction. 
Exchange differences arising from the movement in rates between the date of transaction and the date of 
settlement are taken to the Consolidated Income Statement as they arise.
   
  Assets (including goodwill) and liabilities of overseas subsidiaries are translated to sterling at the rate ruling 
on the balance sheet date. The results of that subsidiary are translated at an average rate of exchange for 
the year.
 
  Exchange gains or losses arising on the translation of the opening net assets of an overseas subsidiary, 
together with exchange differences arising on the use of the average rate of exchange, are taken to 
reserves.
 
  The foreign exchange rates used in the ﬁnancial statements to consolidate the overseas subsidiaries are as 
follows (local currency equivalent to £1):
Year-end rate Average rate
2013 2012 2013 2012
US dollar 1.52 1.54 1.57 1.59
Euro 1.17 1.24 1.22 1.18
Swedish krona 10.06 11.19 10.38 10.59
Australian dollar 1.58 1.59 1.53 1.53
Notes to the Consolidated Financial Statements
Year ended 31 May 2013 45
1 Principal accounting policies (continued)
 Treasury shares
  Shares in Haynes Publishing Group P .L.C. held by the Company are classiﬁed as part of shareholders 
equity as treasury shares and are recognised at cost. The consideration received for the sale of shares 
held in treasury is also recognised in equity, with any difference between the proceeds from the sale of 
the shares and their original cost being taken directly to revenue reserves. No gain or loss is recognised 
in the Consolidated Statement of Comprehensive Income on the purchase, sale or cancellation of the 
treasury shares.
 Impairment of non-current assets
  All non-current assets are tested for impairment whenever events or circumstances indicate that 
their carrying value might be impaired. In addition, intangible assets and goodwill with an indeﬁnite or 
indeterminable life are subject to at least an annual impairment test.
 
  An impairment loss is recognised to the extent that an asset’s carrying value exceeds its recoverable 
amount, which will represent the higher of the asset’s fair value less costs to sell and its value in use. 
An asset’s value in use represents the present value of the future cash ﬂows expected to be derived 
from the asset. Where it is not possible to estimate the recoverable amount of an individual asset, an 
impairment review is undertaken in relation to the cash generating unit to which the asset belongs. The 
recoverable amount of  goodwill is determined by reference to the discounted future cash ﬂows of the 
cash generating unit to which it is allocated.
  Impairment losses recognised in previous periods for an asset other than goodwill are reversed if there 
has been a change in estimates used to assess the asset’s recoverable amount. The carrying amount of 
an asset shall not be increased above the amount that would have been determined had no loss been 
recognised in prior periods. Impairment losses recognised in relation to goodwill are not reversed.
 Impairment losses when recognised are passed through the Consolidated Income Statement.
 Property, plant and equipment
  Property, plant and equipment assets are held in the Consolidated Balance Sheet at cost (cost 
comprising the acquisition cost of the assets along with any other attributable costs at the date of 
acquisition).
  Depreciation is provided to write off the cost of property, plant and equipment less any estimated current 
residual values, by equal instalments over their estimated useful lives. Residual values are based on 
commercial and industry experience and where appropriate using  the services of professional surveyors. 
 
  While the estimated useful life of an asset is determined on acquisition, using best estimates, both 
residual values and estimated useful lives are monitored on an annual basis. Where the estimated 
current residual value is in excess of the net book value of the asset concerned, no depreciation is 
charged during the period.    
 
 The estimated useful lives of assets are as follows:
 Freehold buildings   40 years
 Leasehold property   The period of the lease
 Plant and equipment   3 years to 20 years
 
 Freehold land is not depreciated.
 
 The gain or loss arising on the disposal or retirement of an asset is determined as the difference 
 between the sales proceeds and the carrying amount of the asset and is recognised in the 
 Consolidated Income Statement. 46
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
1 Principal accounting policies (continued) 
 Inventories 
  Stock and work in progress are valued at the lower of cost and net realisable value. Cost comprises direct 
materials, other direct costs and labour together with an appropriate  proportion of overheads. 
 
  The cost of editorially originating a new title (i.e. the costs of writing, photographing and editing a title) are 
expensed to the Consolidated Income Statement to match against the corresponding revenue from such titles 
over a period not exceeding 5 years. Provision is made against slow moving and obsolete stock to ensure the 
value at which stock is held in the balance sheet is reﬂective of anticipated future sales patterns. The period 
before a provision is made varies between product categories but for general publishing related titles does not 
exceed 2 years and for technical motoring titles does not exceed 5 years.
 
 Leases 
  Where a Group Company enters into a lease which entails taking substantially all the risks and rewards of 
ownership of an asset, the lease is treated as a “ﬁnance lease”. The asset is recorded in the balance sheet 
as property, plant and equipment and is depreciated over its estimated useful life or the term of the lease, 
whichever is shorter. Future instalments under such leases, net of ﬁnance charges, are included within 
creditors. Rentals payable are apportioned between the ﬁnance element, which is charged to the Consolidated 
Income Statement and the capital element which reduces the outstanding obligation for future instalments.
  All other leases are accounted for as “operating leases” and the rental costs are charged to the Consolidated 
Income Statement on a straight line basis over the life of the lease. 
 
 Taxation  
  The tax expense represents the aggregate of the tax currently payable and deferred tax. The tax currently 
payable is based on taxable proﬁt for the period. Taxable proﬁt differs from net proﬁt as reported in the 
income statement as it excludes items of income or expense that are taxable or deductible in other years 
and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is 
calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.
  Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts 
of assets and liabilities in the ﬁnancial statements and the corresponding tax bases used in the computation 
of taxable proﬁt, and is accounted for using the balance sheet liability method. Deferred tax assets are 
generally recognised to the extent that it is probable that taxable proﬁts will be available against which 
deductible temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed 
at each balance sheet date and reduced to the extent that it is no longer probable that sufﬁcient taxable 
proﬁts will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax 
rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax 
is charged or credited in the Consolidated Income Statement, except when it relates to items charged or 
credited directly to equity, in which case the deferred tax is also dealt with in equity.
  
 Pension and other post retirement beneﬁts  
  Payments to deﬁned contribution retirement beneﬁt schemes are charged as an expense as they fall due. 
For deﬁned beneﬁt retirement schemes, the cost of providing beneﬁts is determined using the projected unit 
credit method, with actuarial valuations being carried out at each balance sheet date. Actuarial gains and 
losses are recognised in full in the period in which they occur. They are recognised outside the Consolidated 
Income Statement and presented in the Consolidated Statement of Comprehensive Income. Past service 
costs are recognised immediately to the extent that the beneﬁts are already vested, and otherwise are 
amortised on a straight-line basis over the average period until the beneﬁts become vested.
  The retirement beneﬁt obligation recognised in the balance sheet represents the present value of the deﬁned 
beneﬁt obligation as adjusted for unrecognised past service cost, and as reduced by the fair value of 
scheme assets. 47
1 Principal accounting policies (continued)
 
 Dividends payable
  The liability for ﬁnal dividends is recorded when the dividends are approved by the Company’s 
shareholders. For interim dividends, the liability is recorded when the dividends are paid.
 Financial instruments
  Financial assets and ﬁnancial liabilities are recognised on the Group’s balance sheet when the Group 
becomes a party to the contractual provisions of the instrument. Financial assets which include 
trade receivables and cash and cash equivalents are treated as loans and receivables and carried at 
amortised cost.
 
 Trade and other receivables
  Trade receivables are recorded at original invoice amount less an allowance for estimated irrecoverable 
amounts. 
 
  A provision for impairment of trade receivables is established when there is objective evidence that the 
Group will not be able to collect all amounts due according to the original terms of the receivables. The 
amount of the provision is recognised in the Consolidated Balance Sheet and the cost of irrecoverable 
trade receivables is recognised in the Consolidated Income Statement immediately.
  Customer allowances, which are earned by customers on reaching targeted levels of sales are netted 
against trade receivables on the Consolidated Balance Sheet.
  Where an advance is paid to an author, ahead of a title’s publication, the advance is held as an asset 
on the Consolidated Balance Sheet and is classiﬁed within other debtors. Once the title has been 
published, royalties earned against the title will be offset against the author’s advance until the advance 
royalty has been cleared. Where it is deemed unlikely that future sales activity will clear the outstanding 
royalty advance, a provision is made to write-down the asset to its expected recoverable amount.
 Bank borrowings
 Interest-bearing bank loans and overdrafts are recorded at fair value and carried at amortised cost.
 Trade payables
 Trade payables are not interest bearing and are recognised and carried at the original invoice amount.
 
 Provisions
  A provision is recognised in the Consolidated Balance Sheet when a Group entity has a legal or constructive 
obligation as a result of a past event, that can be estimated reliably and it is probable that an outﬂow of 
economic beneﬁts will be required to settle the obligation. If the effect is material, a provision will be made by 
discounting the expected future cash ﬂows at a pre-tax rate which reﬂects current market assessments of the 
time value of money and, where appropriate, the risks speciﬁc to the liability.
 
 Cash and cash equivalents
  Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term 
highly liquid investments with original maturities of three months or less and bank overdrafts. Bank 
overdrafts are shown within borrowings in current liabilities on the Consolidated Balance Sheet. For the 
purposes of the Group Cash Flow Statement, cash and cash equivalents are as deﬁned above, net of 
outstanding bank overdrafts.
 
  48
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
1 Principal accounting policies (continued) 
 Critical accounting estimates and judgements
  The preparation of the Consolidated Financial Statements requires the Group to make certain estimates 
and assumptions that have an impact on the application of the policies and the amounts reported in 
the Consolidated Financial Statements. Estimates and judgements are evaluated based on historical 
experiences and expected outcomes and are believed to be reasonable at the time such estimates and 
judgements are made, although actual experience may vary from these estimates.
  The estimates and assumptions which have the most signiﬁcant bearing on the carrying value of assets or 
liabilities are explained below:
 
 i)  Impairment of intangible assets
  In line with IAS 36 the Group is required to test the carrying value of goodwill and intangible assets with 
indeﬁnite or indeterminate lives, at least annually, for impairment. As part of this review process, the 
recoverable amount of the asset is determined using value in use calculations, which requires estimates 
of future cash ﬂows and as such is subject to estimates and assumptions. Further details are contained in 
note 12 to the Consolidated Financial Statements.
 
 ii) Depreciation of property, plant and equipment
 
  Depreciation is provided in the Consolidated Financial Statements so as to write-down the respective 
assets to their residual values over their estimated useful lives and as such, the selection of the estimated 
useful lives and the expected residual values of the assets requires the use of estimates and judgements. 
Details of the estimated useful lives are as shown in the policy note for depreciation.
 iii) Impairment of property, plant and equipment 
  Where there is an indication that the carrying value of items of property, plant and equipment may have 
been impaired through events or changes in circumstances during the year, a review will be undertaken of 
the recoverable amount of that asset based on value in use calculations which will involve estimates and 
assumptions to be made by management (refer to note 11 of the Consolidated Financial Statements). 
  
 iv) Pensions and other post retirement beneﬁts 
  In determining the pension cost and the defined benefit obligation of the Group’s defined benefit pension 
schemes a number of assumptions are used. These assumptions include an appropriate discount rate, 
the levels of salary escalation and price inflation, the expected return on the schemes’ investments and 
mortality rates. Further details are contained in note 19 to the Consolidated Financial Statements. 
 v) Inventory provisions
 
  The Group reviews its finished goods inventory on a regular basis and, where appropriate, makes provision 
for slow moving and obsolete stock based on estimates of future sales activity. The estimates of future sales 
activity will be based on both historical experience and expected outcomes based on knowledge of the 
markets in which the Group operates (refer to note 13 of the Consolidated Financial Statements).
 vi) Origination amortisation
 
  The cost of editorially originating a new title is expensed to the Consolidated Income Statement to match 
against the corresponding revenue from such titles, over a period not exceeding 5 years. The assessment 
of future sales activity is based upon estimates from management using both historical experience and 
expected outcomes based on knowledge of the markets in which the Group operates.
 vii) Development costs
  The capitalisation and subsequent amortisation of development costs requires management to make 
certain judgements regarding the future commercial viability of the development activity and the 
businesses ability to devote the appropriate level of resources to complete the development project and 
sell or use the asset.  49
2 Revenue
  
Revenue and non-current assets by  
geographical destination on 
continuing operations
2013
External 
revenue
2013
Non-current 
assets 
[1]
2012
External 
revenue
2012
Non-current 
assets 
[1]
£000 £000 £000 £000
United Kingdom 6,808 3,300 7,415 3,259
Rest of Europe 6,106 13,138 5,918 11,612
United States of America 11,164 10,202 12,888 10,509
Australia 2,553 1,778 2,496 1,747
Rest of World 1,001 - 1,097 -
Total* 27,63228,418 29,814 27,127
*Analysed as follows:
Revenue from sales of printed products 22,209 24,692
Revenue from sales of digital data through  
subscriptions and software licenses 5,160 4,698
Revenue from the sale of publishing rights and 
brand licensing arrangements 263 424
Total consolidated revenue 27,632 29,814
  
 
[1] 
The analysis of non-current assets excludes deferred tax assets.
  
3  Segment information
 
 
  For management and internal reporting purposes, the Group is organised into two geographical operating 
segments as follows:
 – UK and Europe
 – North America and Australia
  The UK and European business with headquarters in Sparkford, Somerset has subsidiaries in the 
Netherlands, Italy, Spain, Romania and Sweden. Its core business is the publication and supply of 
automotive repair and technical information to the professional automotive and DIY aftermarkets in both 
a printed and digital format.
  The North American and Australian business with headquarters near Los Angeles, California publishes 
DIY repair manuals for cars and motorcycles in both a printed and digital format. The business publishes 
titles under the Haynes and Chilton brands,  in both the English and Spanish languages. It also has a 
branch operation in Sydney, Australia which publishes similar products under both the Haynes and 
Gregory’s brands.
 
  The above two operating segments are each organised and managed separately and are treated as 
distinct operating and reportable segments in line with the provisions of IFRS 8. The identiﬁcation of the 
two operating segments is based on the reports reviewed by the chief operating decision maker, which 
form the basis for operational decision making. 50
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
3 Segment information (continued)
Analysis by operating segment
UK & Europe
North America
& Australia
 
Consolidated
2013 2012 2013 2012 2013 2012
£000 £000 £000 £000 £000 £000
Segmental revenue
Total segmental revenue 14,022 14,780 16,162 17,745 30,184 32,525
Inter-segment sales 
[1]
(356) (423) (2,196) (2,288) (2,552) (2,711)
Total external revenue 
[2]
 13,666 14,357 13,966 15,457 27,632 29,814
Segment result
Segment operating proﬁt before interest 885 1,759 1,746 2,606 2,631 4,365
Interest receivable 5 3 9 20 14 23
Interest payable - - - (1) - (1)
Segment proﬁt after interest 890 1,762 1,755 2,625 2,645 4,387
Unallocated head ofﬁce income less 
expenses (152) (246)
Segment profit before tax  
and adjustments 2,493 4,141
Reconciliation to consolidated proﬁt before tax :
IAS 16 Property, plant & equipment 
[3]
70 30
IAS 19 Employee beneﬁts 
[4]
836 322
IFRS 3 Business combinations 
[5]
222 219
Consolidated proﬁt before tax 3,621 4,712
Taxation
 [6]
(1,135) (1,487)
Consolidated proﬁt after tax 2,486 3,225
 
[1]
 Inter-segment sales are charged at the prevailing market rates.
 
[2]
  Included within the overall revenue ﬁgures is revenue of £2.8 million (2012: £3.1 million)  which relates to a 
single customer of the North American  and Australian segment.
 
[3]
  In the segmental reporting, freehold buildings are depreciated over 40 years - under IAS 16 the residual 
value of buildings reﬂect the expected value at the end of their useful life resulting in an adjustment to 
depreciation.
 
[4]
  In the segmental reporting, pension contributions are expensed and the assets and liabilities of a deﬁned 
beneﬁt pension scheme are held separately from the Group - under IAS 19 the Consolidated Income 
Statement and Consolidated Statement of Comprehensive Income are adjusted to reﬂect the annual 
current service cost and actuarial gains and losses arising on a deﬁned beneﬁt pension scheme and the 
net surplus/(deﬁcit) on the scheme is included in the Consolidated Balance Sheet.
 
[5]
  In the segmental reporting, goodwill is amortised over a period not exceeding 20 years - under IFRS 3 
goodwill is reviewed annually for impairment but not amortised.
 
[6]
  The charge to taxation relates to the consolidated Group. Included within the taxation charge is £106,000 
(2012: £206,000) which relates to the UK & European operations and £780,000 (2012: £1,024,000) 
which relates to the North American & Australian operations. 51
3 Segment information (continued)
 
Segment assets and liabilities North
UK & America
Europe & Australia Eliminations Consolidated
2013 2013 2013 2013
£000 £000 £000 £000
Segment assets
Property, plant and equipment 999 5,613 - 6,612
Intangible assets 5,650 1,952 - 7,602
Working capital assets 10,746 17,804 (929) 27,621
Segment total assets 17,395 25,369 (929) 41,835
Unallocated head ofﬁce assets 
[5]
11,815
Unallocated head ofﬁce eliminations (2,368)
51,282
Reconciliation to total consolidated assets :
IAS 16 Property, plant and equipment 
[1]
1,296
IAS 19 Employee beneﬁts 
[2]
2,934
IAS 38 Intangible assets 
[3]
1,520
IFRS 3 Business combinations
 [4]
3,914
Consolidated total assets 60,946
Segment liabilities
Segment working capital liabilities 3,579 3,775 (1,307) 6,047
Unallocated head ofﬁce liabilities 
[5]
11,786
Unallocated head ofﬁce eliminations (84)
17,749
Reconciliation to total consolidated liabilities :
IAS 19 Employee beneﬁts
 [2]
(193)
Deferred tax 4,244
Consolidated total liabilities
21,800
  
 
[1]
  In the segmental reporting, freehold buildings are depreciated over 40 years - under IAS 16 the residual 
value of buildings reﬂect the expected value at the end of their useful life resulting in an adjustment to 
depreciation.
 
[2]  
In the segmental reporting, pension contributions are expensed and the assets and liabilities of a deﬁned 
beneﬁt pension scheme are held separately from the Group - under IAS 19 the Consolidated Income 
Statement and Consolidated Statement of Comprehensive Income are adjusted to reﬂect the annual 
current service cost and actuarial gains and losses arising on a deﬁned beneﬁt pension  scheme and the 
net surplus/(deﬁcit) on the scheme is included in the Consolidated Balance Sheet.  
 
[3]
  In the segmental reporting, the excess of the net assets acquired on a business combination over the 
consideration is shown as goodwill - under IAS 38 speciﬁc intangible assets are created and adjusted 
for deferred tax arising on acquisition.
 
[4]
  In the segmental reporting, goodwill is amortised over a period not exceeding 20 years - under IFRS 3 
goodwill is reviewed annually for impairment but not amortised.
 
[5]
  The unallocated head ofﬁce assets primarily relate to freehold property, deferred tax assets and amounts 
owed by subsidiary undertakings. The unallocated head ofﬁce liabilities primarily relate to  the deﬁcit on 
the UK’s multi-employer deﬁned beneﬁt pension scheme and tax liabilities. 52
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
3 Segment information (continued)
 
Segment assets and liabilities North
UK & America
Europe & Australia Eliminations Consolidated
2012 2012 2012 2012
£000 £000 £000 £000
Segment assets
Property, plant and equipment 457 5,976 - 6,433
Intangible assets 4,892 2,153 - 7,045
Working capital assets 11,294 16,587 (961) 26,920
Segment total assets 16,643 24,716 (961) 40,398
Unallocated head ofﬁce assets 
[5]
11,551
Unallocated head ofﬁce eliminations (2,180)
49,769
Reconciliation to total consolidated assets :
IAS 16 Property, plant and equipment 
[1]
1,232
IAS 19 Employee beneﬁts 
[2]
2,447
IAS 38 Intangible assets 
[3]
1,271
IFRS 3 Business combinations
 [4]
3,634
Consolidated total assets 58,353
Segment liabilities
Segment working capital liabilities 3,169 2,314 (1,070) 4,413
Unallocated head ofﬁce liabilities 
[5]
10,353
Unallocated head ofﬁce eliminations (230)
14,536
Reconciliation to total consolidated liabilities :
IAS 19 Employee beneﬁts
 [2]
49
Deferred tax 3,988
Consolidated total liabilities
18,573
 
[1]
  In the segmental reporting, freehold buildings are depreciated over 40 years - under IAS 16 the residual 
value of buildings reﬂect the expected value at the end of their useful life resulting in an adjustment to 
depreciation.
 
[2]  
In the segmental reporting, pension contributions are expensed and the assets and liabilities of a deﬁned 
beneﬁt pension scheme are held separately from the Group - under IAS 19 the Consolidated Income 
Statement and Consolidated Statement of Comprehensive Income are adjusted to reﬂect the annual 
current service cost and actuarial gains and losses arising on a deﬁned beneﬁt pension scheme and the 
net surplus/(deﬁcit) on the scheme is included in the Consolidated Balance Sheet.
 
[3]
  In the segmental reporting, the excess of the net assets acquired on a business combination over the 
consideration is shown as goodwill - under IAS 38 speciﬁc intangible assets are created and adjusted 
for deferred tax arising on acquisition.
 
[4]
  In the segmental reporting, goodwill is amortised over a period not exceeding 20 years - under IFRS 3 
goodwill is reviewed annually for impairment but not amortised.
 
[5]
  The unallocated head ofﬁce assets primarily relate to freehold property, deferred tax assets and amounts 
owed by subsidiary undertakings. The unallocated head ofﬁce liabilities primarily relate to the deﬁcit on 
the UK’s multi-employer deﬁned beneﬁt pension scheme and tax liabilities. 53
3 Segment information (continued)
 
Other segment information
North North
UK & America UK & America
 Europe & Australia Consolidated Europe & Australia Consolidated
2013 2013 2013 2012 2012 2012
£000 £000 £000 £000 £000 £000
Segment additions 
to non-current assets 3,093 209 3,302 2,333 596 2,929
Unallocated additions 
to non-current assets 50 -
Total additions to  
non-current assets 3,352 2,929
Segment depreciation 
& amortisation 2,187 618 2,805 1,836 710 2,546
Unallocated depreciation 
& amortisation 1 15
Total depreciation  
& amortisation 2,806 2,561
4 Operating proﬁt
Operating proﬁt is arrived at after charging/(crediting) the following:
2013 2012
£000 £000
Net foreign exchange losses 49 38
Depreciation of property, plant and equipment 843 962
Amortisation of intangible assets 1,963 1,599
Proﬁt on sale of property, plant and equipment (7) (26)
Cost of inventories recognised as an expense 5,691 6,491
Operating lease rentals  – Land and buildings 205 216
                                         – Plant and equipment 209 238
Staff costs (see note 5) 10,282 10,519 54
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
4 Operating proﬁt (continued)
  Auditors remuneration
  
  The total fees payable by the Group to BDO LLP and their associates for work performed during the 
year in respect of audit, tax compliance and other services to the Group and its subsidiary companies 
are shown below:
2013 2012
£000 £000
Fees payable to the Company’s auditor for the audit of 
the Company’s annual accounts 35 35
Fees payable to the Company’s auditor and its associates for other services:  
–  The audit of the Company’s subsidiaries pursuant to legislation 93 87
–  Other services pursuant to legislation 11 11
–  Transaction support services 2 2
–  Tax services 69 68
Fee’s payable in respect of the Group’s pension plans:  
–  Audit 4 6
214 209
 
5 Staff costs
 Employees
  The average number of employees (including directors)  during the year, analysed by category, were as 
follows:     
2013 2012
number number
Production 153 135
Selling and distribution 53 53
Administration 42 44
248 232
 
 The aggregate payroll costs of these persons were as follows:
2013 2012
£000 £000
Wages and salaries 8,509 8,675
Employer’s social security costs 798 816
Employer’s pension costs - deﬁned beneﬁt schemes (note 19) 571 633
Employer’s pension costs - deﬁned contribution schemes 404 395
10,282 10,519
  
  Full details concerning directors’ emoluments, pension entitlements and long term incentive schemes 
are shown in notes 7 and 8 of the  Board Report on Remuneration. 55
6 Finance income
 
2013 2012
£000 £000
Interest receivable on bank deposits 14 23
Expected return on pension scheme assets (note 19) 1,433 1,382
1,447 1,405
 
7 Finance costs
2013 2012
£000 £000
Interest payable on bank loans and overdrafts 2 1
Interest charge on pension scheme liabilities (note 19) 1,577 1,785
1,579 1,786
 
 
8 Taxation
2013 2012
£000 £000
(a) Analysis of charge in the period  
Current tax:
– UK corporation tax on proﬁts of the period (70) 70
– Foreign tax 1,083 1,088
– Adjustments in respect of prior periods 8 (3)
1,021 1,155
Deferred tax (note 17):
– Origination and reversal of temporary differences 114 332
Total taxation in the Consolidated Income Statement 1,135 1,487
 
 
  In April 2013 the rate of UK corporation tax changed from 24% to 23% giving an effective rate of 23.8% 
for the ﬁnancial year ended 31 May 2013. Included in the deferred tax charge above is an amount of 
£16,000 arising from the change in the UK tax rate.
  
  Further reductions in the UK corporation tax rate have been announced which will reduce the rate to 
21% by 2014/15. However, these changes have not been substantively enacted at the balance sheet 
date and therefore, have not been adopted in the calculation of the UK’s deferred tax assets and 
liabilities.
    56
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
8 Taxation (continued)
 (b) Reconciliation of effective tax rate
  
  The tax assessed for the period differs from the UK standard rate of corporation tax for the period of 
23.8% (2012: 25.7%). The differences are explained below:
2013 2012
£000 £000
Proﬁt on ordinary activities before tax 3,621 4,712
Taxation calculated at the standard rate of corporation tax  
in the UK of 23.8% (2012: 25.7%) 862 1,211
Affected by:
Variance in overseas tax rates 262 371
Income/expenses not chargeable/deductible for tax 3 (91)
Adjustments relating to prior years 8 (4)
Total tax charge for the year reported in the  
Consolidated Income Statement 1,135 1,487
Effective tax rate 31.3% 31.6%
  The effective tax rate is higher than the standard rate of UK tax due to the impact of the mix of proﬁts 
from overseas operations where the tax rates are higher than in the UK.
  There is an unrecognised deferred tax liability for temporary differences associated with the Company’s 
investments in its subsidiaries. However, in line with paragraph 40 of IAS 12, no liability  has been 
recognised in respect of these differences as the Company controls the dividend policies of its 
subsidiaries and as such is in a position to control the timing of the reversal of these  differences and it 
is probable that such differences will not reverse in the foreseeable future. The cumulative unremitted 
reserves of overseas subsidiaries as at 31 May 2013 was £25.5 million (2012: £25.4 million). 
9 Earnings per share
 The calculation of the basic and diluted earnings per share is based  on the following data:
2013 2012
£000 £000
Earnings:
Proﬁt after tax - continuing operations
 [1]
2,476 3,211
Number of shares:
 [2]
Weighted average number of shares (note 20) 15,111,540 16,082,851
Basic earnings per share (pence) 16.4 20.0
 
[1]
  Adjusted to exclude a proﬁt of £10,000 (2012: £14,000) attributable to non-controlling interests.
 
[2]
 During the year the Company held 1,240,000 of its ordinary shares in treasury.
  As at 31 May 2013 and 31 May 2012 there were no outstanding options on either of the Company’s two 
classes of shares and there is no difference between the earnings used in the basic and diluted earnings 
per share calculation. 57
2013 2012
£000 £000
Amounts recognised as distributions to equity holders in the period:
Final dividend for the year ended 31 May 2012 of 9.5p per share    
(2011: 9.5p per share) 1,436 1,553
Interim dividend for the year ended 31 May 2013 of 3.5p per share  
(2012: 6.2p per share) 529 937
1,965 2,490
Proposed ﬁnal dividend for the year ended 31 May 2013
of 4.0p per share (2012: 9.5p per share) 604 1,436
  The proposed ﬁnal dividend is subject to approval by shareholders at the Annual General Meeting, to be 
held on 23 October 2013 and has not been included as a liability in these  ﬁnancial statements.
  As at 31 May 2013, the Company holds 1,240,000 Ordinary shares in treasury which represents 16.9% 
of the Ordinary share capital and 7.6% of the Company’s total share capital. The Company is not able 
to vote on the treasury shares and the treasury shares carry no right to receive any dividend or other 
distribution of assets other than in relation to an issue of bonus shares.
10 Dividends
  58
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
Land and buildings
Freehold
Short
leasehold
Plant and
equipment Total
Cost £000 £000 £000 £000
At 1 June 2011 6,969  644  16,852  24,465 
Additions - 11 720 731
Exchange rate movements 210 36 533 779
Disposals - - (122) (122)
At 31 May 2012 7,179 691 17,983 25,853
Additions 528 5 430 963
Exchange rate movements 79 8 177 264
Disposals - - (69) (69)
At 31 May 2013 7,786 704 18,521 27,011
Accumulated depreciation
At 1 June 2011 1,527   368  12,720  14,615 
Exchange rate movements 32 18 468 518
Charge for the year 37 19 906 962
Disposals - - (119) (119)
At 31 May 2012 1,596 405 13,975 15,976
Exchange rate movements 20 4 152 176
Charge for the year 21 19 803 843
Disposals - - (66) (66)
At 31 May 2013 1,637 428 14,864 16,929
Net book value at 31 May 2013 6,149 276 3,657 10,082
Net book value at 31 May 2012 5,583 286 4,008 9,877
Net book value at 31 May 2011 5,442 276   4,132  9,850 
  There were no assets ﬁnanced through ﬁnance leases or hire purchase arrangements during the  current 
or prior year.
 
  The Directors are not aware of any events or changes in circumstances during the year which  
would have a signiﬁcant impact on the carrying value of the Group’s property, plant and equipment as at 
the balance sheet date.
11 Property, plant and equipment
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements 59
Goodwill
Trademarks
and domain
names Know how
Internally
generated
software
development
costs
Other 
intangibles Total
Cost £000 £000 £000 £000 £000 £000
At 1 June 2011 7,951  1,379  2,850  7,344  139  19,663 
Exchange rate movements 363 (106) (229) (749) 10 (711)
Additions - - - 2,198 - 2,198
At 31 May 2012 8,314 1,273 2,621 8,793 149 21,150
Exchange rate movements 77 80 169 697 2 1,025
Additions - - - 2,389 - 2,389
At 31 May 2013 8,391 1,353 2,790 11,879 151 24,564
Accumulated amortisation
At 1 June 2011 -    -    -    2,641 -    2,641 
Exchange rate movements - - - (340) - (340)
Charge for the period - - - 1,599 - 1,599
At 31 May 2012 - - - 3,900 - 3,900
Exchange rate movements
- - - 365 - 365
Charge for the period
- - - 1,963 - 1,963
At 31 May 2013 - - - 6,228 - 6,228
Carrying value as at 
31 May 2013 8,391 1,353 2,790 5,651 151 18,336
Carrying value as at 
31 May 2012 8,314 1,273 2,621 4,893 149 17,250
Carrying value as at 
31 May 2011 7,951  1,379  2,850  4,703  139  17,022 
 Impairment tests for cash-generating units (CGU’s) containing goodwill 
 
  The Group tests intangible assets and goodwill with indeﬁnite or indeterminate useful lives for 
impairment annually, or more frequently if there are indications that their carrying values might be 
impaired. As at the balance sheet date an impairment test has been undertaken on the CGU’s based on 
value in use calculations and using the latest available ﬁnancial information. 
  In order to assess whether impairment has occurred, the cash ﬂows of the CGU’s have been projected 
over a 5 year period, based on annual ﬁnancial budgets which have been approved by the Board. The 
key assumptions used in the reviews relate to sales growth (which for Haynes North America Inc has 
been set at 2% and for HaynesPro Holding BV at 3%; with a long term growth rate of 2% used for both 
CGU’s), sales pricing and changes in direct costs which have been based on historical performance and 
predicted future outcomes.
12 Intangible assets
  60
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
  The rate used to discount the forecast cash ﬂows in both CGU’s was 15% (2012: 15%). Based on 
the impairment reviews undertaken in relation to both the Haynes North American and HaynesPro 
Holding BV CGU’s, the future cash ﬂows are expected to exceed the carrying value of the goodwill and 
intangible assets with indeﬁnite or indeterminate lives and as  such there are no indications of impairment 
at the balance sheet date (2012: £nil).
 
  The intangible assets in relation to trademarks and domain names and know how are assigned indeﬁnite 
useful lives and relate to HaynesPro Holding BV in the Netherlands and Bookworks Pty Ltd in Australia.  
Both HaynesPro and Bookworks have strong reputations in their respective market places. Bookworks is a 
leading distributor of technical automotive publications in Australia while HaynesPro manages a multilingual 
database of repair and maintenance data on current European and Asian cars, light commercial vehicles 
and trucks. The carrying value of assets with an indeﬁnite life are tested annually for impairment.
  In assessing the value in use of the CGU’s, management have considered the potential impact of 
possible changes in the main assumptions used and believe that there are no such likely changes that 
would cause the carrying value of the units to exceed their recoverable amount.
 
The carrying amounts of goodwill have been allocated as follows:
2013 2012
£000 £000
Unit:
Haynes North America 5,679 5,602
HaynesPro Holding BV 2,712 2,712
8,391 8,314
 
The carrying amount of intangible assets have been allocated as follows:
2013 2012
£000 £000
Unit:
Haynes North America 185 182
HaynesPro Holding BV 9,760 8,754
9,945 8,936
 
The amortisation charge for the period included in the Consolidated Income Statement is as follows:
2013 2012
£000 £000
Cost of sales 1,963 1,599
12 Intangible assets (continued) 61
13 Inventories
 
2013 2012
£000 £000
Raw materials 285 350
Work in progress 1,630 1,394
Finished goods 11,420 11,632
13,335 13,376
  The carrying value of inventory represents cost less appropriate provisions. During the year there was 
a net charge of £132,000 (2012: £166,000) to the Consolidated Income Statement in relation to the 
inventory provisions. The movement in the inventory provisions are included within cost of sales in the 
Consolidated Income Statement.
  Included within ﬁnished goods stock is £6.7 million (2012: £7.1 million) of editorial origination costs in 
relation to the production of the core automotive and motorcycle repair manuals and general interest 
titles which are amortised to the Consolidated Income Statement over a period not exceeding 5 years.
14 Trade and other receivables
  
2013 2012
£000 £000
Amounts falling due within one year:
Trade receivables 7,901 9,033
Less: Provision for impairment (140) (175)
Less: Customer allowances (916) (958)
6,845 7,900
Other debtors and prepayments 1,173 859
8,018 8,759
2013 2012
£000 £000
Analysis of trade receivables:
Neither impaired nor past due 6,658 7,861
Past due but not impaired 1,103 997
Impaired 140 175
7,901 9,033
  The categorisation of ‘Past due but not impaired’ relates to a number of customers for whom there is no 
history of default and management are conﬁdent the overdue balance will be recovered in full. 
  The categorisation of ‘Impaired’ relates to overdue balances where the customer has ceased trading or 
management are doubtful of recovery and a provision has been  made to cover the doubtful balance.  62
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
14 Trade and other receivables (continued)
 
  The ageing of the ‘Past due but not impaired’ and the ‘Impaired’ categories are shown in the table below:
Past due but 
not impaired Impaired
Past due but 
not impaired Impaired
2013 2013 2012 2012
£000 £000 £000 £000
Less than 30 days past due 672 93 687 110
30 to 90 days past due 308 - 300 6
Greater than 90 days past due 123 47 10 59
1,103 140 997 175
The movement in the Group’s provision for impairment of trade receivables was as follows:
2013 2012
£000 £000
Balance at 1 June 175 217
Amounts charged to the Consolidated Income Statement (23) (16)
Amounts written-off as uncollectable (17) (23)
Exchange rate movement 5 (3)
Balance at 31 May 140 175
The amounts of trade and other receivables shown above were held in the following currencies at the 
balance sheet date:
2013 2012
£000 £000
US dollars 3,107 4,568
Sterling 2,592 2,438
Euro 1,251 872
Australian dollars 1,066 879
Other currencies 2 2
8,018 8,759
  The fair values of trade and other receivables are the same as the book values as the credit risk has 
been addressed as part of the impairment provisioning and, due to the short term nature of the amounts 
receivable, they are not subject to other ongoing ﬂuctuations in market rates. 63
15 Cash and cash equivalents (net funds)
 
2013 2012
£000 £000
Cash at bank and in hand 6,178 4,775
Bank overdrafts (73) -
Cash and cash equivalents in the cash ﬂow statement (note 22) 6,105 4,775
  In the UK, Barclays Bank PLC holds a debenture against the UK trading companies including a ﬁrst legal 
charge over the UK freehold properties in order to secure the £1.0 million (2012: £1.0 million) overdraft 
facility, together with guarantees from the UK and European trading companies. In the Netherlands, 
HaynesPro Holding has a €0.4 million (2012: €0.4 million) overdraft facility which is unsecured and attracts 
interest based on the bank’s prevailing base rate. The facility is presently unutilised.
  The cash and cash equivalents shown above were held in the following currencies as at the balance 
sheet date:
2013 2012
£000 £000
US dollars 5,201 2,829
Sterling (70) 428
Euro 714 1,055
Australian dollars 222 371
Other currencies 38 92
6,105 4,775
  Deposits are placed for periods varying between call and one month and attract ﬂoating rates of interest 
based upon the bank’s cost of funds for the relevant currencies.
16 Trade and other payables
2013 2012
£000 £000
Amounts falling due within one year:
Trade payables 794 759
Other taxes and social security costs 243 186
Other creditors and accruals 3,435 3,333
4,472 4,278
  The fair values of trade and other payables are the same as the book values due to the short term 
nature of the amounts payable and are not subject to other ongoing ﬂuctuations in market rates.   64
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
16 Trade and other payables (continued)
 
  The amounts of trade and other payables shown on the previous page were held in the following 
currencies at the balance sheet date:
2013 2012
£000 £000
Falling due within one year:
US dollars 1,427 1,334
Sterling 1,774 1,771
Euro 993 827
Australian dollars 261 331
Other currencies 17 15
4,472 4,278
17 Deferred tax assets and liabilities
2013 2013 2013 2012 2012 2012
Assets Liabilities Net total Assets Liabilities Net total
£000 £000 £000 £000 £000 £000
Property, plant & equipment - (2,258) (2,258) - (2,224) (2,224)
Employee beneﬁts 2,925 - 2,925 2,435 - 2,435
Short-term temporary differences 2,072 - 2,072 1,881 - 1,881
Intangible assets  - (1,986) (1,986) - (1,764) (1,764)
Net deferred tax asset 4,997 (4,244) 753 4,316 (3,988) 328
2013 2012
£000 £000
Balance at 1 June 328 836
Transfer to Consolidated Income Statement (114) (332)
Transfer to equity 637 (341)
Exchange rate movement (98) 165
Balance at 31 May 753 328 65
  The Group’s principal ﬁnancial instruments during the year comprised bank overdrafts, lease ﬁnancing 
arrangements, cash and short-term deposits as well as other various items arising from its operations 
such as trade receivables and trade payables. The main purpose of these instruments is to ﬁnance 
the Group’s working capital requirements as well as funding its capital expenditure programmes. From 
time to time the Group may enter into derivative transactions such as interest rate swaps or forward 
exchange contracts, the main purpose of such transactions is to manage the interest rate and currency 
risks arising from the Group’s operations and sources of ﬁnance. There were no such transactions 
entered into during the current or preceding ﬁnancial years.
 Foreign currency risk
  The Group has investments in subsidiary operations outside of the UK and also buys and sells goods 
and services in currencies other than in the functional currencies of its subsidiary operations. In light of 
the above, the Group’s non sterling revenues, proﬁts, assets, liabilities and cash ﬂows can be affected  
by movements in exchange rates. The Group is able to take advantage of certain natural hedge ﬂows 
within the business operations which helps to minimise the impact of the ﬂuctuations in exchange  
but where appropriate will use forward rates to minimise the risk. There were no forward exchange  
contracts entered into during the current or preceding ﬁnancial years. It is Group policy not to engage  
in any speculative trading in ﬁnancial instruments.
 
 Sensitivity analysis 
  The most signiﬁcant foreign currency risk to the Group is in relation to the US dollar. Management  
estimate that if all other variables remained constant the impact on pre-tax proﬁts of a 5% increase in 
the value of the US dollar against sterling would have been to reduce proﬁts by £0.1 million with a  
decrease of 5% having an equal and opposite effect. This estimate has been based on an assessment 
of translating the US dollar proﬁts into sterling using the average rate for the year of $1.57.
 Credit risk
  The Group’s credit risk is primarily attributable to its trade receivables, which are spread over a range 
of countries and customers, a factor which helps to dilute the concentration of risk. The risk associated 
with such trading is mitigated through credit control management procedures including the use of 
credit worthiness checks, the application of credit limits and the sale of goods subject to retention of 
title clauses. A provision is made against such balances where there is an identiﬁable loss or event, 
which based on prior experience provides management with a signiﬁcant doubt over the recovery of the 
balance. Due to the long established relationships with the majority of the Group’s customers there is 
not deemed to be a credit quality issue in relation to the trade receivables balance. The amount of the 
total exposure is shown in note 14.
  In addition to the above, the UK business has an exposure in relation to contractual advanced royalty 
payments to authors. However, due to the large number of authors there is no signiﬁcant concentration 
of risk. The asset balance in relation to the author advances is held within other debtors and 
prepayments (refer to note 14) and amounted to £0.4 million net of allowances for doubtful recovery 
(2012: £0.3 million).
  The credit risk on liquid funds is limited as the funds are held at banks with high credit ratings assigned 
by international credit rating agencies.
18 Financial risk and treasury policy
  66
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
18 Financial risk and treasury policy (continued)
 Liquidity risk      
  The principal aim of the Group’s liquidity management is to maintain a balance between continuity of 
funding and ﬂexibility through the use of bank overdrafts, bank loans and asset leasing. As at 31 May 
2013 the Group had a £1.0 million UK overdraft facility (2012: £1.0 million) which is due for renewal in 
October 2013, a €0.4 million overdraft in Europe (2012: €0.4 million) which has no ﬁxed renewal date 
and a $11.0 million loan facility in the US (2012: $11.0 million) which is due for renewal in October 2013.
 Interest rate risk
  From time to time the Group companies have overdraft and loan facilities which are subject to variable 
rates of interest based on the respective bank’s base rate. As at 31 May 2013 there were no bank loans 
outstanding (2012: £nil) and bank overdrafts outstanding of £0.1 million (2012: £nil). Money market 
deposits are placed for periods varying between call and one month and attract variable rates of interest 
based upon the banks cost of funds for the relevant currencies.
 Sensitivity analysis 
  As all of the Group’s borrowings are subject to variable interest rates the Group does have an exposure 
to a change in the market rates of interest. Management have not undertaken a sensitivity analysis 
on the impact of movement in the bank base rate as they deem it would have an immaterial effect on 
Group results due to the level of the overdraft at the year end.
 Fair value of ﬁnancial assets and liabilities 
  There are no material differences between the carrying values and the fair values of the ﬁnancial assets 
and liabilities as recorded in the Consolidated Balance Sheet. Details of the amounts of ﬁnancial assets 
and liabilities held in foreign currencies can be found in notes 14, 15 and 16 to the Consolidated 
Financial Statements.
 Capital management 
  The primary aim of the Group’s capital management is to safeguard the Group’s ability to continue as 
a going concern, to support its businesses and to maximise shareholder value. The Group monitors its 
capital structure and makes adjustments as and when it is deemed necessary and appropriate to do so 
using such methods as adjusting the dividend payment to shareholders or the issuing of new shares.
Interest cover 2013 2012
Operating proﬁt (£000) 3,753 5,093
Net ﬁnance costs (£000) 132 381
Interest cover (ratio) 28 13
 
  Interest cover is calculated by taking the operating proﬁt from the Consolidated Income Statement 
divided by net ﬁnance costs. 67
Net gearing ratio 2013 2012
Net debt (£000) - -   
Total equity (£000) 39,146 39,780
Net gearing ratio (%) - -
  The net gearing ratio comprises net debt divided by total equity (net debt being deﬁned as cash and 
cash equivalents - see note 15).
19 Retirement beneﬁt obligation
  The Group operates a number of different retirement programmes in the countries within which it 
operates. The principal pension programmes are a contributory deﬁned beneﬁt scheme in the UK (the 
UK Scheme) and a non-contributory deﬁned beneﬁt plan in the US (the US Plan).  
    
  The assets of all schemes are held independently of the Group and its subsidiaries. The total pension 
costs, relating to the retirement beneﬁt obligation, for the Group as shown in the balance sheet at the 
year end and as charged through the income statement in the year are analysed below:
2013 2012
£000 £000
Amounts recognised in the Consolidated Income Statement
Amounts included in net operating costs:   
– Current service costs (deﬁned beneﬁt scheme) (571) (633)
Amounts included in ﬁnance income:
– Expected return on pension scheme assets 1,433 1,382
Amounts included in ﬁnance costs:
– Interest charge on pension scheme liabilities (1,577) (1,785)
Amount recognised in the Consolidated Income Statement
(715) (1,036)
2013 2012
£000 £000
Amounts recognised in the Consolidated Balance Sheet 
Assets at fair value 28,508 25,230
Present value of deﬁned beneﬁt obligation (40,587) (35,210)
Net deﬁcit recognised in Consolidated Balance Sheet  (12,079) (9,980)
 
  
18 Financial risk and treasury policy (continued)  68
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
19 Retirement beneﬁt obligation (continued)
 Assumptions used to determine the deﬁned beneﬁt obligation
2013 2012
UK Scheme
% per annum
UK Scheme
% per annum
Discount rate 4.20 4.20
Salary escalation 2.00 2.00
Price inﬂation 3.10 2.30
Increases to pensions in deferment 2.30 2.00
Pension increases on beneﬁts up to 12 July 2011 3.00 2.20
Pension increases on beneﬁts after 12 July 2011 2.40 2.00
Expected return on invested assets 5.90 6.34
Expected return on insurance annuity contracts 4.20 4.20
2013 2012
US Plan
% per annum
US Plan
% per annum
Discount rate 4.50 5.00
Salary escalation 2.00 2.00
Price inﬂation 2.00 2.00
Pension increases 2.00 2.00
Expected return on invested assets 5.00 5.00
 
  The post retirement mortality assumptions for the UK Scheme are based on the “S1PMA / S1PFA mc” 
year of birth tables with a minimum improvement of 1% (2012: 1%) and the life expectancies underlying 
the valuation are as follows:
2013 2012
Years Years
Current pensioners (at age 65) - Male 21.60 21.40
Current pensioners (at age 65)  - Females 24.40 24.20
Future pensioners (at age 65)   - Males 23.50 23.30
Future pensioners (at age 65)    - Females 26.20 26.00
 
 
  The post retirement mortality assumptions for the US Plan are based on the “94 GAR” standard tables 
and the life expectancies underlying the valuation are as follows:
2013 2012
Years Years
Current members aged 65 (at age 65) 18.00 18.00
Current members aged 45 (at age 65) 18.00 18.00
  69
19  Retirement beneﬁt obligation (continued)
 
 Scheme assets and expected rate of returns 
   
 The assets and liabilities in the plans and the expected rates of return on investments as at  
 31 May 2013 were as follows:
UK Scheme UK Scheme
Rate of 
return
2013 
Value
Rate of 
return
2012 
Value
% £000 % £000
Group investment linked policy
– Equities 7.0 5,466 7.0 4,217
– Other bonds 4.2 3,753 4.2 2,804
– Cash 0.5 2,112 0.5 285
– Property 6.0 15 7.1 2,018
– Target return fund 6.0 6,178 7.0 5,371
5.9 17,524 6.3 14,695
Secured pensions in payment 4.2 1,689 4.2 1,620
Assets at fair value 19,213 16,315
US Plan US Plan
Rate of 
return
2013 
Value
Rate of 
return
2012 
Value
% £000 % £000
Group investment linked policy
– Bonds 5.0 9,295 5.0 8,915
Assets at fair value 9,295 8,915
  The overall expected return on assets assumption is derived as the weighted average of the expected 
returns from each of the main asset classes. The individual return assumptions for each class of asset 
are based on market conditions as at 31 May 2013 and represent a best estimate of future returns for 
that class allowing for risk premiums where appropriate. 70
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
19  Retirement beneﬁt obligation (continued)
UK 
Scheme
US 
Plan Total
UK 
Scheme
US 
Plan Total
2013 2013 2013 2012 2012 2012
£000 £000 £000 £000 £000 £000
Reconciliation of funded status 
Present value of deﬁned beneﬁt obligation (30,425) (10,162) (40,587) (26,047) (9,163) (35,210)
Assets at fair value 19,213 9,295 28,508 16,315 8,915 25,230
Net liability recognised in the 
Consolidated Balance Sheet (11,212) (867) (12,079) (9,732) (248) (9,980)
  
 Amount recognised through the Consolidated Statement of Comprehensive Income
Actuarial gain/(loss) during the year (1,824) (718) (2,542) (764) 934 170
UK Scheme expenses paid by the 
Company (124) - (124) (124) - (124)
(1,948) (718) (2,666) (888) 934 46
Deferred tax on actuarial gain/(loss) 448 287 735 213 (373) (160)
Deferred tax arising on change in UK 
corporation tax rate (98) - (98) (181) - (181)
(1,598) (431) (2,029) (856) 561 (295)
 
Actual return on assets
Expected return on plan assets 997 436 1,433 999 383 1,382
Actuarial gain/(loss) on plan assets 1,628 (203) 1,425 (823) (28) (851)
2,625 233 2,858 176 355 531
  The cumulative actuarial loss recognised in other comprehensive income since 31 May 2003 is £6.6 
million (2012: £4.1 million). The directors’ are unable to determine how much of the pension plan deﬁcits 
are attributable to actuarial gains and losses on an IFRS basis prior to 31 May 2003.
                                                     71
19  Retirement beneﬁt obligation (continued)
Reconciliation of present value of wholly funded defined   
benefit obligation (DBO)
UK 
Scheme
US 
Plan Total
£000 £000 £000
Present value of DBO at 1 June 2011 24,887  8,826  33,713 
Current service cost 242 509 751
Interest cost 1,329 456 1,785
Employee contributions 162 - 162
Past service costs -66
Actuarial gains (59) (961) (1,020)
Foreign currency exchange rate changes - 604 604
Beneﬁts (514) (277) (791)
Present value of DBO at 1 June 2012 26,047 9,163 35,210
Current service cost 203 486 689
Interest cost 1,091 486 1,577
Employee contributions 172 - 172
Past service costs - 6 6
Actuarial losses 3,452 516 3,968
Foreign currency exchange rate changes - 158 158
Beneﬁts (540) (653) (1,193)
Present value of DBO at 31 May 2013 30,425 10,162 40,587
Reconciliation of fair value of assets UK 
Scheme
US 
Plan Total
£000 £000 £000
Fair value of assets at 1 June 2011 15,869 7,410 23,279
Expected return on plan assets 999 383 1,382
Actuarial loss on plan assets (823) (28) (851)
Foreign currency exchange rate changes - 548 548
Employer contributions 622 879 1,501
Employee contributions 162 - 162
Beneﬁts (514) (277) (791)
Fair value of assets at 1 June 2012 16,315 8,915 25,230
Expected return on plan assets 997 436 1,433
Actuarial gains/(losses) on plan assets 1,628 (203) 1,425
Foreign currency exchange rate changes - 133 133
Employer contributions 641 667 1,308
Employee contributions 172 - 172
Beneﬁts (540) (653) (1,193)
Fair value of assets at 31 May 2013 19,213 9,295 28,508 72
20  Share capital and reserves
2013
No.
2012
No.
2013
£000
2012
£000
Authorised: 
‘A’ Ordinary shares of 20p
 10,000,000  10,000,000  2,000  2,000 
Ordinary shares of 20p
 8,750,000  8,750,000  1,750  1,750 
 18,750,000  18,750,000  3,750  3,750 
Allotted, called up and fully paid: 
‘A’ Ordinary shares of 20p 9,000,000  9,000,000  1,800  1,800 
Ordinary shares of 20p 7,351,540  7,351,540  1,470  1,470 
 16,351,540  16,351,540  3,270  3,270 
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
19  Retirement beneﬁt obligation (continued)
Reconciliation of change in funded status
UK 
Scheme
US 
Plan Total
£000 £000 £000
Deﬁned beneﬁt liability at 1 June 2011 9,018  1,416 10,434
Total pension expense 572 588 1,160
Employer contributions (622) (879) (1,501)
Impact of foreign currency exchange rates -5757
Actuarial (gain)/losses 764 (934) (170)
Deﬁned beneﬁt liability at 1 June 2012 9,732 248 9,980
Total pension expense 297 542 839
Employer contributions (641) (667) (1,308)
Impact of foreign currency exchange rates -2626
Actuarial losses 1,824 718 2,542
Deﬁned beneﬁt liability at 31 May 2013 11,212 867 12,079
 History of experience adjustments
2013 2012 2011 2010 2009
£000 £000 £000 £000 £000
Present value of deﬁned beneﬁt obligation (40,587) (35,210) (33,713) (34,248) (25,360)
Fair value of scheme assets 28,508 25,230 23,279  20,231  14,970 
Net deﬁcit (12,079) (9,980) (10,434) (14,017) (10,390)
Experience adjustments on scheme liabilities
Amount                                                        £000 (3,968) 1,020 25  753  (147) 
Experience adjustments on scheme assets
Amount                                                        £000 1,425 (851) 1,249 2,515 (4,737) 
Expected contributions in the forthcoming year
Financial year beginning 1 June 2013
£000
Group contributions 
– UK Scheme 666
– US Plan 922
1,588
Employee contributions 164
1,752 73
20  Share capital and reserves (continued)
  The 31 March 1982 share price for capital gains tax purposes is 125p and after adjusting for the 1989  
(1 for 1) and 1993 (1 for 2) capitalisation issue this becomes 41.67p. At 31 May 2013 the share price was 
180p (2012: 180p), with a high of 205p (2012: 255p) and a low of 155p (2012: 180p) for the ﬁnancial year.
  Both the ‘A’ Ordinary shares and the Ordinary shares carry equal voting rights of one vote per share where 
a matter is decided other than on a show of hands. Both classes of share rank ‘pari passu’ (including 
any distribution by way of dividend and on a return of capital), save that a transfer of ‘A’ Ordinary shares 
will not be permitted by the directors other than to a member of the holder’s immediate family or to family 
settlements. The holders of ‘A’ Ordinary shares may convert such shares into Ordinary shares at the 
rate of one Ordinary share for each ‘A’ Ordinary share, subject to the further provisions of the Articles of 
Association and the Companies Acts.
 Share premium  
  The share premium reserve represents the difference between the issue price and the nominal value of 
shares issued.
 Treasury shares  
  As at 31 May 2013, the Company holds 1,240,000 Ordinary shares in treasury which represents 16.9% 
of the Ordinary share capital and 7.6% of the Company’s total share capital. The Company is not able 
to vote on the treasury shares and the treasury shares carry no right to receive any dividend or other 
distribution of assets other than in relation to an issue of bonus shares.
 Foreign currency translation reserve
  The foreign currency translation reserve is used to record exchange differences arising from the 
translation of the ﬁnancial statements of overseas operations.
 Retained earnings
  The retained earnings reserve represents the cumulative net gains and losses recognised in the 
Consolidated Income Statement and the Consolidated Statement of Comprehensive Income.
21  Related party transactions
 Identity of related parties
  The Group has a related party relationship with its subsidiaries and with its directors. A list of all the 
Group’s subsidiaries is shown in note 31.
  
 Transactions with related parties 
  The interests of the directors in the Ordinary share capital of the Company as at 31 May 2013 are shown in the 
Directors’ Report on page 17 as required by the FSA’s Disclosure Transparency rules. 
  During the year the directors had declarable interests in contracts with the Company and its subsidiary 
undertakings as shown below. 
  (1) A lease dated 28 August 1979 between John H Haynes Developments Inc, (a company registered 
in California and controlled by JH Haynes) and Haynes North America Inc. of the premises situated at 
859 and 861 Lawrence Drive, Newbury Park, California which was amended on 1 May 2001, runs for 
a period of 5 years from that date, and is presently held over pending renewal. The annual rent for the 
year ended 31 May 2013 was $207,214 (2012: $207,214) or £131,715 (2012: £130,111) at the average 
exchange rate for the year. MEF Haynes is a Vice President of John H Haynes Developments Inc.
 
  (2) A lease dated 20 December 1993 between the Haynes Family Trust (of which JH Haynes is a trustee, 
and JHC Haynes and MEF Haynes are beneﬁciaries) and the Company of premises known as the 
“Sparkford Creamery” in Somerset for a term of 21 years at an annual rent, subject to revision every 3 
years and presently £64,544 (2012: £64,544). 74
Notes to the Consolidated Financial Statements
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
21  Related party transactions (continued)
  (3) During the year The Haynes Motor Museum Limited, (of which JH Haynes and MEF Haynes are 
directors) which is jointly owned by the Haynes International Motor Museum Charitable Trust and  
JH Haynes and AC Haynes undertook the following transactions with the Group:
Transactions 
2013
Balance at 
31 May 
2013
Transactions 
2012
Balance at 
31 May 
2012
£000 £000 £000 £000
Supply of conference facilities 6- 61
Purchase of books and manuals 14 2 14 (2)
  
  JH Haynes and JHC Haynes are Trustees of the Charitable Trust (JHC Haynes resigned as a Trustee of 
the Charitable Trust on 18 June 2013).
 
  (4) Haynes Developments Limited, which is a company controlled by JH Haynes and Mrs AC Haynes, 
and JHC Haynes and MEF Haynes are directors subleased 600sq ft of ofﬁce premises on the main 
Sparkford site from 1 June to 2012 until 21 October 2012. The amount received by the Company for 
rent and service charges during this period was £1,260 (2012: £5,088).
  (5) Tenancy of No. 12 Ivel Gardens, Ilchester - owned by Mrs AC Haynes and let to Haynes Publishing 
Group P .L.C., with Haynes Developments Limited acting as agent for lessor. The amount paid by the 
Company for rent and service charges during this period was £10,075 (2012: £10,047). As at 31 May 
2013 the balance outstanding to Haynes Developments Limited was £803 (2012: £792).
  (6) On 15 November 2012 the Company engaged the services of New Century Media Limited to 
undertake ﬁnancial PR on behalf of the Company. Mr E Bell is a non-executive director of the Company 
and of New Century Media Limited. During the period the Company paid £48,868 to New Century 
Media Limited for ﬁnancial PR services.
  Except as stated above, no directors were materially interested in contracts with the Company or any of 
its subsidiary undertakings.
 Key management emoluments     
  The remuneration of the directors, who are the key management personnel of the Group is set out 
below in aggregate for each of the categories specified within IAS 24 ‘Related Party Disclosures’. 
Further information regarding the directors’ individual remuneration packages is provided in the audited 
part of the Board Report on Remuneration on pages 26 to 32.
2013 
£000
2012 
£000
Short term employee beneﬁts 1,307 1,328
Post employment beneﬁts 386 384
1,693 1,712 75
22  Analysis of the changes in net funds 
As at 
1 June 
2012
£000
Cash flow
£000
Exchange 
movements
£000
As at 
31 May 
2013
£000
Cash at bank and in hand 4,775 1,251 152 6,178
Bank overdrafts - (73) - (73)
4,775 1,178 152 6,105
 
23  Operating leases
  As at 31 May 2013 the Group had outstanding commitments for future minimum lease payments under 
non-cancellable operating leases, which fall due as follows:
Commitments under non-cancellable operating leases 2013
£000
2012
£000
Land and buildings:
Due within one year 79 133
Due in the second to ﬁfth years 19 62
98 195
Plant and equipment:
Due within one year 117 100
Due in the second to ﬁfth years 160 158
277 258
375 453
24  Capital commitments
  At 31 May 2013 the Group had no capital commitments  (2012: £nil).
25  Ultimate controlling party
  The ultimate controlling party is JH Haynes who has majority voting rights by virtue of his 55.9% 
beneﬁcial interest in the Ordinary shares of the Company.
26  Post balance sheet event – acquisition of a business
  On 17 September 2013, Haynes North America Inc, a 100% subsidiary of the Group, acquired the trade 
and certain assets and liabilities including intellectual property, trade receivables and ﬁnished goods 
inventory marketed and sold under the Clymer and Intertec brands from Penton Media, Inc in the USA. 
Clymer is the world leader in the sales of motorcycle and ATV repair manuals as well as producing a 
range of titles on marine and outdoor garden equipment, personal watercraft, snowmobiles and tractors. 
The cash consideration for the acquisition was £5.85 million ($9.25 million).
  Due to the proximity of the acquisition to the date the ﬁnancial statements were authorised for issue by 
the Board it has not been possible to provide all of the information required for disclosure in accordance 
with IFRS 3 ‘Business Combinations’. The main areas of non-disclosure include a qualitative description 
of the factors which make up goodwill and a fair value of the trade receivables and the amounts 
recognised as of the acquisition date for each major class of assets acquired and liabilities assumed. Full 
disclosure of the items required under IFRS 3 will be included in the November 2013 half year report. 76
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
2013 2012
£000 £000
Fixed assets
Note 30 Tangible assets 2,279 2,317
Note 31 Investments in subsidiary undertakings 7,106 7,106
9,385 9,423
Current assets
Note 32 Debtors 353 233
Cash at bank and in hand 21 20
374 253
Note 33 Creditors: amounts falling due within one year (582) (620)
Net current assets (208) (367) 
Total assets less current liabilities 9,177 9,056
Note 35 Provisions for liabilities (273) (301)
Net assets 8,904 8,755
Capital and reserves
Note 36 Called up share capital 3,270 3,270
Note 37 Share premium 638 638
Note 37 Treasury shares (2,447) (2,447)
Note 37 Proﬁt and loss account 7,443 7,294
Shareholders’ funds 8,904 8,755
  The ﬁnancial statements were approved by the board of directors and authorised for issue on  
20 September 2013 and were signed on its behalf by: 
 JHC Haynes                                      E Oakley
 Director                                                   Director 
Company Balance Sheet
At 31 May 2013 77
27 Principal accounting policies
 
 Basis of accounting 
  The ﬁnancial statements of the parent company, Haynes  Publishing Group P .L.C. have been prepared 
under the historical cost convention except for the treatment of certain ﬁnancial instruments and in 
accordance with applicable United Kingdom Accounting Standards and law. 
  The Company has taken advantage of the exemption available under FRS 8 and has not disclosed 
transactions with subsidiaries wholly owned by the Group.
 Foreign currencies 
  Transactions in foreign currencies are translated to sterling at the rate ruling on the date of the 
transaction. Exchange differences arising from the movement in rates between the date of transaction 
and the date of settlement are taken to the proﬁt and loss account as they arise. 
  At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies 
are translated at the rates prevailing on the balance sheet date.  
 Depreciation
  Depreciation is provided to write off the cost of tangible ﬁxed assets less any estimated residual values, 
by equal instalments over their estimated useful lives as follows: 
Freehold buildings 40 years
Leasehold property The period of the lease
Plant and equipment 3 years to 10 years
  Freehold land is not depreciated. 
 Taxation  
  Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the 
balance sheet date and that will result in an obligation to pay more, or a right to pay less tax, with the 
exception that deferred tax assets are recognised only to the extent that the directors consider that it is 
probable that there will be sufﬁcient taxable proﬁts from which the future reversal of the underlying timing 
differences can be deducted.
  
  Deferred tax is measured on an undiscounted tax basis at the tax rates that are expected to apply in the 
periods in which the timing differences will reverse.
 
 Leases  
  Operating lease rentals are charged to the proﬁt and loss account on a straight line basis over the life of 
the lease.   
  
 Retirement beneﬁts 
  The Company participates in a multi-employer deﬁned beneﬁt pension scheme based on ﬁnal 
pensionable pay where the assets of the scheme are held separately from those of the Company. 
The Company is unable to identify its share of the underlying assets and liabilities of the scheme on 
a consistent and reasonable basis and therefore, in accordance with FRS 17 ‘Retirement Benefits’, 
accounts for the scheme as if it were a defined contribution scheme. As a result, the amount charged 
to the profit and loss account represents the contributions payable to the scheme in respect of the 
accounting period. Details of the UK scheme are shown in Note 19 to the Consolidated Financial 
Statements.
Notes to the Company Accounts
Year ended 31 May 2013 78
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
27 Principal accounting policies (continued)
 Treasury shares
  Shares in Haynes Publishing Group P .L.C. held by the Company are classiﬁed as part of shareholders 
equity as treasury shares and are recognised at cost. The consideration received for the sale of shares 
held in treasury is also recognised in equity, with any difference between the proceeds from the sale of 
the shares and their original cost being taken directly to revenue reserves. No gain or loss is recognised 
in the proﬁt and loss account on the purchase, sale or cancellation of the treasury shares.
 Financial instruments 
  Financial assets and ﬁnancial liabilities are recognised on the Company’s Balance Sheet when the 
Company becomes a party to the contractual provisions of the instrument.
 Trade debtors   
 Trade debtors are not interest bearing and are stated at their nominal value.
 Trade creditors   
 Trade creditors are not interest bearing and are stated at their nominal value.  
 
 Investments 
 Investments in subsidiaries are held at historical cost less any provision for impairment.
28   Proﬁt of the parent company  
  As permitted by Section 408 of the Companies Act 2006, no proﬁt and loss account of the  Company is 
presented as part of these ﬁnancial statements.
 
  The proﬁt dealt with in the Company accounts was £2.1 million (2012: £4.3 million) which includes 
dividends received from subsidiaries of £2.2 million (2012: £4.4 million). 
Employees 2013
£000
2012
£000
Aggregate remuneration of employees:  
Wages and salaries 347 393
Employer’s social security costs 44 34
Employer’s pension costs 9 15
400 442
  Two of the directors are employed by a subsidiary company based in the US, one director is employed 
by a subsidiary company based in the Netherlands and one director is employed by a subsidiary 
company based in the UK. In all cases the directors are remunerated by the subsidiary company only.
 
  Full details concerning the directors’ emoluments, pension entitlements and long-term incentive 
schemes are shown in notes 7 and 8 of the Board Report on Remuneration.
 Auditor’s remuneration 
 
  The fees payable by the Company to BDO LLP for work performed in respect of the audit of the 
Company was £35,450 (2012: £34,850). Fees paid to BDO LLP by the Company for non-audit services 
are not reported in these accounts as the information is disclosed in note 4 of the Consolidated Financial 
Statements.
Notes to the Company Accounts
Year ended 31 May 2013 79
29 Dividends
Amounts recognised as distributions to equity holders in the period:
2013
£000
2012
£000
 
Final dividend for the year ended 31 May 2012 of 9.5p per share   
(2011: 9.5p per share) 1,436 1,553
Interim dividend for the year ended 31 May 2013 of 3.5p per share  
(2012: 6.2p per share) 529 937
1,965 2,490
Proposed final dividend for the year ended 31 May 2013 
of 4.0p per share (2012: 9.5p per share) 604 1,436
 The proposed ﬁnal dividend is subject to approval by shareholders at the Annual General  Meeting,
 to be held on 23 October 2013 and has not been included as a liability in  these ﬁnancial statements.
  As at 31 May 2013, the Company holds 1,240,000 Ordinary shares in treasury which represents 16.9% 
of the Ordinary share capital and 7.6% of the Company’s total share capital. The Company is not able 
to vote on the treasury shares and the treasury shares carry no right to receive any dividend or other 
distribution of assets other than in relation to an issue of bonus shares.
30 Tangible ﬁxed assets
Land and buildings
Freehold
Short
leasehold
Plant and
equipment Total
£000 £000 £000 £000
Cost at 1 June 2012 4,003  97  104  4,204 
Additions 50    -    -   50
Cost at 31 May 2013 4,053 97 104 4,254
Accumulated depreciation at 1 June 2012 1,701  89  97  1,887 
Charge for year 84 4 - 88
Accumulated depreciation at 31 May 2013 1,785 93 97 1,975
Net book value at 31 May 2013 2,268 4 7 2,279
Net book value at 31 May 2012 2,302  8  7  2,317 
  The depreciation charge on freehold buildings is calculated on buildings with an original cost of 
£3,613,000 (2012: £3,613,000). There were no assets ﬁnanced through ﬁnance leases or hire purchase 
arrangements during the current or prior year.
31 Investment in subsidiary undertakings
Shares in
subsidiary
undertakings
Loans to 
subsidiary
undertakings Total
The Company
£000 £000 £000
Cost and carrying value at 1 June 2012 
and 31 May 2013 7,106 – 7,106 80
Notes to the Company Accounts
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
31 Investment in subsidiary undertakings (continued)
 
  As at 31 May 2013 there were the following principal subsidiary undertakings. Except as indicated all 
subsidiaries are wholly owned,  within the Group and all with ﬁnancial year-ends of 31 May:
Country of incorporation, 
registration and operation
J H Haynes & Co Ltd (Publisher) United Kingdom
J H Haynes (Overseas) Ltd (Holding Company) United Kingdom
Haynes North America, Inc (Publisher)* USA
Haynes Manuals, Inc (Book distributor)* USA
Odcombe Press LP (Printer)* USA
Haynes Publishing Nordiska AB (Sales and marketing) Sweden
HaynesPro Holding BV (Holding) The Netherlands
HaynesPro BV (Data production, IT development and sales)* The Netherlands
HaynesPro (UK) Ltd (Data production)* United Kingdom
HaynesPro Espana SL (Sales)* Spain
HaynesPro srl (Sales)* 
[1]
Italy
HaynesPro Data srl (Data production and IT development)* Romania
 As at 31 May 2013, there were the following dormant subsidiary undertakings, all wholly owned  
 within the Group: Camway Autographics Ltd, *Haynes Garages Ltd, GT Foulis & Co Ltd, Oxford 
 Illustrated Press Ltd, Patrick Stephens Ltd, *Camelot Inc, *Odcombe Press (Nashville) Inc,  
 *E-Commerce Management Ltd, *HaynesPro Commerce (UK) Ltd and *Partsdoc Holding BV.
 
 
[1]
 Through HaynesPro BV the Group has a 60% interest in the equity of HaynesPro srl (2012: 60%). 
 
  * Shares of those subsidiaries marked with an asterisk are held by subsidiary undertakings. All other   
shares are held by the Company.
32 Debtors
Amounts falling due within one year: 2013
£000
2012
£000
Amounts owed by subsidiary undertakings 
315 195
Other debtors and prepayments
38 38
353 233
33 Creditors
Amounts falling due within one year: 2013
£000
2012
£000
Trade creditors
31 15
Amounts owed to subsidiary companies
84 230
Other taxes and social security costs
2 3
Other creditors and accruals
465 372
582 620
  Details of the security held against the Company’s bank overdraft facility are detailed in note 15 to the 
Consolidated Financial Statements. 81
34   Financial risk management, objectives and policies
  Note 18 to the Consolidated Financial Statements provides details of the Group’s ﬁnancial risk 
management, objectives and policies. These policies also apply to the Company. 
 Financial assets  
  As at 31 May 2013 the Company had ﬁnancial assets totalling £21,000 (2012: £20,000) of which 
£10,000 was held in Euro’s (2012: £nil) and £11,000 was held in Sterling (2012: £20,000). 
  
 Fair value of ﬁnancial assets and liabilities  
  There are no material differences between the carrying value and the fair value of the ﬁnancial assets and 
liabilities.
35 Provisions for liabilities
2013 
£000
2012 
£000
Deferred taxation:
Balance at 1 June 301 345 
Transfer to proﬁt and loss account (28) (44) 
Balance at 31 May
273 301 
Being: 
Accelerated capital allowances 283 310
Other short-term timing differences (10) (9)
Provision for deferred tax
273 301
Analysed in the balance sheet as follows:  
Provision for liabilities 273  301
 
  The deferred tax provision arises as a result of timing differences between the treatment of certain items 
for tax and accounting purposes.
36  Share capital
2013 
No
2012 
No
2013 
£000
2012 
£000
Allotted, called up and fully paid:
‘A’ Ordinary shares of 20p 9,000,000  9,000,000  1,800  1,800
Ordinary shares of 20p 7,351,540  7,351,540  1,470  1,470
 16,351,540  16,351,540  3,270  3,270  
  The 31 March 1982 share price for capital gains tax purposes is 125p and after adjusting for the 1989  
(1 for 1) and 1993 (1 for 2) capitalisation issue this becomes 41.67p. At 31 May 2013 the share price was 
180p (2012: 180p), with a high of 205p (2012: 255p) and a low of 155p (2012: 180p) for the ﬁnancial year. 82
Notes to the Company Accounts
Year ended 31 May 2013
Financial Statements
Haynes Publishing Group P.L.C.  Annual Report & Accounts 2013
36  Share capital (continued)
  Both the ‘A’ Ordinary shares and the Ordinary shares carry equal voting rights of one vote per share where 
a matter is decided other than on a show of hands. Both classes of share rank ‘pari passu’ (including any 
distribution by way of dividend and on a return of capital), save that a transfer of ‘A’ Ordinary shares will not be 
permitted by the directors other than to a member of the holder’s immediate family or to family settlements. The 
holders of ‘A’ Ordinary shares may convert such shares into Ordinary shares at the rate of one Ordinary share for 
each ‘A’ Ordinary share, subject to the further provisions of the Articles of Association and the Companies Acts.
  As at 31 May 2013, the Company holds 1,240,000 Ordinary shares in treasury which represents 16.9% of 
the Ordinary share capital and 7.6% of the Company’s total share capital. The Company is not able to vote 
on the treasury shares and the treasury shares carry no right to receive any dividend or other distribution of 
assets other than in relation to an issue of bonus shares.
37  Reconciliation of movement in shareholders’ funds
Share
capital
£000
Share 
premium
£000
Treasury 
shares
£000
Proﬁt and 
loss
account
£000
Total
£000
Balance at 1 June 2011 3,270  638 - 5,484  9,392 
Proﬁt for the period - - - 4,300 4,300
Dividends (note 29) - - - (2,490) (2,490)
Treasury shares - - (2,447) - (2,447)
Balance at 1 June 2012 3,270 638 (2,447) 7,294 8,755
Proﬁt for the period - - - 2,114 2,114
Dividends (note 29) - - - (1,965) (1,965)
Balance at 31 May 2013 3,270 638 (2,447) 7,443 8,904
38  Retirement beneﬁts
  The Company is a member of a larger UK group wide pension scheme providing beneﬁts based on ﬁnal 
pensionable pay. As the Company is unable to identify its share of the scheme assets and liabilities on 
a reasonable and consistent basis, the Company is permitted under FRS 17 ‘Retirement Benefits’ to 
account for the scheme as if it were a defined contribution scheme. 
 
  Details of the UK scheme are detailed in note 19 to the Consolidated Financial Statements and whilst 
reported under IAS 19 are not in the directors opinion significantly different to the FRS 17 values.
  The contributions paid by the Company into the scheme during the year amounted to £9,000  
(2012: £15,000).
39  Leases
Annual operating lease commitments:
2013 
£000
2012
£000
Land and buildings:
Due within 1 year 38 -
Leases expiring between 2 and 5 years - 65 
38 65 83
Financial Calendar and  
Shareholder Information
Calendar for financial year ended 31 May 2014
Interim statement      January
Interim dividend paid      April
Company year-end      31 May
Announcement of annual results and proposed final dividend     September
Annual General Meeting      November
Final dividend paid      November
 
Analysis of shareholders as at 31 May 2013  
Type of    Number of  Total
shareholder    shareholders shareholdings 
 
Commercial and industrial companies   22   60,720 
Directors beneficial / connected / non-beneficial   6    10,577,567 
Nominee companies     55   1,759,111 
Private holders     188    1,754,583 
Investment trusts and funds    8    959,559 
Shares held in treasury     1    1,240,000 
     280    16,351,540 
Share registrars  
Website:  www.capitaregistrars.com
Investors  
Company website:  www.haynes.co.uk/investor
Share price:  www.londonstockexchange.com (code: hyns)   Haynes Publishing Group P .L.C.