Arena Leisure Plc
Annual Report and Accounts 2009
Arena Leisure Plc Annual Report and Accounts 2009 Arena Leisure Plc
Annual Report and Accounts 2009
Horseracing lies at the heart of Arena’s 
activities. Our portfolio of racecourse 
assets provides a solid base for the future 
development of the Group into a range 
of complementary, income-generating
activities that enhance our racing business 
and allow the expansion of our racecourses 
into 365 days a year operations.
all-weather
turf and floodlit
racing
media
broadcast
exhibitions
and events
conferencing
and banqueting
corporate
hospitality
hotels
and leisure
golf
horseracing Business Overview Business Review Governance Financial Statements Shareholder Information
Business Overview
Arena Leisure Plc | 01
Annual Report and Accounts 2009
Shareholder Information
78 Five Year Record 
79 Shareholder Information
80 Company Information
2009 Highlights
Financial highlights
Revenue
£65,239,000
2008: £64,825,000
Profit before tax
£4,121,000
2008: £4,016,000
Operational highlights
370 fixtures staged in the year; 
26% of all UK racing.
Total attendance up by 2% at 639,000.
Development highlights
Lingfield Park Marriott on schedule 
for Spring 2010 opening.
Folkestone Racecourse mixed-use 
redevelopment included within draft 
local development strategy document.
Future growth
Enhanced media rights contract signed 
with SIS for five years from 2012 at an 
estimated value of £106m.
At The Races has entered into a joint 
venture for the unified international 
distribution of racing pictures from 
all UK and Irish racecourses.
Business Overview
01 2009 Highlights
02 Arena at a Glance
Financial Statements
37 Independent Auditors’ Report
38 Consolidated Statement of Comprehensive Income
39 Consolidated Statement of Changes 
in Shareholders’ Equity
40 Consolidated Balance Sheet
41 Consolidated Cash Flow Statement
42 Notes Forming Part of the Financial Statements
71 Company Balance Sheet – UK GAAP Financial Statements
72 Notes Forming Part of the UK GAAP Financial Statements
Governance
25 Corporate Governance 
29 Remuneration Report
34 Board of Directors and Company Secretary 
35 Directors’ Report
Business Review
04 Chairman’s Statement
06 Chief Executive’s Statement 
09 Review of Operations
22 Financial Review 02 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Overview
Arena at a Glance
We have three core values that drive the development of our business. These core values 
of passion, innovation and excellence have been instrumental in developing Arena into the 
business it is today and will continue to drive its growth in the future.
passion, innovation, excellence
Doncaster 
Turf flat and National 
Hunt racing
The home of the world’s 
oldest classic horse race, 
the St Leger, featuring an
extensive redevelopment 
of the racing and exhibition
facilities. Hotel and residential
development planning
permission received.
184,000
Annual attendance (2009)
2%
% of UK meetings (2009)
Yes
Corporate hospitality
Yes
Conferencing and banqueting
Yes
Exhibitions and events
Proposed
Hotel
Folkestone 
Turf flat and National 
Hunt racing
Kent’s only racecourse 
set in beautiful scenery 
in the North Downs.
35,000
Annual attendance (2009)
2%
% of UK meetings (2009)
Yes
Corporate hospitality
Yes
Conferencing and banqueting
Yes
Exhibitions and events
124,000
Annual attendance (2009)
7%
% of UK meetings (2009)
Yes
Corporate hospitality
Yes
Conferencing and banqueting
Yes
Exhibitions and events
Open 2010
Hotel
Open 2010
Leisure club
Yes
Golf
Lingfield Park 
All-weather, turf flat and
National Hunt racing
Set in 450 acres of Surrey
countryside, construction 
is close to completion on 
a new hotel and leisure
complex, which will create 
a state-of-the-art racing,
conferencing and leisure
destination by May 2010.
120,000
Annual attendance (2009)
2%
% of UK meetings (2009)
Yes
Corporate hospitality
Yes
Conferencing and banqueting
Yes
Exhibitions and events
Royal Windsor 
Turf flat racing
Located beside the River
Thames, within sight of
Windsor Castle and
boasting a series of highly
popular summer Monday
evening race meetings. Business Overview
Arena Leisure Plc | 03
Annual Report and Accounts 2009
70,000
Annual attendance (2009)
5%
% of UK meetings (2009)
Yes
Corporate hospitality
Yes
Conferencing and banqueting
Yes
Exhibitions and events
Yes
Golf
72,000
Annual attendance (2009)
7%
% of UK meetings (2009)
Yes
Corporate hospitality
Yes
Conferencing and banqueting
Yes
Exhibitions and events
Yes and proposed
Hotel
Proposed
Leisure
34,000
Annual attendance (2009)
1%
% of UK meetings (2009)
Yes
Corporate hospitality
Yes
Conferencing and banqueting
Yes
Exhibitions and events
At The Races 
Broadcasting UK, Irish and
international racing
Award-winning media
distribution business, 
taking UK and Irish racing 
to the widest possible
national and international
audience.
Southwell 
All-weather, turf flat and
National Hunt racing
Friendly East Midlands
venue offering a variety of
racing, conferencing and
golf facilities.
Wolverhampton 
Floodlit all-weather racing
The UK’s busiest racecourse 
and one of only two operating
floodlit courses in the UK.
Planning approval received 
to create the UK’s first
combined racecourse, hotel
and casino complex.
Worcester 
National Hunt racing
A picturesque tree-lined
course with a unique
position on the banks 
of the River Severn.
Business Overview 04 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
Highlights
A contract signed for the provision of media
rights content to SIS with an estimated total value
of £106m over its five-year term from 2012. £32m
of advanced payments to be received upfront.
Revenues increased to £65.2m (2008: £64.8m)
and profit before tax up by 3% to £4.1m 
(2008: £4.0m).
Shepway Council has included Folkestone
Racecourse in its Local Development Framework
consultation document as the potential site 
of a high-quality mixed-use development of 
at least 400 homes.
Lingfield Park hotel and leisure project is 
on target to be fully operational by May 2010.
In 2009, Arena clearly demonstrated its ability to deliver
significant long-term value, most notably through its
transformational deal over future media rights with Satellite
Information Services Ltd (‘SIS’), announced in July. Arena has
continued to trade well through difficult market conditions
and is reporting earnings ahead of those achieved last year .
In addition, good progress was made on the Group’s strategy
for asset value creation.
Revenue in the year to 31 December 2009 increased to
£65.2m (2008: £64.8m) principally as a result of increased
income from Levy prize money contributions, and through
contractual increases in media rights income from BAGS.
The additional revenues from industry sources compensated
for a shortfall in revenues from our consumer business,
most notably in corporate and private hospitality. 
Profit before tax increased by 3% to £4.1m (2008: £4.0m).
Included within this is a gain on disposal of non-core land
assets of £0.4m (2008: £1.7m) and finance costs £2.2m lower
at £1.2m (2008: £3.4m). In 2008, the significant reduction in
market interest rates resulted in a £1.5m non-cash charge
on the movement in valuation of our interest rate hedge
instruments (2009: £nil). Lower prevailing interest rates and
the reduction in the Group’s net borrowings (following receipt
of the £12.5m advanced payment from the media rights deal
with SIS in July 2009) also had a positive impact on finance
costs. Basic earnings per share were 3% higher at 1.16p
(2008: 1.12p). 
During 2009, Arena staged 370 fixtures (2008: 363), again
representing 26% of all UK racing fixtures (2008: 26%). 
Total attendance at our seven racecourses increased by 
2% to 639,000 (2008: 629,000) and we maintained average
attendance per fixture at 1,727 (2008: 1,733). The UK 
racing industry as a whole attracted over 5.7 million 
(2008: 5.7 million) visitors on course during the year 
and average industry attendance was also maintained 
at 4,008 (2008: 4,017). 
Chairman’s Statement
Transforming the Business
In 2009, Arena clearly demonstrated its ability to deliver significant 
long-term value, most notably through its transformational deal over
future media rights with SIS. It has continued to trade well through
difficult market conditions and to make good progress on its strategy 
for asset value creation. 
Raymond Mould Chairman  Business Review
Arena Leisure Plc | 05
Annual Report and Accounts 2009
In July, we announced the signing of an agreement with SIS
for the provision of horseracing content into licensed betting
offices (‘LBOs’) in the UK and Ireland for a five-year period
from 1 January 2012. Over this period, we estimate that the
total revenues receivable by Arena will be £106m, nearly
double the value of our current contract with BAGS for which
revenues are estimated at £55m. Arena will receive a total 
of £32m of this revenue in advance of the contract start date,
with £12.5m already having been received. With a substantial
uplift in profitability resulting from 2012, this transformational
agreement will further reduce net borrowings and enhance
future operating cash flows.
Arena has continued to progress its real estate development
opportunities in line with its stated strategy. The Lingfield
Park Marriott hotel and country club construction is now
nearing completion and this significant development will 
be fully operational, as planned, by May 2010, completing a
£30m development. In addition, following our representations,
Shepway Council is recommending a high-quality mixed-use
development at Folkestone Racecourse to include at least
400 homes as part of the redevelopment of the Racecourse
which will help secure its future. 
At The Races (‘ATR’), in which Arena owns a 45.85% stake,
has built on the improved performance of 2008 with Arena’s
share of ATR’s post-tax result for 2009 increasing by 66% 
to £0.5m (2008: £0.3m). Following the year end, in January
2010, ATR announced a joint venture with Racecourse 
Media Group (‘RMG’) for the pooling of the international
distribution of media rights of all racecourses in the UK 
and Ireland which further enhances ATR’s strong position 
for future growth.
The media rights agreement with SIS further strengthened
Arena’s financial position and we have agreed £55m of
renewed banking facilities, on good commercial terms, 
with our relationship bank, Lloyds Banking Group. We are
grateful for the Bank’s continued commitment to Arena. 
In light of the recent robust performance and the new 
media rights agreement, the Board is pleased to announce
that it is proposing to recommence dividend payments with 
a final dividend for 2009 of 0.38p per share (2008: nil). No
interim dividend was paid during the year (2008: 0.25p per
share) and it is the Board’s intention to pay future dividends
in one annual instalment as a final dividend. 
The Board recognises the significant contribution that all 
of Arena’s staff have made to the business during the year .
Whilst adverse economic conditions increased the operational
challenges, our people continue to deliver consistently high
standards of professionalism and quality of customer service
of which we are justly proud. 
The economic outlook remains uncertain. However, our
trading performance in the year to date has been robust and
is in line with the Board’s expectations. Whilst the industry
suffered multiple abandonments due to the prolonged 
cold weather in January and February, Arena’s all-weather
racecourses have meant that we were able to stage
additional fixtures at short notice during this period and 
our total programme for the year remains virtually intact.
We are excited about the imminent opening of the Lingfield
Park Marriott hotel and leisure project and look forward to
another year in which we continue to evolve Arena’s multiple
sources of value creation.
Raymond Mould
Chairman
26 February 2010
Business Review 06 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
The core elements of value in the business are:
The racing content that we license to bookmakers
both in the UK through our contract with BAGS,
and from 2012 with SIS, and internationally
through At The Races. Arena’s product is unique
to UK racing with our seven racecourses
accounting for over one-quarter of all UK
horseracing and able to supply live content
throughout the year, throughout the day and 
into the evening.
The cash-generative operational business 
has remained consistently profitable through 
a difficult trading market and has continued 
to develop both in terms of operating margins
and in the quality and variety of product that 
we offer our customers.
The securing of planning consents and the
subsequent development of leisure assets on 
our racecourses has seen Doncaster Racecourse
fully redeveloped and reopened in 2007 and will
see the Lingfield Park Marriott hotel and leisure
project complete in the early part of 2010. Other
future projects for which we have planning
permission include the Wolverhampton ‘racino’
and the Doncaster hotel and residential scheme.
The realisation of the value of surplus land. 
This includes good potential for a successful
residential planning application at Folkestone
Racecourse as part of a comprehensive
redevelopment of the Racecourse and the recent
disposals of smaller non-core land assets at
Royal Windsor and Lingfield Park Racecourses.
Transformational media rights deal
We were delighted to enter into a long-term media rights
agreement with Satellite Information Services Ltd (‘SIS’) for the
provision of racing content to Licence Betting Offices (‘LBOs’) in
the UK and Ireland. The agreement will replace Arena’s current
contract with Bookmakers’ Afternoon Greyhound Services Ltd
at its expiry on 31 December 2011 and has a term of five years
to 31 December 2016. Total revenues receivable by Arena
under the agreement are estimated by the Board to be
£106m, significantly in excess of the revenues receivable
under the exiting five-year contract which are estimated 
by the Board at £55m. Arena received an initial advanced
payment from SIS of £12.5m upon signing of the agreement.
Two further advance payments of £12.5m and £7.0m will be
paid to Arena on 22 July 2010 and 22 July 2011 respectively,
upon the provision of security by Arena. The balance of the
estimated revenues will be receivable by Arena throughout
the five-year term of the agreement on a per race basis.
This agreement has secured an important revenue stream
for Arena and reflects the substantial value of the Group’s
media rights product by virtue of its unique composition 
of all year round racing. The new contract will lead to a
substantial uplift in profitability from our media rights from
2012 and the advanced payments have allowed us to reduce
Arena’s net borrowings.
Evolving our operating business
The performance of Arena’s racecourses in 2009, through
difficult trading conditions, has demonstrated the robust and
cash-generative nature of the business. Revenues for the
year increased to £65.2m (2008: £64.8m), with income from
the Levy prize money funding increasing to £21.7m (2008:
£19.0m) and income from the BAGS media rights increasing
to £11.6m (2008: £10.4m). Profit before tax increased by 
3% to £4.1m (2008: £4.0m). 
With racecourses at the heart of our business, Arena provides
a range of products and services to a broadening customer
base. The core raceday experience provides a unique sporting
occasion with excellent facilities serving the full range 
of retail and private and corporate hospitality customers.
Similarly, a wide customer range is catered for as a result 
of the diversification of our offering into a variety of leisure
and hospitality related products – including hotels, golf,
banqueting, conferences and exhibitions. We have created
value through the successful establishment of our own 
Chief Executive’s Statement
Delivering the strategy
With horseracing at the heart of its business, Arena has continued 
to evolve multiple sources of value creation. 
Mark Elliott Chief Executive Business Review
Arena Leisure Plc | 07
Annual Report and Accounts 2009
in-house catering operation in 2007 which services all of 
our leisure offerings and has the capacity for further profit
growth as hospitality markets return. In due course we
believe this business will offer a service to third parties,
creating another value stream and we are currently
evaluating this opportunity.
The ongoing profitability, combined with the restructuring
undertaken over the last few years, leaves Arena very well
placed to benefit from improving economic circumstances.
Profitability and operating cash flow will be further enhanced
from 2012 as a result of the new media rights contract 
with SIS.
Developing our estate
Arena has a proven track record in obtaining planning
consent and subsequently developing leisure assets on 
its racecourses. 
Most recently, our development focus has been on the
Lingfield Park hotel and leisure scheme which commenced
construction in May 2008 and is on schedule to be fully
operational by May 2010. This scheme, which incorporates 
a 116 bedroom 4-star hotel, a health club and spa as well 
as a new golf clubhouse, will be branded as a Marriott Hotel
and Country Club. The complementary nature of this asset 
to Lingfield Park is central to our development strategy
allowing us to exploit synergies in operations, notably in
catering, and to maximise the existing facilities which include
a championship standard golf course, and extensively
refurbished conference and meeting suites.
Arena continues to progress two other major projects which
have planning consent: 
• At Wolverhampton Racecourse, the ‘racino’ scheme will
involve a partial redevelopment of the site to incorporate 
a casino and an extension of the existing hotel from 56
bedrooms to 170. This scheme has planning consent but 
is dependent upon the grant of a small casino licence from
Wolverhampton City Council, which was granted the right to
award a licence in May 2008. Since then, progress by central
and local government in enacting the tender process for
such licences has been slow. Recent indications are that 
a formal process could commence in 2010 for completion
in 2011 or 2012. We remain keen to tender for the licence
and to undertake this major development opportunity. 
• At Doncaster Racecourse, planning consent is in place for 
a 120-bedroom hotel and 34 residential units. The Board
remains confident that this is a commercially attractive
opportunity that will provide a highly complementary asset
to the Racecourse operation, particularly as the current
grandstand facilities provide 3,400m
2
of exhibition space
that is rapidly establishing itself as a major venue for trade
shows and other events. 
In addition to these schemes, we consider that there is
opportunity to significantly further enhance the facilities at
Royal Windsor Racecourse and we continue to work with our
planning advisors on proposals that will both improve the
Racecourse facilities and meet the requirements of the local
‘Green Belt’.
Realising value from surplus land
Good progress has been made on our strategy for the
utilisation of surplus land at Folkestone Racecourse based
on a part residential and part leisure development and 
which will involve a comprehensive redevelopment of the
Racecourse. The Racecourse has been included in Shepway
Council’s Local Development Framework – Core Strategy
Preferred Options document. In this, the Racecourse is
recommended for a high-quality mixed-use development 
that would improve, and hence secure the future of, the
Racecourse and provide a site for at least 400 new homes.
This project has the potential to be significant in realising
value from surplus land. 
On a smaller scale, in November 2009, a small plot of land 
at Lingfield Park, that was previously the site of an unused
leisure club, was sold realising a net gain of £0.4m. In 2008,
the sale of the marina and caravan park freeholds at Royal
Windsor Racecourse realised a gain of £1.7m. We continue 
to explore the potential for opportunistic realisation of value
from the Group’s assets in this way.
Mark Elliott
Chief Executive
26 February 2010
Business Review 08 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
With racecourses at the 
heart of our business, 
Arena provides a range 
of products and services 
to a broadening customer
base from our 365 days 
a year operations. Business Review
Arena Leisure Plc | 09
Annual Report and Accounts 2009
Arena staged 370 fixtures in 2009, seven more than 
in 2008 (2008: 363), representing 26% of all UK racing
fixtures (2008: 26%). 336 fixtures had been scheduled for
2009 (2008: 354). However, during the year, Arena obtained
an additional 42 fixtures at short notice (2008: 16); 38 as a
result of the closure of Great Leighs racecourse (2008: 16)
and four from the British Horseracing Authority (‘BHA’) 
due to the impact of adverse weather conditions (2008: nil).
Eight fixtures were abandoned during the year due to poor
weather conditions (2008: seven). The net effect of the
significant number of unscheduled fixtures staged at short
notice was a comparative profit shortfall of around £0.2m. 
Total attendances increased by 2% to 639,000 (2008: 
629,000), with the average attendance being maintained 
at 1,727 (2008: 1,733). 
Attendance from corporate and private hospitality was 
38,600 (2008: 53,700) and was negatively impacted by the
economic downturn, as anticipated given the patterns we 
had seen through 2008. This lower number accounted for 
a net reduction in profitability of around £1.1m and, for those
attending, margins were also generally lower . In anticipation
of these difficult trading conditions, we took action at the 
end of 2008 to realign the cost base of our operation to
match these reduced levels of business. Major savings 
were achieved at Doncaster Racecourse and the progress 
of our in-house catering operation has seen significant
margin improvements across all of our racecourses.
Within the profit before tax figure of £4.1m, the racecourse
operation delivered operating profits of £6.8m (2008: £7.7m).
During 2008, Arena benefited from £0.6m (2009: £nil) of
insurance claim proceeds recognised in relation to Southwell
Racecourse’s flood damage caused in 2007; £0.3m (2009:
£nil) of income from its management contract with Great
Leighs Racecourse; and £0.1m (2009: £nil) of rental income
from the leaseholds of the marina and caravan park at 
Royal Windsor Racecourse, the freeholds of which were 
sold in December 2008. As mentioned, the large number 
of unscheduled fixtures staged at short notice caused 
a comparative shortfall of around £0.2m. 
The 2009 profit also included costs relating to the pre-opening
activities of the Lingfield Park hotel and leisure development
of £0.2m (2008: £nil). We expect to incur a further £0.5m in
2010 in the run up to the scheduled opening of the Marriott
hotel in May 2010. 
Taking into account each of these factors, the implemented
operational efficiencies in both the racing and catering
activities, coupled with the additional media rights income
from BAGS, successfully protected underlying profits.
Review of Operations
Overview
Arena staged 370 fixtures in the year, seven more than in 2008, representing 26% of all UK racing
fixtures. Total attendance increased by 2% to 639,000.
*Note: 2008 attendances have been restated to actual recorded numbers,
whereas in prior years we have used Levy Board statistics that make
assumptions on the numbers of annual badge holders attending each
meeting. These assumptions proved to be inaccurate for all-weather
racecourses due to their high numbers of fixtures.
Business Review 10 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
The performance of Arena’s
racecourses in 2009, through
difficult trading conditions,
has demonstrated the robust
and cash-generative nature
of the business, and Arena 
is well placed to benefit 
from improving economic
circumstances. Business Review
Arena Leisure Plc | 11
Annual Report and Accounts 2009
Doncaster Racecourse staged its second full year of trading
following its reopening in August 2007 and its third St Leger
Festival in the new facilities. A crowd of 27,000 at the St Leger
itself on the Saturday beat the 2008 attendance by 1,000. Total
attendance over the four days of the St Leger was 53,000
(2008: 59,000), with the shortfall predominantly from corporate
hospitality clients from the banking and construction
industries. Ladbrokes were again the main sponsor of the
St Leger and a successful new partnership with DFS provided
additional support this year for this major event in our
calendar . As in 2008, we hosted post-racing music evenings
with some major acts on three nights in the summer . These
events have successfully attracted a broader audience to
racing and we continue to review the best way to provide a
whole package of entertainment at Doncaster and all of our
courses. Outside of racing, the meeting and exhibition facilities
at Doncaster Racecourse have developed very well in tough
market conditions and are establishing themselves as a venue
of choice for major local and national events.
Together with Doncaster, Royal Windsor and Lingfield Park
Racecourses are the two courses which were most exposed
to the reduced levels of hospitality business over the past two
years as both have previously had a core level of summer
business from this important segment. At Lingfield Park, the
construction of the hotel temporarily reduced the hospitality
capacity and we have been able to operate efficiently at lower
levels of business. The Racecourse has been very successful
at replacing this lost business with new income and, in
particular, has been able to host a number of evening concerts
after racing, which attracted good crowds. Similarly, at Royal
Windsor, the extension of themed racedays to the already
successful Monday night and weekend family programmes
has, on a few occasions, generated crowds approaching the
record of 10,000. At both of these racecourses, the restaurant
and retail catering offerings have also increased average
spend per head, serviced by our in-house catering operation,
and helped to mitigate the reduction in hospitality income. 
Arena’s all-weather tracks are a profitable mainstay of the
Group, and Wolverhampton, Lingfield Park and Southwell
hosted 98, 98 and 78 fixtures respectively in 2009. Their
ability to provide a consistent racing programme throughout
the year is of value to race-goers, bookmakers and punters
alike and, in October 2009, Lingfield Park celebrated the 
20th anniversary of the introduction of all-weather racing in
the UK. Southwell completed its first full year of operation
following the flood damage in 2007. This had necessitated 
a major reinstatement of the facilities that was finally
completed in July 2008. Wolverhampton is one of only two
floodlit racecourses in the UK and the attractiveness of this
product allows a versatile approach to racing times through
the early and latter parts of the year that can help fill racing
content in bookmakers’ shops in the late afternoon and early
evening. All-weather racing is a net contributor to Levy
generation for the UK racing industry, receiving less in
funding than it consequently generates in Levy contribution.
Worcester Racecourse enjoyed a full programme of 16
scheduled race meetings in 2009 with no repeat of the
flooding that had disrupted racing in both 2007 and 2008.
Folkestone Racecourse hosted 22 meetings from a
scheduled 24, with a meeting in each of February and
December being lost to adverse weather conditions. 
Industry revenue sources
Arena’s media rights contract with Bookmakers’ Afternoon
Greyhound Services Ltd (‘BAGS’) for the provision of racing
content to Licence Betting Offices (‘LBOs’) generated income
of £11.6m (2008: £10.4m). In part, the increase was due to 
a contractual 4.1% inflationary uplift (2010 increase will be
approximately 2% with inflation indexes below the contractual
minimum threshold). The amount due under the contract
also varies with the number of races staged and, in 2009, 
a slightly increased number of fixtures, coupled with a slightly
increased average number of races per fixture predominantly
in the last quarter, resulted in additional income. In the 
early part of 2008 there were also more races than expected
featuring field sizes of less than eight runners which reduced
BAGS income. These races were mostly as a result of the
newly introduced winter evening programme and, in 2009,
changes to this programme, together with increased prize
money, resulted in better field sizes.
Arena’s total income from the Levy was £21.7m in 2009, up 
by 14% (2008: £19.0m). Income from the Levy predominantly
funds prize money, with the remainder contributing to the
integrity costs of staging racing. A declining Levy yield,
caused by a combination of the current economic situation
and the move by certain bookmakers of their online business
‘offshore’, is likely to impact negatively on prize money levels
in the second half of 2010 and through 2011, where a 20%
reduction in prize money funding is anticipated.
Arena continues its close involvement with key racing bodies
with Mark Elliott holding the role of Vice Chairman of the
Racecourse Association (‘RCA’) and Ian Renton continuing 
as the member-nominated representative of the UK’s
racecourses on the board of the BHA. 
Review of Operations
Racecourses
Business Review 12 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
At The Races takes racing
coverage to over 1.5 million
different TV viewers and
550,000 online users each
month in the UK and Ireland,
and distributes UK and Irish
racing into over 20 countries
around the world. Business Review
Arena Leisure Plc | 13
Annual Report and Accounts 2009
At The Races (‘ATR’), the media distribution business, 
is a joint venture between Arena, Sky and a number of
racecourses including Ascot, of which Arena and Sky are 
the major partners, each with a shareholding of 45.85%. 
ATR continues to develop its business from multiple media
platforms that include both the UK and Ireland’s most
watched dedicated horseracing television channel and 
the leading website attheraces.com.
ATR is a dedicated horseracing channel broadcasting 
daily live action from the UK and Ireland and is available in
13 million homes. It attracts over 1.5 million individuals to
view the channel each month who are a strong demographic
that is attractive to both advertisers and sponsors. 
The television business continues to perform well despite
pressure on advertising rates and has won a number 
of coveted industry awards over recent years. 
The website attheraces.com is the premier racing and betting
website in the UK and Ireland and has over 0.55 million unique
monthly users; with a 2009 peak of 0.65 million, including
over 1.0 million video streams accessed each month. The
expansion of the business segment has seen ATR develop
‘Bet & Watch’ technology that allows race streams to be
viewed live on bookmaker websites as well as a live channel
available via annual subscription. Through 3G technology,
ATR is available across all major mobile phone platforms 
in the UK and Ireland.
In the year to 31 December 2009, ATR generated an operating
profit of £1.4m (2008: £1.4m) from revenue of £16.1m (2008:
15.6m). Operating profit was recorded after payments to
racecourses in excess of £3.1m (2008: £2.4m), with the total
payments made by ATR now exceeding £13m (2008: £10m)
since June 2004. Arena’s share of ATR’s post-tax profit 
was £0.5m (2008: £0.3m), building on the first year of profit
achieved in 2008. The development in 2009 was largely 
driven by growth in the international distribution of its racing
product, offset by declines in some domestic revenues such
as advertising caused by the current economic conditions.
ATR’s interest costs were also substantially reduced as a
result of the lower prevailing interest rates. 
Internationally, in January 2010, ATR created a joint venture
with Racecourse Media Group (‘RMG’) providing a unified
service for the international sale of the media rights content
of all UK and Irish racecourses. The two parties have pooled
their respective rights into the venture which will be tasked
with maximising the revenue opportunities for British and
Irish racing in important pari-mutuel markets such as Italy,
France, South Africa, Turkey and Australia as well as further
developing opportunities in newer markets such as Singapore,
Malaysia and Hong Kong. ATR owns the international
distribution rights to 30 UK racecourses and all 26 Irish
racecourses and RMG owns the international distribution
rights to the remaining 30 UK racecourses. As a combined
and unified product, British and Irish racing is a hugely
powerful proposition for racing fans and betting audiences
around the world and is, arguably, unrivalled in terms of
quality, depth and variety. 
The joint venture will start trading on 1 March 2010 and is
expected to achieve an immediate reduction in duplicated
costs. For ATR, the cost reduction benefit in the year to
31 December 2010 is estimated at around £0.5m. Revenue
growth is expected over the longer term.
ATR is well placed for continued future growth.
Review of Operations
At The Races
Business Review 14 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
Racecourses
In the UK there are four all-weather tracks, of which Arena
owns three. Only two of the country’s tracks are floodlit:
Arena’s Wolverhampton Racecourse is one and Jockey Club
Racecourses’ Kempton Racecourse is the other . In January
2009, Great Leighs Racecourse, the fifth all-weather
racecourse to open, entered administration and has not
operated since. Arena had previously managed racing at
Great Leighs under contract. In June 2009, the independently
owned and newly developed Ffos Las racecourse opened,
bringing the total operational UK racecourses to 60.
Attendances
During the year, UK racecourses staged 1,427 fixtures 
(2008: 1,423) and attracted total attendance of 5.7 million, 
in line with the previous year (2008: 5.7 million). The average
attendance across these fixtures was 4,008 (2008: 4,017).
In 2008, the Wednesday of the Cheltenham festival was lost
to weather, as was the York Ebor festival, and despite the
latter’s headline race being transferred to Arena’s Doncaster
Racecourse, these two events had a negative impact on 
2008 attendance levels. Even so, the total attendance at 
UK racecourses has historically proven to be resilient
through the current economic cycle as is demonstrated 
by the historical attendances shown below:
2010 remains uncertain economically; however, we expect
that public attendances will continue to be stable in the
absence of any unpredictable economic, climatic or other
influence. The Football World Cup is likely to have some
impact on summer attendance levels in June and July,
although the chart below shows that in 2006 this was not
noticeably significant. UK racing has scheduled 1,503 fixtures
for 2010 (2009: 1,490), of which Arena is scheduled to host
356 (2009: 336).
Industry funding
2008 saw a bumper yield of £115m from the industry Levy
which predominantly funds prize money. In 2009, the yield
has been notably lower at £92m, mainly as a result of the lower
profitability of bookmakers in the 2008/9 contribution period. 
During the second half of 2009, and as a result of the
increased Levy, the levels of prize money were increased and
we have seen the impact of this in 2009 revenue. For 2010,
there will be a reduction in prize money levels following 
the reduced Levy, although this will have a minimal impact
on racecourse profitability. Arena’s racecourses received
approximately one-fifth of the total Levy distribution in 
2009 and generate a larger contribution to Levy yield by 
the nature of the racing product that we stage.
Arena continues its close involvement with key racing bodies
with Mark Elliott holding the role of Vice Chairman of the
RCA and Ian Renton continuing as the member-nominated
representative of the UK’s racecourses on the board of the
British Horseracing Authority (‘BHA’). 
Review of Operations
Market Overview
Arena has a strong position in the UK racing
industry by virtue of its portfolio of seven
racecourses that together host over a quarter 
of all UK racing fixtures.
Number of
Ownership racecourses 2009 fixtures
Arena Leisure Plc 7 370 (26%)
Jockey Club Racecourses 14 358 (25%)
Northern Racing 9 201 (14%)
Independent 30 498 (35%)
Total UK racecourses 60 1,427 (100%)
Levy yield (£m)
91.6
115.3
99.2
99.3
2008/09
2007/08
2006/07
2005/06
105.6
110.7
79.9
72.9
2004/05
2003/04
2002/03
2001/02
60.3
59.4
2000/01
1999/00
UK racing attendance and UK GDP growth
4,000
5,000
6,000
3,000
2%
4%
6%
–2%
–3%
–1%
1%
3%
5%
–4%
0%
GDP growth % Attendance, 000s 
7,000
2,000
1993 1991 1995 1999 1997 2001 2003 2005 2009 2007 Business Review
Arena Leisure Plc | 15
Annual Report and Accounts 2009
The key aspects of Arena’s strategy are
encompassed in four main themes:
The provision of excellent services and facilities
to our customers and the greater utilisation of
our assets in order to drive earnings growth.
Investing in new or expanded earnings enhancing
opportunities on our racecourses that
complement our existing activities.
Realising value from any surplus or under-utilised
land within our 1,070 acres of freehold land.
Acquisitions: build on our core skills and
operations, leading to an increase in shareholder
value. These are likely to be opportunistic in nature.
Arena is not dependent on any single revenue stream or
revenue driver, with over 50% of the Company’s revenues
derived from long-term contracted sources; the Horserace
Betting Levy Board (‘HBLB’) Levy and media rights income.
Combined with additional hotel, golf and venue revenues,
Arena has positioned itself to ensure that the Company is 
not dependent on revenues generated purely by attendance.
Review of Operations
Strategy and Business Model
Horseracing lies at the heart of Arena’s activities. Our portfolio of racecourse assets 
provides a solid base for the future development of the Group into a range of complementary, 
income-generating activities that enhance our racing business and allow the expansion 
of our racecourses into 365 days a year operations.
Key business driver Income stream Activity
Fixtures and 
races
Public and 
hospitality
attendance
Levy funding
UK media rights
Other racing income
Prize money
Integrity costs
Transmission to LBOs 
in UK and Ireland
International media rights
Sponsorship
On-course betting commission
Racecards and advertising
On-the-door sales
Advanced sales
Hospitality boxes
Season tickets
Food and beverage retail
Restaurants
Hospitality
Concessions
Admission revenue
Catering income
Non-racing 
activities
Conference and banqueting
Exhibitions and events
Hotels
Golf courses
Health club and spa
Utilising racecourse 
facilities
Other leisure
Performance drivers
Business Review 16 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
Why these key performance indicators 
are important
On this page and the facing page are shown the
key performance indicators that are considered
relevant in measuring the performance of 
the business.
The primary driver of performance is the number
of fixtures hosted and then the total attendance
and particularly the private and corporate
hospitality element. Attendance is expressed 
in aggregate for the year and as an average 
per fixture. Hospitality attendance is shown 
in aggregate and is important as the highest
profit contributing customers segment.
The combination of revenues on any particular
raceday will result in a significant range of
resulting contributions from a particular fixture.
The average contribution before overheads and
administrative costs is shown as an indicator .
Financial key performance indicators
Revenue has increased from 2008 to 2009 as result of
increased Levy contribution, additional BAGS income 
and despite shortfalls in hospitality business.
In April 2007, the Group brought its catering operation 
in-house, and in August 2007 the redeveloped Doncaster
Racecourse reopened. These items resulted in £6.9m 
of increased revenues from 2006 to 2007.
Profit before interest and tax is shown adjusted 
for specifically disclosed items:
• 2009 – gain on sale of asset
• 2008 – gain on sale of asset
• 2007 – impairment losses, gain on disposal 
of flood damaged assets
Basic earnings per share (p)
1.16
1.12
1.63
1.61
2009
2008
2007
2006
Profit before interest and tax (£m)
4.9
5.8
5.7
5.6
2009
2008
2007
2006
Revenue (£m)
65.2
64.8
57.9
45.3
2009
2008
2007
2006
Review of Operations
Key Performance Indicators
The Group monitors a number of key performance indicators that 
are both financial and operational. These indicators are considered 
to be either the key drivers of the business or represent the key 
metrics by which the performance of the business is measured. Business Review
Arena Leisure Plc | 17
Annual Report and Accounts 2009
Operational key performance indicators
Total attendance has been robust with a major increase
recorded in 2007 as a result of the reopening of Doncaster
racecourse. Industry statistics show a similar pattern 
with total UK attendance of 5.7 million in 2009 compared 
to 5.7 million in 2008.
Hospitality attendance has been, and is, an important profit
contributor to Arena’s racecourses. Economic conditions
have impacted this business significantly.
Average attendance is a good indicator of underlying
consumer trends. It can be affected by the mix of race
fixtures in any particular year with additional unscheduled
fixtures typically generating lower attendances than
scheduled fixtures.
Average attendances
1,727
1,733
1,605
1,382
2009
2008
2007
2006
Hospitality attendance
38,600
53,700
62,700
48,200
2009
2008
2007
2006
Total attendances*
639,000
629,000
557,000
488,000
2009
2008
2007
2006
*To nearest thousand.
The average profit contribution is an indicator of the gross
contribution from a race meeting before the fixed costs 
of racecourses which are predominantly administration,
property and racecourse maintenance-related.
Each of Arena’s seven racecourses owns the rights to host
certain race meetings in perpetuity. In addition to these
‘owned’ meetings, totalling 268 across the Group, further
meetings are acquired from the BHA on arrangements
lasting from one to three years.
The Group has diverse sources of revenue, of which
approximately half is received from industry sources; the
Levy and media rights BAGS income. Other revenues reflect
the consumer focuses of the business from admission
receipts, catering incomes and other sources of racing 
and non-racing business.
Analysis of revenues (£m)
Admission-related 9.7
HBLB 21.5
Other raceday 
and non-raceday 11.8
Catering 10.6
BAGS 11.6
Number of fixtures held
370
363
347
353
2009
2008
2007
2006
Average contribution per fixture (£)
50,000
50,000
48,000
43,000
2009
2008
2007
2006
Business Review 18 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
Risk type and impact
Development risk
The Group is currently deploying its strategy for the
creation of value through maximising the potential
utilisation of real estate and land assets. Central 
to this strategy are a number of planned and active
development projects. 
The current major developments are: 
• A new hotel and leisure facility at Lingfield Park with
construction substantially complete;
• A new hotel extension and casino (subject to securing 
a licence) at Wolverhampton Racecourse;
• A new hotel and residential development at Doncaster
Racecourse;
• Planning application for residential development at
Folkestone Racecourse; and
• Planning application for racecourse and associated
development at Royal Windsor Racecourse.
Commercial and operational risk
The Group’s business is exposed to weaknesses in
consumer spend, particularly in the private hospitality
segment, and to poor weather conditions during the
summer months which can severely impact income and,
consequently, profit. In the current economic downturn 
this risk has had a material impact on the Group’s trading. 
Mitigation
In order to mitigate the inherent risks in such a development
programme, the Group has or will: 
• Undertake detailed feasibility studies in respect of 
the new developments using highly qualified and
experienced consultants to assess the business 
potential in each location;
• Choose to work with internationally recognised hotel
brands with significant experience and market presence
based upon established management contract and
franchise models;
• Employ suitably experienced and qualified project
managers for each construction project who are dedicated
to delivering the development from planning through to
completion; and
• Enter into fixed price contracts with suitably experienced
and established building contractors. 
Management have taken mitigating actions to protect 
the Group from current and potential operational risks.
• The operating cost base has been aligned with reduced
customer revenue and the operating synergies arising 
from bringing our catering operation in-house have
protected profits;
• The Group has appointed suitably experienced and 
qualified senior management to oversee and direct the
operation and standards of performance across all of
Arena’s racecourses;
• Appropriate systems and structures are in place to ensure
proper training and supervision of staff, and management
information systems monitor performance on a regular
basis against predetermined targets; and
• The Group has made a significant investment in
information technology, covering key business areas and, 
in particular: reservations, ticketing and points of sale 
and customer relationship management. These systems
are substantially embedded assets with a consequent
improvement in the control environment of the Group.
Review of Operations
Principal Risks
The Group regularly reviews ongoing and potential risks which may impact upon the planned
execution of strategy and operational performance with a consequential impact on value. 
In so doing, management and the Board ensure that appropriate systems, procedures and 
controls are in place to mitigate the occurrence and impact of such risks. Arena Leisure Plc | 19
Annual Report and Accounts 2009 Business Review
Risk type and impact
Commercial and operational risk continued
A significant proportion of the Group’s annual income 
is derived from the statutory Levy on bookmakers’ profits
from UK horseracing. There is a risk that a replacement 
for this scheme may have a potentially detrimental 
impact on income. 
A significant proportion of the Group’s annual income is
derived from its contract for the supply of racing content 
to Licensed Betting Offices.
Strategic risk
The Group manages a number of strategic risks related 
to the delivery of value through exploiting its multiple
sources of value creation.
• The current credit markets have reduced the availability
and increased the cost of additional debt funding which 
has a potential impact on the Group’s ability to source
acceptable funding for future development projects; and
• Potential failure to achieve acceptable planning consents,
of which the most significant are those at Folkestone
Racecourse and Royal Windsor Racecourse, are mitigated
by appropriate management actions. 
Health and safety risk
The Group must ensure it adequately satisfies health and
safety standards.
Mitigation
• There is high level of involvement of management 
in the key industry bodies. The recent settlement of the
2009/10 Levy without recourse to the Secretary of State
and the intention of all parties to seek a longer-term
solution indicate a reduced risk; and
• The Group enters into long-term contracts for the
provision of racing content and has entered into an early
agreement for the period from 2012 to 2016, securing this
income for the medium term.
To mitigate this risk the Group has taken the following action:
• Maintaining a close relationship with our current lender, 
as well as building and maintaining relationships with
other potential lenders. In addition, management and the
Board continue to consider other alternative sources of
investment capital; and
• Detailed planning strategies have been developed in
conjunction with a suitably qualified property consultant.
Regular meetings are held with local council executives
and planning departments and representations are made
through the Local Development Framework process.
The Group takes the following action to ensure the health
and safety of Arena employees and customers: 
• The Group has employed suitably qualified and experienced
health and safety managers to ensure that the Group’s health
and safety policies are communicated and complied with;
• Each racecourse employs an on-site food safety specialist
whose training is overseen by the Group’s National
Catering Manager . These on-site employees are, in turn,
responsible for ensuring all racecourse catering staff
receive food hygiene training; and
• From a racing perspective, the Group employs a Health 
and Safety Manager, who is responsible for communicating
controls and procedures across the Group. She is a member
of the Racecourse Association’s Safety Advisory Group and
ensures that industry best practice is implemented across
all seven racecourses. 
Business Review 20 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
Environmental matters
The Group operates a Health, Safety and Environmental
Policy which sets out the responsibilities of the Directors,
management and employees in relation to all health and
safety and environmental matters, as well as the procedures
to be followed. The Group Health and Safety Manager
oversees the implementation of the policy. A number of
specifically-trained employees have been given responsibility
for communicating specific areas of the policy across the
Group. The policy is continually being updated.
The recycling programme has been a recent focus of 
the policy and continues to expand. Cardboard balers and
glass compactors are in place at Lingfield Park, Doncaster,
Wolverhampton and Royal Windsor Racecourses. The 
Group is actively seeking ways to improve the recycling 
of both catering waste and stable bedding.
Of key importance to the Group is consideration of the
environmental impact of its major developments. To
minimise the risk of environmental damage, Arena employs
environmental consultants and services consultants to carry
out assessments in respect of each project and to report to
the respective local planning authorities. The Environment
Agency (‘EA’) is also consulted at all stages of the proposals.
The Group assesses all of the environmental risks of the
projects and measures will be agreed with the contractors 
to comply with local authority and EA requirements. The
independent consultants will be retained during the works 
to ensure compliance with the agreed measures. The designs
of all developments also include energy efficiency measures.
During the redevelopment at Lingfield Park, approximately
30,000 tonnes of soil was removed, of which a large proportion
was used to re-landscape the golf course. This has eliminated
the need for up to 1,000 haulage journeys to and from the site,
and has avoided the impact on landfill of this amount of soil.
In addition, numerous ecological and environmental surveys
were carried out as part of the planning process, including
soil and ecological surveys. This has resulted in various
measures being implemented, such as the provision of bat
boxes within the new stable lads’ accommodation building.
The redevelopment includes improvements to vehicular 
and pedestrian access, enhanced facilities for horses 
and handlers, a new entrance building and the removal 
of numerous smaller buildings around the Racecourse. 
As a result, a sizeable area of currently developed land 
has been returned back to Green Belt.
Employee matters
The recruitment and retention of the highest calibre
employees is of the utmost importance to Arena. Group
policies and procedures, including details on the employee
appraisal process, are provided to all employees. 
The Group is committed to a policy of recruitment and
promotion on the basis of aptitude and ability without
discrimination of any kind. All employees and potential
employees will be regarded equally and given equal
opportunities regardless of their age, gender, race, colour,
sexual orientation, religion or belief, ethnic origin, nationality,
marital status or disability. Management actively pursue both
the employment of disabled persons whenever a suitable
vacancy arises and the continued employment and retraining
of employees who become disabled whilst employed by the
Group. Particular attention is given to the training, career
development and promotion of disabled employees with 
a view to encouraging them to play an active role in the
development of the Group.
Employees are rewarded according to their contribution and
capability and to encourage them to become interested in the
Group’s activities. Arena’s reward strategy takes into account
incentives, benefits, share schemes and non-cash-based
awards, as well as base pay.
Employee communications are a high priority and staff
members are kept informed through regular management
meetings at a national, regional and local level, with staff
briefings and notices as appropriate. Each year, employees
have the opportunity to meet with their line manager to
discuss formally their performance and communicate their
views; however, more frequent discussions are encouraged.
Emphasis is placed on the training and development of all
staff to maintain high morale and motivation. Arena employs
a Group Training Officer who is responsible for overseeing
the training and development of all staff. Regular training 
is provided for racecourse management teams, and they are
tasked with ensuring the development of their staff. A regular
review process is in place to monitor the procedures in place,
ensuring that the development motivates staff, as evidenced
by the low staff turnover rate across the Group.
Review of Operations
Managing Responsibly
The Directors recognise the importance of monitoring the Group’s performance relating 
to environmental, employee and social and community issues and Arena has policies and 
procedures in place to enable them to do so. Arena Leisure Plc | 21
Annual Report and Accounts 2009 Business Review
Staff at Lingfield Park are receiving extensive training prior 
to the opening of the hotel to ensure they meet the customer
service requirements of both Arena and Marriott.
Arena relies on a casual workforce on racedays. When 
these casual employees are working for Arena, the Group 
is responsible for their training and development. The Group
aims to provide a high level of training to encourage individuals
to work for Arena regularly, enabling the Group to develop
them further, thus meeting Arena’s objective of providing
quality service to all customers.
Arena also runs an apprenticeship programme offering
training to 16-18 year olds across a range of disciplines.
Two of our racecourses, Wolverhampton and Southwell,
continue to hold the Investors in People accreditation standard. 
Charitable and political donations
The Group’s charitable donations in the year totalled 
£19,000 (2008: £16,000). The Group’s racecourses make 
gifts of raceday hospitality boxes, admissions badges and
restaurant packages to charitable causes. Charities are 
also given the opportunity to name races and to advertise 
in raceday programmes.
No political donations were made in the year (2008: none).
Creditors’ payment policy and practice
The Group’s policy is to fix payment terms when agreeing
business transactions, to ensure that suppliers are aware 
of such terms and normally abide by the agreed terms 
of payment. The number of days’ purchases which were
represented by year-end Group trade creditors was 32
(Company 37).
Social and community issues
Arena recognises that gambling is closely associated with
horseracing and is a popular raceday activity. The Group 
has taken steps to encourage responsible gambling and 
to meet the objectives of the Gambling Act 2005, which are:
• Preventing gambling from being a source of crime or
disorder, being associated with crime or disorder or 
being used to support crime;
• Ensuring that gambling is conducted in a fair and open
way; and
• Protecting children and other vulnerable persons from
being harmed or exploited by gambling.
In this respect, all of Arena’s racecourses fully support all
on-course bookmakers and betting operators in the policies
that they have in place. Arena is supportive of GamCare’s
work in association with the Administration of Gambling on
Tracks Limited in producing a standard policy on behalf of
on-course bookmakers. Arena ensures that information
regarding assistance for problem gambling is available at 
its racecourses, and that all racecourse staff and on-course
bookmakers are able to provide this information to race-
goers upon request.
Arena recognises that the consumption of alcohol is also
associated with a day out at the races and has taken steps to
encourage responsible drinking through the implementation
of a Group-wide zero-tolerance policy. This policy requires all
staff who serve alcohol to receive appropriate training, verify
photo identification if age is in doubt and turn away customers
who are below the legal drinking age or who appear to have
had too much to drink. Catering bar staff, area managers
and supervisors work in conjunction with the racecourse
stewards to monitor the crowds for underage drinkers.
In addition to being committed to the health and safety of 
its employees, Arena maintains the highest health and safety
standards for racecourse visitors. The catering business 
has ensured food safety is a priority across the Group. Each
racecourse employs an on-site food safety specialist who 
has received dedicated training from the Group’s National
Catering Manager . These on-site employees are, in turn,
responsible for ensuring all racecourse catering staff receive
food hygiene training. Standard Operating Practice manuals
have been issued to all catering staff, including casual staff,
thus ensuring correct standards and procedures are in place.
From a racing perspective, the Group’s Health and Safety
Manager is a member of the Racecourse Association’s Safety
Advisory Group and ensures that industry best practice is
implemented, and exceeded, across all seven racecourses.
She also oversees the Group’s all-areas access programme
to ensure our venues comply with Disability Discrimination
Act legislation. Arena takes pride in the success it has had 
in making its venues accessible to visitors with mobility, 
sight and hearing difficulties, particularly at Wolverhampton,
Worcester and Southwell, which remain Disability Symbol
holders, and at Lingfield Park, where accessibility is integral
to the redevelopment. All of Arena’s racecourses employ
qualified safety officers responsible for implementing and
progressing health and safety policies.
Business Review 22 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
Key highlights 2009
Profit before tax increased from £4.0m to £4.1m.
Profit before interest, tax and depreciation
(excluding gains on asset disposals) of £8.4m
(2008: £9.1m).
£55m of new bank facilities signed post the 
year end with year-end bank debt of £41.0m.
Capital expenditure of £19.2m (2008: £15.1m), of
which the total expenditure on the Lingfield Park
hotel and leisure project was £17.6m.
Results overview
Revenue in the year to 31 December 2009 increased 
to £65.2m (2008: £64.8m). Profit before interest and tax
decreased by 28% to £5.3m (2008: £7.4m) and profit before
and after tax increased by 3% to £4.1m (2008: £4.0m).
Earnings per share was 3% higher at 1.16p (2008: 1.12p).
The £0.4m increase in revenue was a result of the increase 
in industry sourced income streams, more than mitigating
the shortfalls in consumer revenues. An increase in prize
money coupled with additional races staged in the year
resulted in £2.5m more Levy funding, predominantly in
additional prize money. Our media rights contract with 
BAGS has a contractual inflationary uplift and also benefited
from additional races with a year-on-year increase of £1.2m.
Consumer-related admission and catering revenues were
impacted by the economic conditions and most notably a
reduction in the number of corporate and private hospitality
covers. Total admission and catering revenues were £2.4m,
below 2008. The most significant movement in all other
revenue streams was the loss of income from the Great
Leighs management contract which had generated £0.8m 
of revenue in 2008.
Operating profit from the racecourse operation (before the
profits on disposals of the freehold land), 2009: Lingfield Park
leisure club £0.4m, 2008: Royal Windsor marina and caravan
park £1.7m) decreased by £0.9 to £6.8m (2008: £7.7m),
predominantly as a result of the expected shortfalls in 
private and corporate hospitality business. The total number
of hospitality customers reduced by 28% to 38,600 (2008:
53,700) resulting in a reduction of profit contribution from
this important segment of £1.1m. We were able to mitigate
some of this shortfall through the efficiency measures that
were put in place in late 2008 which have an annualised
benefit of £0.5m. In 2008, the operating profit included a
£0.6m (2009: nil) contribution from the business interruption
insurance proceeds received in 2007 following the extensive
flooding at Southwell and in 2008 the income from our
contract to manage racing at Great Leighs generated £0.3m
profit (2009: nil) prior to that business entering administration
in January 2009. In the year to 31 December 2009, pre-opening
costs in relation to the new hotel and leisure development 
at Lingfield Park were incurred of £0.2m (2008: £nil) and 
up to the opening in May 2010 we expect to incur a further
£0.5m of costs. 
Financial Review
Performing Robustly
During 2009, Arena has enhanced its financial strength and has
performed robustly in a difficult trading market thanks to its industry
related income sources and operational management.
Tony Harris Finance Director Business Review
Arena Leisure Plc | 23
Annual Report and Accounts 2009
Profit before interest and tax decreased by £2.1m to £5.3m
from the £7.4m recorded in 2008 that included a £1.7m gain
on the sale of the freehold interests in the caravan park 
and marina at Royal Windsor Racecourse in December 2008.
In 2009, the sale of the former leisure club at Lingfield Park
generated a gain on sale of £0.4m. Profit before interest 
and tax for the year, adjusting for these items, decreased 
by £0.9m to £4.9m (2008: £5.8m).
Profit before tax increased by 3% to £4.1m (2008: £4.0m),
largely as a result of a £1.5m non-cash charge in 2008
relating to the movement in the valuation of interest rate
derivatives during that year (2009: £nil). Lower prevailing
market interest rates and the reduction in net debt following
the advanced payment receipt from Satellite Information
Services (‘SIS’) resulted in the actual net interest charge 
for the period decreasing by £0.7m to £0.8m (2008: £1.5m). 
Central costs
Central costs were £2.3m (2008: £2.3m) and include a 
share-based payment credit in respect of the amortisation 
of share options and long-term incentive plan (‘LTIP’) 
awards of £0.03m (2008: £0.22m expense).
Capital expenditure
During 2009 Arena invested £19.2m on capital assets 
(2008: £15.1m). Of this investment, £17.6m (2008: £6.9m) 
was incurred on the Lingfield Park hotel and leisure scheme
out of the anticipated total of around £30.0m. The project 
is scheduled to complete in April 2010. The remaining 
£1.6m spend was predominantly incurred on smaller scale
projects at the racecourse level. Capital additions include
£0.7m (2008: £0.5m) of interest costs related to development
projects during the planning and construction phases.
Treasury report
In February 2010 Arena signed agreements for £55m of new
banking facilities with its relationship bank, Lloyds Banking
Group, which will replace existing facilities. These new
facilities are committed for a period until 31 December 2013.
They comprise a term loan of £35m which will amortise over
the period to its maturity on 31 October 2013 and a £20m
revolving credit facility which is committed until 31 December
2013. The interest margin on the facilities is variable between
2.00% and 3.25% over LIBOR dependent on the leverage 
of the Group. The initial margin will be 2.50%. Bank
arrangement fees of £0.4m are payable. These facilities
increase the financial strength of Arena and provide further
capacity for growth, as well as allowing for the provision of
the security in favour of SIS required to facilitate the second
and third advanced media rights payments of £12.5m and
£7.0m due on 22 July 2010 and 22 July 2011, respectively.
Hedging of interest rate risk is considered on a regular 
basis to ensure that it is appropriate for the level of debt
within the Group. The Group has an interest rate cap and
collar arrangement in respect of £12.0m of debt which is
effective from 1 October 2007 to 30 September 2012. The 
cap and floor rates which apply under the contract are 5.50%
and 4.76%, respectively. Effective from 2 October 2008 to
31 December 2012, a further £10.0m of interest rate hedging
was arranged through a 75/25 mix of fixed and capped
contracts, for which the effective LIBOR rate is a maximum 
of 5.27%. As debt levels increase, the Group intends to
secure additional hedging to limit future interest rate risk.
Debt facility maturity profile (£m)
*Revolving credit facility of £20m matures 
in December 2013.
20.0*
10.0
10.0
10.0
2013
2013
2012
2011
5.0 2010
Capital expenditure (£m)
19.2
15.1
29.2
17.6
2009
2008
2007
2006
Business Review 24 | Arena Leisure Plc
Annual Report and Accounts 2009 Business Review
Bank loans are secured by a fixed and floating charge on 
the assets and undertakings of the Group companies, and 
a first legal charge on all the freehold properties owned by
the Group. The security is subject to deeds of priority and
permitted charges in favour of the Horserace Betting Levy
Board (‘HBLB’) in respect of security for interest-free loans
provided to the Group, which had a balance outstanding of
£4.8m at 31 December 2009 (2008: £6.6m).
Under IAS 39 ‘Financial Instruments: Recognition and
Measurement’, the Group is required to value the interest
rate swap contract at its fair value, with the gain or loss 
being shown in the income statement as an ‘other finance
gain or loss’. The valuation at 31 December 2009 has 
resulted in a liability of £1.5m (2008: £1.5m) being recorded 
on the balance sheet and a charge of £nil (2008: £1.5m) 
to the income statement. The contract will be revalued 
at each subsequent reporting date and the resulting gain 
or loss arising from the valuation will be taken to the 
income statement.
The Group continues to utilise interest-free loans made
available by the HBLB in respect of specified capital projects.
Under IAS 39, the Group is required to fair value interest-free
loans on a discounted cash flow basis on initial recognition,
with the gain being taken to the income statement. In
subsequent years, the loan is accreted back up to its book
value, with the corresponding charge being taken to the
income statement. As a consequence, the Group has made 
a charge of £0.4m (2008: £0.4m), reflecting the notional
interest charge on outstanding HBLB loans received in
previous periods. This treatment of the interest-free loans
under IAS 39 has no ‘cash’ consequences for the Group.
Taxation
There is no current year tax charge due to the Group’s
continued use of HBLB capital credits in respect of
racecourse capital projects and the availability of brought
forward tax losses. At 31 December 2009, corporation tax
losses representing trade and non-trade losses of £64.0m
(2008: £63.0m) were available for utilisation in future years,
subject to agreement with HM Revenue & Customs.
We have recognised a deferred tax liability on temporary
differences of £12.7m (2008: £12.9m). In addition, we have
also recognised a deferred tax asset for losses of £12.7m
(2008: £12.9m). 
Dividends
In light of the conditions at the time the Board suspended
dividend payments due during 2009. Given the recent robust
performance and the strengthening of the Company as 
a result of the new media rights agreement, the Board is
pleased to recommence dividend payments with a final
dividend for 2009 of 0.38p (2008: nil). No interim dividend 
was paid during the year (2008: 0.25p) resulting in a total
dividend for the year of 0.38p (2008: 0.25p). In future years,
the Board intends to continue this approach in making only
one annual dividend payment. 
Tony Harris
Finance Director
26 February 2010
Net cash flows* (£m)
19.7
8.6
8.3
5.7
2009
2008
2007
2006
*From operating activities.
Financial Review continued Corporate Governance
Governance
Arena Leisure Plc | 25
Annual Report and Accounts 2009
The Group has maintained its commitment to high standards
of corporate governance during the year . The principles 
and provisions of the Combined Code have been considered
by the Board. The Board confirms that throughout the year
ended 31 December 2009 the Group has complied with the
main and supporting principles as set out in the Combined
Code, except for Code Provision A.7.2, in that non-executives
have not been appointed for specified periods, and Code
Provision A.6.1, in that the Board has not undertaken a
formal annual evaluation of its performance and that of 
its Committees and individual Directors. This latter point 
is discussed further below.
The Board is accountable to the Company’s shareholders 
for good governance and the statement set out below
describes how the principles identified in the Combined Code
(appended to the Listing Rules) are applied by the Group.
Directors
The Company is controlled through its Board of Directors.
The Directors who held office during the year to
31 December 2009 were as follows:
Raymond Mould Non-Executive Chairman
Mark Elliott Chief Executive Officer
Ian Renton Executive Director
Tony Harris Executive Director
Andrew Parker Bowles OBE Non-Executive Director
Andrew Page Non-Executive Director
Biographies of the Board members appear on page 34 
of this report. These indicate the high levels and range of
business experience which are essential to manage effectively
a business of the size and complexity of the Group. 
In accordance with the Articles of Association (‘the Articles’),
Raymond Mould and Ian Renton will retire by rotation at this
year’s Annual General Meeting and, being eligible, offer
themselves for re-election.
The Directors are responsible for managing the business 
of the Company. The Articles contain certain provisions
relating to the powers of the Directors, including the 
power to appoint Directors until they are reappointed by
shareholders at the next Annual General Meeting. The
Articles do not give the Directors the power to remove
another Director . Any alteration by the Directors to the
Company’s share capital is governed by the Articles,
although the Company’s powers to issue and buy back 
its shares require shareholder approval.
Amendments to the Articles may be made by special
resolution of the shareholders.
The Board meets at least six times each year and has 
a schedule of matters reserved to it for decision. The
requirement for Board approval on these matters is
communicated widely throughout the senior management 
of the Group. This includes matters such as determining 
the strategy of the Group, approval of financial reporting 
and controls, oversight of the Group’s internal controls,
material capital commitments, commencing or settling
major litigation, business acquisitions and disposals, Board
membership and appointments, approval of remuneration 
of Directors and certain senior management, corporate
governance matters, approval of Group policies and risk
management strategies, amendments to the structure and
financing arrangements of the Group and appointments to
subsidiary company boards.
The Company Secretary is responsible for ensuring Board
procedures are followed, including the formal minuting of any
unresolved concerns that Directors may have in connection
with the operation of the Company. During the year, there
were no such unresolved issues.
The Board has delegated authority to the Committees of 
the Board on specific matters. Details of the Nomination 
and Audit Committees are given within this Statement and
details of the Remuneration Committee are given in the
Remuneration Report on pages 29 to 33. 
Full details of Directors’ remuneration and a statement of the
Company’s remuneration policy are set out in the Remuneration
Report. Executive Directors abstain from any discussion or
voting at full Board meetings on Remuneration Committee
recommendations where the recommendations have a direct
bearing on their own remuneration package. The details of
each Executive Director’s individual package are fixed by the
Committee in line with the policy adopted by the full Board.
The differing roles of Chairman and Chief Executive are
acknowledged and defined in separate statements approved
by the Board. The key functions of the Chairman are to
conduct Board meetings and meetings of shareholders and
to ensure that all Directors are properly briefed in order to
take a full and constructive part in Board discussions. The
Chief Executive is required to develop and lead business
strategies and processes to enable the Group’s business 
to meet the requirements of its shareholders.
Governance Details of the Chairman’s other significant commitments 
are given in his biography on page 34. The Board is satisfied
that these do not interfere with the performance of his duties
as Chairman of the Company.
All of the Non-Executive Directors are considered by the
Board to be independent of management and free of any
relationship which could materially interfere with the
exercise of their independent judgement. The senior Non-
Executive Director from 1 January 2009 is Andrew Page and
any concerns relating to the executive management of the
Company, or the performance of the other Non-Executive
Directors, can be raised with him. The service agreements 
of the Non-Executive Directors are available for inspection 
at the Company’s registered office and will be available 
at the Annual General Meeting. 
Any Director appointed during the year is required, under 
the provisions of the Articles, to retire and seek election 
by shareholders at the next Annual General Meeting. The
Articles also require that one-third of the Directors retire by
rotation each year and seek re-election at the Annual General
Meeting. The Directors required to retire will be those in
office longest since their previous re-election and this will
usually mean that each Director retires at least every three
years, although there is no absolute requirement to this
effect. In order to comply with the Combined Code, but avoid
the expense of amending the Articles to deal with this single
point, the Board has resolved that each Director will retire 
at least every three years, even if this is not strictly required
by application of the provisions of the Articles.
There is an agreed procedure for Directors to take independent
professional advice if necessary and at the Company’s expense.
This is in addition to the access which every Director has to 
the Company Secretary. No such advice was sought during 
the year . The Company has in place appropriate insurance
cover in respect of legal actions against its Directors and the
level of cover is regularly reviewed. 
Nomination Committee
The members of the Nomination Committee are Raymond
Mould (Chairman), Andrew Parker Bowles and Andrew Page.
The Committee meets as required, but not less than once a
year . Its responsibilities include reviewing the Board structure,
size and composition, nominating candidates to the Board 
to fill Board vacancies when they arise and recommending
Directors who are retiring by rotation to be put forward for
re-election. The Committee also ensures that all Board
appointees undergo training, as appropriate.
Audit Committee
The Audit Committee operates under written Terms of
Reference to assist the Board in the discharge of its duties with
regard to the Group’s accounts, the review of internal controls
and risk management systems and the external audit.
The Audit Committee is scheduled to meet at least three
times a year . It is comprised of Andrew Page (Chairman) 
and Andrew Parker Bowles. Andrew Page was appointed
Chairman from 1 January 2009. He is a Chartered Accountant
with extensive experience in senior financial positions in 
listed companies in the leisure and hospitality sector .
Senior representatives of the Group’s external auditors 
and appropriate members of senior management are
normally invited to attend the meetings. The Chairman 
of the Committee also meets with the external auditors 
without management present.
The Committee’s responsibilities include:
• Monitoring the integrity of the financial statements 
of the Company and the formal announcements 
relating to the Company’s financial performance, and
reviewing the significant financial reporting judgements
contained therein;
• Reviewing the Group’s internal financial controls and the
Group’s internal control and risk management systems;
• Considering the appointment, reappointment and removal
of external auditors and approving their remuneration and
terms of their engagement;
• Agreeing the scope of the statutory audit with the external
auditors prior to the commencement of their work and
considering their findings prior to the approval of the
financial statements; and
• Monitoring and approving the nature of the work and the
level of fees paid for non-audit services as a proportion 
of the total audit fees paid.
The Audit Committee keeps the scope and cost effectiveness
of both internal controls and the external audit under review.
The independence and objectivity of the external auditors 
are also considered on a regular basis, with particular regard
to the level of non-audit fees. The split between audit and
non-audit fees for the year under review appears on page 49.
Corporate Governance continued
26 | Arena Leisure Plc
Annual Report and Accounts 2009 Governance Governance
Arena Leisure Plc | 27
Annual Report and Accounts 2009
Board and Committee meetings
The attendances at Board and Committee meetings by the
Directors and senior executives of the Company during 2009
were as follows:
Board Remuneration Audit Nomination
Meetings Committee Committee Committee
Number of meetings 6431
Executive Directors
Mark Elliott 6–––
Ian Renton 6–––
Tony Harris 6–––
Non-Executive Directors
Raymond Mould 54–1
Andrew Parker Bowles 6431
Andrew Page 6431
Board, Committee and individual performance
Although a formal annual evaluation is not currently in 
place, a continuous process of evaluation of the Board, 
its Committees and the individual Directors exists. The
composition of the Board is also regularly considered. 
Internal control
The respective responsibilities of the Directors and the auditors
in connection with the accounts are explained on page 36 and
page 37 in the Statement of Directors’ Responsibilities and
Independent Auditors’ Report. The Directors’ statement on
going concern appears on page 36, with further information
given in Note 2 to the IFRS financial statements.
The Board of Directors is responsible for the Company’s
system of internal control and it is the role of management 
to implement the Board’s policies on risk and control. 
The system of internal control is designed to manage and
mitigate, rather than eliminate, the risk of failure to achieve
business objectives. In pursuing these objectives, risk
management and internal financial, operational and
compliance controls can only provide reasonable, and not
absolute, assurance against material misstatement or 
loss. The Board has reviewed the effectiveness of internal
controls during the year .
The Board confirms that there is an ongoing process for
identifying, evaluating and managing the significant risks
faced by the Group, which complies with the guidance
‘Internal Control: Guidance for directors on the Combined
Code’. This process has been in place throughout the 
current period and up to the date of approval of the financial
statements. The process is regularly reviewed by the Board.
The key elements of the control framework and review
processes in place across the Group are as follows:
• Financial reporting: a detailed formal budgeting process 
for all Group businesses culminates in an annual Group
budget which is approved by the Board. Results for the
Company and for its main constituent businesses are
reported monthly against the budget to the Board;
• Financial and accounting principles: comprehensive
financial and accounting controls are required by the Board
for effective financial control. Where areas for improvement
in the system of internal controls are identified, the Board
considers the recommendations made by the Audit
Committee and the external auditors;
• Capital investment: the Company has clearly defined
guidelines for capital expenditure. These include annual
budgets, detailed appraisal and review procedures, 
levels of authority and due diligence requirements 
where businesses are being acquired; and
• Treasury: the treasury position of the Group is managed
centrally and monitored by the Finance Director .
There are policies and procedures in place for the reporting
by employees and the resolution of suspected fraudulent
activities. It is the policy of the Group to employ staff and
management of high integrity, to train them appropriately
and to require compliance with all regular laws, regulations
and internal policies.
The Group does not have an internal audit function. Following
the necessary evaluation, the Board has concluded that 
due to the modest size of the Group a formal internal audit
function is not required. Appropriate internal audit work 
is, however, carried out by the Group finance department.
Two of the Directors of the Group are on the board of the
Group’s joint venture, At The Races. At least one of the
Group’s Directors will attend all significant meetings of the
joint venture, where they will use their influence to ensure
that the highest standards of internal control are maintained.
Governance Risk management
Following publication of guidance for directors on 
internal control (The Turnbull Guidance), the Board 
confirms its commitment to the management of risk 
within the organisation. 
During the period under review, a risk review has been
overseen by the Finance Director . The purpose of the risk
review is to identify, evaluate and report formally to the 
Board on significant risk issues.
Information provided by the risk review, internal
management reporting, external auditors and industry
sources provides the basis on which the Board carries out 
its assessment of risk; to identify, evaluate and manage 
any risk deemed significant to the achievement of the
Company’s strategic objectives. 
The risk management process involves the maintenance 
of a risk register which identifies significant risks and the
controls in place to manage these risks. Any control or other
weaknesses are notified to the Board and the appropriate
action to be taken by management is identified and followed up. 
There is a continued emphasis on risks affecting the 
health and safety of the Group’s customers, employees and
racing participants, with the Group employing a qualified
racing Health and Safety Manager, a qualified National
Catering Manager, who is responsible for food safety, and 
six other full-time qualified employees to oversee these
matters on behalf of the Board. Their responsibilities include
the communication of controls and best practice across 
the Group, staff training and building upon existing policies. 
Any issues are communicated to the Directors.
Communication
The Company places a great deal of importance on
communication with its shareholders. The full report and
accounts are made available to all shareholders and, on
request, to any other party when it has an interest in the
Group’s performance. Shareholders also have direct access
to the Company and the Company responds to numerous
letters and enquiries from shareholders on a wide range of
issues. There is regular dialogue with individual institutional
shareholders and the views of the shareholders are
communicated to the Board after such discussions.
Presentations to major shareholders are made at least twice
yearly, after the announcement of the interim and preliminary
results, details of which, together with the Group’s financial
reports and other announcements, can be accessed via the
Group’s website: www.arenaleisureplc.com.
All shareholders have the opportunity to question the
Directors at the Company’s Annual General Meeting, at
which the Board highlights key business developments. 
The Listing Rules – the model code
Dealings in the Company’s securities by Directors and
relevant employees follow the terms of the model code.
By order of the Board
Robert Mercer FCMA
Company Secretary
26 February 2010
Corporate Governance continued
28 | Arena Leisure Plc
Annual Report and Accounts 2009 Governance Remuneration Report
Governance
Arena Leisure Plc | 29
Annual Report and Accounts 2009
As well as complying with the provisions of the Combined
Code as disclosed in the Corporate Governance Statement,
the Company has applied the principles relating to Directors’
remuneration as described below.
Remuneration Committee
The Remuneration Committee consists of Andrew Parker
Bowles (Chairman), Raymond Mould and Andrew Page. The
Committee determines the remuneration of the Executive
Directors and of certain other senior executives within the
Company. The Committee also determines the Chairman’s fee:
the Chairman does not participate in discussions of his own fee.
The Chief Executive may, at the Committee’s invitation, attend
meetings except when his own remuneration is discussed.
The Remuneration Committee has appointed independent
remuneration consultants, Hewitt New Bridge Street
(‘HNBS’), to advise on all aspects of senior executive
remuneration. HNBS continues to act as consultant to the
Company and has no other connection with the Company
other than in the provision of advice on executive and
employee remuneration.
Remuneration policy
The Company’s remuneration policy is to pay individual
Directors a salary or fee at market levels for comparable
jobs, recognising the size of the Company and the business
sector in which it operates.
The following comprised the principal elements of Executive
Directors’ remuneration:
• Basic salary and benefits;
• Annual performance bonus;
• Long-term incentives; and
• Pension contributions into a defined contribution 
pension scheme.
It is the Group’s policy to ensure that there is a strong 
link between the level of Directors’ remuneration and the
performance of the Group. Consequently, only basic salaries
and benefits are fixed. These fixed elements are recognised as
being comparable with other companies. The Remuneration
Committee recognises that the long-term success of the
Group is largely dependent on attracting executives of the
highest quality. Therefore, each Director can significantly
augment their salary through annual bonuses and long-term
incentives. In 2009, a specific element of the bonus awarded
to Mark Elliott, Ian Renton and Tony Harris recognised the
exceptional value that has been created by the Satellite
Information Services (‘SIS’) media rights agreement. The
Group’s contributions to a defined contribution pension
scheme are based on basic salary levels only. 
In addition to the statutory vote to be held on this
Remuneration Report, shareholders will be given the
opportunity to ask the Chairman of the Remuneration
Committee, Andrew Parker Bowles, questions on any 
aspect of the Group’s remuneration policy at the 2010 
Annual General Meeting.
The remuneration for Non-Executive Directors consists of
salary or fees for their services in connection with the Board
and Board Committee meetings. They are not eligible for
pension scheme membership. Their fees are determined 
by the Executive Directors who have regard to the level of
salary or fees paid to the non-executive directors of similar
companies and the time commitment required of each 
Non-Executive Director .
Each element of remuneration payable to Executive Directors
is discussed in more detail below.
In addition, Ian Renton received £10,000 as remuneration 
for his non-executive directorship of the BHA.
Basic salary and benefits
Basic salaries for all Executive Directors are reviewed (but
not necessarily increased) annually by the Committee. In
determining the level of basic salaries, the Committee will
give consideration to the Government’s published inflation
statistics, salaries for comparable positions in similar sized
companies and any significant change in the role performed
by the Director . The Committee also makes use of benchmark
data provided by external remuneration consultants but 
is mindful of the potential ratcheting effect that such data 
can produce.
In addition to basic salaries, each Executive Director is
entitled to the following main benefits:
• In addition to normal bank and public holidays: 
Chief Executive – 29 working days’ holiday per annum,
Finance Director – 26 working days’ holiday per annum
and Racing Director – 25 working days’ holiday per annum;
• A fully expensed company car or cash equivalent; and
• Private health insurance for themselves, their spouse 
and children.
Bonus
In addition to a basic salary, the Executive Directors are
entitled to an annual performance-related bonus.
Specific performance criteria are set by the Remuneration
Committee at the commencement of the year following
approval of the Group’s budgets and are primarily related to
defined strategic and financial objectives of the Group. The
bonus payments that relate to the year under review were
95% of salary for the Chief Executive, 57% of salary for the
Finance Director and 57% for the Racing Director . Of these
annual bonus payments, amounts equivalent to 75% of salary
for the Chief Executive, 38% of salary for the Finance Director
and 45% of salary for the Racing Director related to the
Governance completion of the media rights distribution agreement 
with SIS, which takes effect from 1 January 2012.
The maximum aggregate bonus potential for 2010 of the
Chief Executive is 100% of salary (2009: 100%), the Finance
Director’s is 75% of salary (2009: 60%) and the Racing
Director’s is 75% of salary (2009: 60%). Given the importance
of retaining the executive management team, and in line with
market levels for companies of similar size and complexity,
the maximum bonus potential of the Finance Director and
Racing Director has been increased from 60% to 75%. 
Long-term incentives
The Committee believes that share ownership and the
granting of share awards strengthen the link between
executives’ personal interests and those of shareholders. 
Share options
In October 2006, final grants of share options were made to
the Executive Directors under the Arena Leisure Discretionary
Share Option Scheme, which expired in June 2007. 
Long-term incentive plan
With the expiration of the share option scheme in June 2007,
shareholder approval was obtained for a new long-term
incentive plan (‘LTIP’) at the 2007 Annual General Meeting.
The LTIP provides for annual conditional awards of equity-
settled shares to be made subject to the achievement 
of challenging performance conditions. The key features 
are set out below.
Maximum award level
The normal maximum annual award is set at 100% of base
salary. In exceptional circumstances, such as recruitment 
or retention, awards may be made up to 200% of base salary.
The annual LTIP award can be replaced by an additional
performance-related bonus of up to a maximum of 50% 
of the normal annual bonus award.
Performance conditions
For the initial awards made in 2007, the performance
conditions were structured using absolute adjusted earnings
per share (‘EPS’) growth targets. This approach enabled the
conditions to be tailored to the specific circumstances of the
Company at the time and its prospects for the next three-
year period. For the purposes of the initial awards, as well 
as for awards made in future years, adjusted EPS is defined
as basic EPS adjusted for certain one-off events.
The awards made in 2007 have not vested because the
performance conditions have not been met.
For awards made in 2008 and future years the performance
conditions are to achieve adjusted EPS growth in excess 
of inflation (‘RPI’) targets over the performance period. 
The 2009 awards were made later than normal in the year,
on 20 November 2009, and hence an extended performance
period is being applied. The conditions attached to the 2009
awards are as follows for a four-year performance period
ending on 31 December 2012:
Adjusted EPS growth over Vesting percentage of the
the four-year performance period shares subject to award
Less than RPI+16% 0%
RPI+16% 25%
RPI+40% 100%
Between RPI+16% Straight-line vesting occurs
and RPI+40% between 25% and 100%
The conditions attached to the 2008 awards are as follows over
a three-year performance period ending on 31 December 2010:
Adjusted EPS growth over Vesting percentage of the
the three-year performance period shares subject to award
Less than RPI+12% 0%
RPI+12% 25%
RPI+30% 100%
Between RPI+12% Straight-line vesting occurs
and RPI+30% between 25% and 100%
The Committee’s intention is that awards will normally 
be made on an annual basis under the LTIP to encourage
sustained earnings growth.
Pension policy
Each of the Executive Directors is entitled to participate in
the Group’s defined contribution pension scheme to which
the Company will contribute 8% of basic salary. The pension
scheme provides life insurance cover equal to four times
basic salary.
Service contracts
The Remuneration Committee has adopted the following
policies concerning contracts and service periods which 
will be applied to any future appointment to the Board:
• The notice period required by the Company to terminate
contracts is 12 months for Executive Directors; 
• If the Company terminates without notice the individual 
is entitled to a payment in lieu of notice of up to 
12 months’ pay;
• In the event of termination for reasons of misconduct, 
no payment in lieu of notice is payable;
• Executive Directors will be employed under normal
contracts of employment, but are required to give the
Company 12 months’ notice of their intention to leave;
• Non-Executive Directors are required to give three months’
notice under the terms of their service contracts; and 
• The notice period required by the Company to terminate
contracts is three months for Non-Executive Directors.
Remuneration Report continued
30 | Arena Leisure Plc
Annual Report and Accounts 2009 Governance Details of each Director’s contract are shown below. All contracts are on a rolling basis.
Director Date of contract Notice period 
Raymond Mould 1 November 2005 3 months
Mark Elliott 27 September 2005 12 months
Ian Renton 9 April 2001 12 months
Tony Harris 1 May 2008 12 months
Andrew Parker Bowles 8 September 1999 3 months
Andrew Page 1 December 2008 3 months
Directors’ remuneration
The following disclosures on Directors’ remuneration have been audited, as required by Section 497 of the Companies Act 2006.
The emoluments of the individual Directors were as follows:
Year ended 
Year ended 31 December 2009 31 December 2008
Pension Pension
Total contributions Total contributions
Salary/fee Bonus* Benefits 2009 2009 2008 2008
£’000 £’000 £’000 £’000 £’000 £’000 £’000
Raymond Mould 85 – – 85 – 85 –
Mark Elliott 292 277 13 582 23 347 23
Ian Renton 174 99 14 287 14 200 13
Tony Harris 180 103 10 293 14 142 9
Andrew Parker Bowles 45 – – 45 – 40 –
Andrew Page (appointed 1 December 2008) 45 – – 45 – 4–
Martin McGann (resigned 31 December 2008) ––––– 45 –
821 479 37 1,337 51 863 45
*Included within bonuses are additional bonuses which the Remuneration Committee has awarded Mark Elliott, Ian Renton and Tony Harris in specific
recognition of their success in concluding the media rights distribution agreement with SIS. The additional bonuses are £217,000, £79,000 and £69,000 
for Mark Elliott, Ian Renton and Tony Harris respectively, and will be paid as part of the annual bonus as disclosed above. The cost of these bonuses is
wholly related to the SIS contract and has accordingly been deferred within intangible assets and will be spread over the five-year term of the contract,
commencing on 1 January 2012.
Directors’ holdings of share options
The Directors’ holdings of options over ordinary shares are as follows:
At 31 December At 31 December Date from which
2009 2008 Exercise price exercisable Expiry date
Mark Elliott 1,000,000 1,000,000 40.75p 3 October 2008 2 October 2015
1,045,845 1,392,405 39.50p 31 October 2009 30 October 2016
Ian Renton 250,000 250,000 105.00p 25 May 2004 24 May 2011
560,953 746,835 39.50p 31 October 2009 30 October 2016
All the options above are held under the discretionary Share Option Scheme, with the exception of 73,619 held by Mark Elliott
and 28,571 held by Ian Renton which are held under the Share Option Plan. Of the grant exercisable from 31 October 2009, 
an amount of 75% of the total grant has vested.
Governance
Arena Leisure Plc | 31
Annual Report and Accounts 2009
Governance The share option performance criteria for these options are noted below:
Date of grant Options Performance criteria
Mark Elliott 31 October 2006 1,392,405 Exercisable from 31 October 2009 on a straight-line basis between 
30% and 100% if the Company achieves annualised adjusted 
EPS growth in excess of RPI over the performance period between 
3% and 10%. Based on the criteria, 75% of this grant has vested.
3 October 2005 1,000,000 Exercisable from 3 October 2008 if the market price of shares at 
the end of any dealing day after the date of grant is 25% or more 
greater than the option price of 40.75p. 100% of this grant has vested.
Ian Renton 31 October 2006 746,835 Exercisable from 31 October 2009 on a straight-line basis between 
30% and 100% if the Company achieves annualised adjusted 
EPS growth in excess of RPI over the performance period between 
3% and 10%. Based on the criteria, 75% of this grant has vested.
25 May 2001 125,000 Exercisable if the mean closing mid-price of shares is at least 
139.75p over a continuous period of three months.
62,500 Exercisable if the mean closing mid-price of shares is at least 
159.5p over a continuous period of three months.
62,500 Exercisable if the mean closing mid-price of shares is at least 
181.5p over a continuous period of three months.
250,000
Adjusted EPS in relation to these options is defined as basic EPS adjusted for certain one-off events.
Directors’ holdings of LTIP share awards
The Directors’ holdings of shares subject to award through the LTIP are as follows:
At 31 December At 31 December
2009 2008 Vesting date
Mark Elliott 1,002,917 – 2013*
500,773 500,773 10 April 2011
– 389,242 11 June 2010**
Ian Renton 599,000 – 2013*
291,359 291,359 10 April 2011
– 226,468 11 June 2010**
Tony Harris 618,766 – 2013*
338,983 338,983 8 May 2011
*The LTIP conditional shares awarded in 2009 will vest upon issue of the annual results for 2012, subject to the performance conditions being met.
**The awards granted in 2007, which were due to vest on 11 June 2010, have not vested because the performance conditions were not met.
Remuneration Report continued
32 | Arena Leisure Plc
Annual Report and Accounts 2009 Governance The performance criteria for the shares subject to award are noted below:
Date award made Shares Performance criteria
Mark Elliott 10 April 2008 500,773 Vesting on 10 April 2011 if adjusted EPS growth over the three years 
to 31 December 2010 is RPI+30%. Vesting percentage reduces to 
25% if EPS growth is RPI+12% and 0% if EPS growth is less than 
RPI+12%. Straight-line vesting occurs between 25% and 100%.
20 November 2009 1,002,917 Vesting after issue of the annual results for 2012 if adjusted EPS 
growth over the four years ending 31 December 2012 (compared 
to the base year of 2008) is RPI+40%. Vesting percentage reduces 
to 25% if EPS growth is RPI+16% and 0% if EPS growth is less than 
RPI+16%. Straight-line vesting occurs between 25% and 100%.
Ian Renton 10 April 2008 291,359 Vesting on 10 April 2011 if adjusted EPS growth over the three years 
to 31 December 2010 is RPI+30%. Vesting percentage reduces to 
25% if EPS growth is RPI+12% and 0% if EPS growth is less than 
RPI+12%. Straight-line vesting occurs between 25% and 100%.
20 November 2009 599,000 Vesting after issue of the annual results for 2012 if adjusted EPS 
growth over the four years ending 31 December 2012 (compared 
to the base year of 2008) is RPI+40%. Vesting percentage reduces 
to 25% if EPS growth is RPI+16% and 0% if EPS growth is less than 
RPI+16%. Straight-line vesting occurs between 25% and 100%.
Tony Harris 8 May 2008 338,983 Vesting on 8 May 2011 if adjusted EPS growth over the three years 
to 31 December 2010 is RPI+30%. Vesting percentage reduces to 
25% if EPS growth is RPI+12% and 0% if EPS growth is less than 
RPI+12%. Straight-line vesting occurs between 25% and 100%.
20 November 2009 618,766 Vesting after issue of the annual results for 2012 if adjusted EPS 
growth over the four years ending 31 December 2012 (compared 
to the base year of 2008) is RPI+40%. Vesting percentage reduces 
to 25% if EPS growth is RPI+16% and 0% if EPS growth is less than 
RPI+16%. Straight-line vesting occurs between 25% and 100%.
Adjusted EPS in relation to these options is defined as basic EPS adjusted for certain one-off events.
On behalf of the Board
Andrew Parker Bowles
Chairman, Remuneration Committee
26 February 2010
Governance
Arena Leisure Plc | 33
Annual Report and Accounts 2009
Governance 34 | Arena Leisure Plc
Annual Report and Accounts 2009 Governance
Board of Directors and Company Secretary
Raymond Mould
Chairman
Raymond, a qualified solicitor, 
is a highly regarded businessman
with a long track record of
corporate achievement and close
association with the horseracing
and property industries. He is
currently Chairman of London 
& Stamford Investments Ltd and
was Executive Chairman of Pillar
Property Plc until May 2005 when 
it was acquired by British Land Plc. 
He is also Chairman of Fleming
Family & Partners Russia Real
Estate Limited.
Mark Elliott
Chief Executive
Mark was appointed Chief
Executive in October 2005. He 
was formerly Finance Director 
and then, finally, Chief Executive 
at Wembley plc, the track-based
gaming leisure venue operator .
Mark trained as a Chartered
Accountant with Ernst & Young.
Mark is Vice Chairman of the
Racecourse Association, the trade
body of the UK racecourse industry.
Tony Harris
Executive Director
Tony was appointed Finance
Director of Arena in May 2008.
He was formerly Chief Financial
Officer of The UNITE Group Plc 
and, prior to that, Vice President
Finance (Europe & Africa, 
and Nordic regions) at Hilton
International, where he was
responsible for 230 hotels
operating across 35 countries.
Tony qualified as a Chartered
Accountant with Arthur Andersen
and then spent 13 years working 
in the hotel industry, first with
Inter-Continental Hotels Group 
and then with Hilton International.
Ian Renton
Executive Director
Ian has held the position of Racing
Director since he joined Arena 
in 2001. He has extensive racing
experience including Manager and
Clerk of the Course at Salisbury,
Wincanton and Aintree. A respected
figure throughout racing, Ian is a
director of the British Horseracing
Authority, which took over
responsibility for regulation and
governance of UK horseracing in
2007, and sits on various industry
advisory Groups.
Andrew Parker Bowles OBE
Non-Executive Director
Andrew has extensive experience
and interests in the racing industry.
He was a director of the British
Horseracing Board from 1997 
to 2000, a member of the Jockey 
Club since 1982 and for four years
was the Jockey Club Steward
responsible for all 59 racecourses.
An owner, rider and breeder of
racehorses, he was a director of
United Racecourses from 1995 
to 1999 and a director of RAM
Racing Leisure Ltd from 1996 to
1999. Andrew is a non-executive
director of two other companies
and a trustee or governor of seven
charities. Andrew joined Arena 
in September 1999.
Andrew Page
Non-Executive Director
Andrew is Chief Executive Officer,
and formerly Finance Director, 
of The Restaurant Group plc 
(‘TRG’), a listed company operating 
around 350 restaurants and pub
restaurants, primarily in leisure
locations and airports, in the 
United Kingdom. Prior to joining
TRG, Andrew held a number of
senior positions in the leisure and
hospitality sector including Senior
Vice President of InterContinental
Hotels Group and Group Finance
Director of Hanover International
plc. Prior to that, he spent six years
with Kleinwort Benson’s Corporate
Finance Department. Andrew
trained as a Chartered Accountant
with KPMG.
Bob Mercer
Company Secretary 
Bob is a Fellow of the Institute of
Chartered Management Accountants
with 12 years’ experience working
within the racing industry. Bob
joined Arena in 1999, initially 
as Group Financial Controller
following the acquisition of
Wolverhampton and Southwell
Racecourses, and has held the
roles of Chief Financial Officer 
and Company Secretary since 
May 2001. Prior to working within
the racing industry, Bob held a
variety of senior roles in the textile
and distribution industries. Governance
Arena Leisure Plc | 35
Annual Report and Accounts 2009
The Directors present their Annual Report together with the
audited financial statements for the year to 31 December 2009.
The principal activities of the Group during the year were the
ownership and operation of racecourses; and the worldwide
exploitation of racecourse media rights via the Group’s
shareholding in its At The Races joint venture.
A review of the business is set out on pages 1 to 24 and is
incorporated into this Report by reference.
Directors
The Directors who held office during the year are listed on page 25.
The following table shows the beneficial interests of the
Directors who held office at 31 December 2009 in the
ordinary shares of the Company:
Fully paid ordinary 
shares in the Company
At At 
31 December 31 December 
2009 2008
Raymond Mould 1,404,000 1,404,000
Mark Elliott – –
Ian Renton 30,000 30,000
Tony Harris – –
Andrew Parker Bowles OBE 42,000 42,000
Andrew Page – –
No changes to the above interests in shares have been
notified to the Company in the period from 31 December
2009 to 26 February 2010. The Directors’ holdings of options
and awards over ordinary shares in the Company are noted 
in the Remuneration Report on pages 29 to 33.
The mid-market price of Arena Leisure Plc ordinary shares at
31 December 2009 was 25.00p. High and low prices in the year
ended 31 December 2009 were 30.00p and 15.00p, respectively. 
The Group’s insurance programme includes policies to
insure the Directors and senior officers of the Company
against claims made against them personally as a result 
of the performance of their duties for the Group.
There are no restrictions on the transfer of securities in the
Company or on voting rights. The Company is not aware of
any agreements between shareholders of the Company
which may result in such restrictions.
Substantial shareholders
The Directors have been made aware of the following other
interests representing 3.0% or more of the issued ordinary
share capital of the Company as at 25 February 2010:
Ordinary shares % of issued 
of 5p share capital
Rumney Manor Ltd 108,896,000 29.9
Reuben Brothers Ltd 95,453,763 26.2
Coatbridge Ltd 40,767,217 11.2
Lloyds Banking Group Plc 18,647,003 5.1
Significant agreements
There are no significant agreements to which the Company 
is party that take effect, alter or terminate upon change of
control of the Company following a takeover bid. There are no
agreements between the Company, its Directors or employees
providing for compensation for loss of office or employment
that occurs because of a takeover bid. Details of the
Company’s agreement for provision of media rights are
disclosed in Note 2 to the IFRS financial statements.
Additional disclosures
Changes in asset values Note 16 to the IFRS 
financial statements
Financial instruments Note 27 to the IFRS 
financial statements
Capital structure Note 29 to the IFRS 
financial statements
Share option and long-term Note 33 to the IFRS 
incentive plan schemes financial statements
Employee policies, social, Managing Responsibly
community and environmental 
issues, charitable and political 
donations and creditors’ 
payment policy and practice
Dividends
The Directors propose to pay a final dividend for 2009 
of 0.38p per ordinary share totalling £1,384,000 (2008: 
no final dividend).
Annual General Meeting
The Notice convening the Annual General Meeting of the
Company on 19 May 2010 is available on the Company’s
website: www.arenaleisureplc.com.
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Report
and the Group and parent company financial statements 
in accordance with applicable law and regulations.
Company law requires the Directors to prepare Group and
parent company financial statements for each financial 
year . Under that law they are required to prepare the Group
financial statements in accordance with International
Financial Reporting Standards (‘IFRS’) as adopted by the 
EU and applicable law and have elected to prepare the 
parent company financial statements in accordance with 
UK Accounting Standards and applicable law (UK Generally
Accepted Accounting Practice).
Under company law the Directors must not approve the
financial statements unless they are satisfied that they give 
a true and fair view of the state of affairs of the Group and
parent company and of their profit or loss for that period. 
Directors’ Report
Governance Directors’ Report continued
36 | Arena Leisure Plc
Annual Report and Accounts 2009 Governance
In preparing each of the Group and parent company 
financial statements, the Directors are required to:
• Select suitable accounting policies and then apply 
them consistently;
• Make 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;
• For the parent company financial statements, state
whether applicable UK Accounting Standards have been
followed, subject to any material departures disclosed and
explained in the parent company financial statements; and
• Prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the Group
and the parent company will continue in business.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the parent
company’s transactions and disclose with reasonable
accuracy at any time the financial position of the parent
company and enable them to ensure that its financial
statements comply with the Companies Act 2006. They have
general responsibility for taking such steps as are reasonably
open to them to safeguard the assets of the Group and to
prevent and detect fraud and other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a Directors’ Report, Directors’
Remuneration Report and Corporate Governance Statement
that complies with that law and those regulations.
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website. Legislation in the UK governing
the preparation and dissemination of financial statements
may differ from legislation in other jurisdictions.
Directors’ Responsibility Statement pursuant to DTR4
The Directors confirm to the best of their knowledge:
• The Group financial statements have been prepared in
accordance with IFRS as adopted by the EU 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.
Going concern
The Group’s business activities, together with the factors
likely to affect its future development, performance and
position are set out in the Business Review on pages 1 to 24.
The financial position of the Group, its cash flows, liquidity
position and borrowing facilities are described in the
Financial Review on pages 22 to 24. In addition, Note 27 to
the financial statements includes the Group’s objectives,
policies and processes for managing its capital; its financial
risk management objectives; details of its financial
instruments and hedging activities; and its exposures 
to credit risk and liquidity risk. 
Following the year end the Group agreed new banking
facilities with its relationship lender, Lloyds Banking Group
totalling £55m that will replace all existing bank facilities and
which are committed until 31 December 2013. Although the
current economic conditions create uncertainty, particularly
over levels of private hospitality attendance at the Group’s
racecourses, the Group’s forecasts and projections, 
taking account of reasonably possible changes in trading
performance together with mitigating actions that are within
management’s control, show that the Group is expected to 
be able to comfortably operate within the level and covenant
conditions of its new debt facilities. 
The Directors have a reasonable expectation that the
Company and Group have adequate resources to continue 
in operational existence for the foreseeable future. Thus 
they continue to adopt the going concern basis of accounting
in preparing the annual financial statements.
Disclosure of information to auditors
The Directors who held office at the date of approval of 
this Directors’ Report confirm that, so far as they are each
aware, there is no relevant audit information of which the
Company’s auditors are unaware; and each Director has
taken all the steps that he ought to have taken as a Director
to make himself aware of any relevant audit information 
and to establish that the Company’s auditors are aware 
of the information.
Auditors
In accordance with Section 489 of the Companies Act 2006, 
a resolution for the reappointment of KPMG Audit Plc as
auditors of the Company is to be proposed at the forthcoming
Annual General Meeting.
By order of the Board
Robert Mercer FCMA
Company Secretary
26 February 2010
Registered office:
408 Strand
London WC2R 0NE Independent Auditors’ Report 
to the shareholders of Arena Leisure Plc
Financial Statements
Arena Leisure Plc | 37
Annual Report and Accounts 2009
We have audited the financial statements of Arena Leisure Plc
for the year ended 31 December 2009 set out on pages 
38 to 77. The financial reporting framework that has been
applied in the preparation of the Group financial statements
is applicable law and International Financial Reporting
Standards (‘IFRS’) as adopted by the EU. The financial
reporting framework that has been applied in the preparation
of the parent company financial statements is applicable 
law and UK Accounting Standards (UK Generally Accepted
Accounting Practice).
This report is made solely to the Company’s members, 
as a body, in accordance with Chapter 3 of Part 16 of the
Companies Act 2006. Our audit work has been undertaken
so that we might state to the Company’s members those
matters we are required to state to them in an auditors’
report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility
to anyone other than the Company and the Company’s
members, as a body, for our audit work, for this report, 
or for the opinions we have formed.
Respective responsibilities of Directors and auditors
As explained more fully in the Statement of Directors’
Responsibilities set out on page 36, the Directors are
responsible for the preparation of the financial statements
and for being satisfied that they give a true and fair view.
Our responsibility is to audit the financial statements in
accordance with applicable law and International Standards
on Auditing (UK and Ireland). Those standards require 
us to comply with the Auditing Practices Board’s (APB’s)
Ethical Standards for Auditors.
Scope of the audit of the financial statements
A description of the scope of an audit of financial 
statements is provided on the APB’s website at
www.frc.org.uk/apb/scope/UKP.
Opinion on financial statements
In our opinion:
• The financial statements give a true and fair view of the
state of the Group’s and of the parent company’s affairs 
as at 31 December 2009 and of the Group’s profit for the
year then ended;
• The Group financial statements have been properly
prepared in accordance with IFRSs as adopted by the EU;
• The parent company financial statements have been
properly prepared in accordance with UK Generally
Accepted Accounting Practice; and
• The financial statements have been prepared in accordance
with the requirements of the Companies Act 2006; and, 
as regards the Group financial statements, Article 4 of the
IAS Regulation.
Opinion on other matters prescribed by the 
Companies Act 2006
In our opinion:
• The part of the Directors’ Remuneration Report to be
audited has been properly prepared in accordance with 
the Companies Act 2006; 
• The information given in the Directors’ Report for the
financial year for which the financial statements are
prepared is consistent with the financial statements; and
• The information given in the Corporate Governance
Statement set out on pages 25 to 28 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:
Under the Companies Act 2006, we are required to report 
to you if, in our opinion:
• Adequate accounting records have not been kept by the
parent company, or returns adequate for our audit have 
not been received from branches not visited by us; or
• The parent company financial statements and the part of
the Directors’ Remuneration Report to be audited are not 
in agreement with the accounting records and returns; or
• Certain disclosures of Directors’ remuneration specified 
by law are not made; or
• We have not received all the information and explanations
we require for our audit; or
• A Corporate Governance Statement has not been prepared
by the Company. 
Under the Listing Rules we are required to review:
• The Directors’ statement, set out on page 36, in relation 
to going concern; and
• The part of the Corporate Governance Statement on pages
25 to 28 relating to the Company’s compliance with the nine
provisions of the June 2008 Combined Code specified for
our review. 
P Korolkiewicz
Senior Statutory Auditor
for and on behalf of KPMG Audit Plc, 
Statutory Auditor Chartered Accountants
8 Salisbury Square
London EC4Y 8BB
26 February 2010
Financial Statements Separately Separately
2009 disclosed 2009 2008 disclosed 2008 
Trading items Total Trading items Total
Note £’000 £’000 £’000 £’000 £’000 £’000
Revenue 5 65,239 – 65,239 64,825 – 64,825
Cost of sales (47,749) – (47,749) (47,270) – (47,270)
Gross profit 17,490 – 17,490 17,555 – 17,555
Other operating income 7 – 418 418 760 1,667 2,427
Administrative costs (13,101) – (13,101) (12,848) – (12,848)
Profit from operations 6 4,389 418 4,807 5,467 1,667 7,134
Share of post-tax results of joint venture 19 515 – 515 310 – 310
Profit before interest and taxation 4,904 418 5,322 5,777 1,667 7,444
Finance expense 12 (1,659) – (1,659) (3,064) (1,455) (4,519)
Finance income 12 456 2 458 1,091 – 1,091
Net finance expense 12 (1,203) 2 (1,201) (1,973) (1,455) (3,428)
Profit before taxation 3,701 420 4,121 3,804 212 4,016
Income tax expense 13 ––– –––
Profit for the year and total 
comprehensive income 3,701 420 4,121 3,804 212 4,016
Attributable to:
– Equity shareholders of the parent company 14 3,793 420 4,213 3,871 212 4,083
– Minority interest (92) – (92) (67) – (67)
3,701 420 4,121 3,804 212 4,016
Pence Pence
Earnings per share 14
Basic earnings per share 1.16 1.12
Diluted earnings per share 1.16 1.12
The notes on pages 42 to 70 form part of these financial statements.
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2009
38 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 2009 2008
Note £’000 £’000
Total comprehensive income 4,121 4,016
Attributable to: 
– Equity shareholders of the parent company 4,213 4,083
– Minority interest (92) (67)
Share-based payment 33 (28) 220
Dividends paid 15 – (2,003)
4,093 2,233
Total equity at the beginning of the period 72,644 70,411
Total equity at the end of the period 76,737 72,644
Attributable to:
– Equity shareholders of the parent company 75,020 70,835
– Minority interest 30 1,717 1,809
76,737 72,644
The notes on pages 42 to 70 form part of these financial statements.
Consolidated Statement of Changes in Shareholders’ Equity
for the year ended 31 December 2009
Financial Statements
Arena Leisure Plc | 39
Annual Report and Accounts 2009
Financial Statements 2009 2008
Note £’000 £’000
Non-current assets
Property, plant and equipment 16 135,350 119,734
Intangible assets 17 6,035 5,596
Investment in joint venture
– Share of gross assets 3,307 2,699
– Share of gross liabilities (6,166) (6,073)
19 (2,859) (3,374)
Goodwill in respect of joint venture 19 1,580 1,580
Loans to joint venture 19 4,754 4,965
3,475 3,171
Total non-current assets 144,860 128,501
Current assets
Inventories 20 422 544
Trade and other receivables 21 4,848 5,415
Assets classified as held for sale 22 – 100
Cash and cash equivalents 24 351 179
Total current assets 5,621 6,238
Total assets 150,481 134,739
Current liabilities
Bank overdraft 24 (1,874) (1,003)
Trade and other payables 23 (6,750) (7,850)
Loans and borrowings 26 (12,851) (2,940)
Accruals and deferred income 25 (4,799) (6,691)
Total current liabilities (26,274) (18,484)
Non-current liabilities
Loans and borrowings 26 (31,574) (40,448)
Accruals and deferred income 25 (15,896) (3,163)
Total non-current liabilities (47,470) (43,611)
Total liabilities (73,744) (62,095)
Total net assets 76,737 72,644
Equity
Share capital 29 18,210 18,210
Share premium 30 223 223
Merger reserve 30 5,417 5,417
Retained earnings 30 51,170 46,985
Equity attributable to shareholders of the parent company 75,020 70,835
Minority interest 30 1,717 1,809
Total equity 76,737 72,644
The notes on pages 42 to 70 form part of these financial statements.
These financial statements were approved by the Board of Directors and authorised for issue on 26 February 2010 and signed
on its behalf by:
Mark Elliott Tony Harris
Chief Executive Finance Director
Consolidated Balance Sheet
at 31 December 2009
40 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 2009 2008
Note £’000 £’000
Cash flows from operating activities
Profit for the year 4,121 4,016
Adjustments for:
Depreciation 16 3,479 3,370
Dilution gain 19 – (129)
Share-based payment (credit)/expense 33 (28) 220
Net finance expense 12 1,201 3,428
Share of profit of joint venture 19 (515) (310)
Profit on sale of property, plant and equipment (420) (1,615)
Grant amortisation (74) (71)
Cash flows from operating activities before changes in working capital and provisions 7,764 8,909
Decrease in trade and other receivables 567 776
Decrease/(increase) in inventories 122 (129)
Increase/(decrease) in trade and other payables and deferred income 11,227 (1,003)
Net cash from operating activities 19,680 8,553
Cash flows from investing activities
Purchases of property, plant and equipment (20,385) (13,905)
Proceeds from sale of property, plant and equipment 625 1,760
Additions to intangibles (27) –
Repayment of loans to joint venture 19 300 300
Interest received 367 805
Net cash used in investing activities (19,120) (11,040)
Cash flows from financing activities
Proceeds from bank and other borrowings 3,900 6,243
Capital grants received 98 –
Repayment of loans (3,237) (3,243)
(Repayment of)/increase in finance lease liabilities (45) 14
Interest paid (1,975) (3,083)
Dividends paid 15 – (2,003)
Net cash used in financing activities (1,259) (2,072)
(Decrease)/increase in cash and cash equivalents 24 (699) (4,559)
Net cash and cash equivalents at beginning of year 24 (824) 3,735
Net cash and cash equivalents at end of year 24 (1,523) (824)
The notes on pages 42 to 70 form part of these financial statements.
Consolidated Cash Flow Statement
for the year ended 31 December 2009
Financial Statements
Arena Leisure Plc | 41
Annual Report and Accounts 2009
Financial Statements 1 Reporting entity
Arena Leisure Plc (‘the Company’) is a company domiciled 
in the UK. The address of the Company’s registered office 
is 408 Strand, London WC2R 0NE. The consolidated financial
statements of the Company as at and for the year ended
31 December 2009 comprise the Company and its subsidiaries
(together referred to as ‘the Group’) and the Group’s interest
in jointly controlled entities. The Group is primarily involved 
in the ownership and operation of racecourses, and the
worldwide broadcast and exploitation of racecourse media
rights via the Group’s shareholding in its At The Races 
(‘ATR’) joint venture.
2 Basis of preparation
Statement of compliance
The Group financial statements have been prepared and
approved by the Directors in accordance with International
Financial Reporting Standards as adopted by the EU
(‘Adopted IFRSs’). The Company has elected to prepare 
its parent company financial statements in accordance 
with UK GAAP; these are presented on pages 71 to 77.
The financial statements were approved by the Board 
of Directors on 26 February 2010.
Basis of measurement
The financial statements have been prepared on the
historical cost basis except for the following:
• Derivative financial instruments are measured at fair value;
• Financial instruments at fair value through the profit or
loss are measured at fair value; and 
• Liabilities for equity-settled share-based payment
arrangements are measured at fair value.
The methods used to measure fair values are discussed
further in Note 4.
Functional and presentation currency
These financial statements are presented in sterling, 
which is the Company’s functional currency. All financial
information is presented in sterling and has been rounded 
to the nearest thousand.
Use of estimates and judgements
The preparation of financial statements in conformity with
IFRS requires management to make judgements, estimates
and assumptions that affect the application of accounting
policies and the reported amounts of assets, liabilities,
revenue and expenditure. Estimates and underlying
assumptions are reviewed on an ongoing basis and are 
based on management’s best knowledge of the amounts,
events or actions at 31 December 2009. Actual results may
differ from these estimates.
The key estimates and judgements made by management
during the year relate to the carrying value of the racecourse
development projects held within assets under construction
(Note 16): an assessment is made concerning the projections
of future cash flows from the development projects, which are
dependent on, amongst other factors, planning consent, the
award of a casino licence and estimated construction costs.
Information about other significant areas of estimation and
judgements in applying accounting policies is included in the
following notes:
• Note 17 – provisions for impairment: assumptions are
made each year concerning the projections of future cash
flows arising from the racecourses when reviewing the
carrying value of goodwill;
• Note 16 – residual values: an assessment is made of the
estimated residual values of property, plant and equipment.
Residual values are reviewed annually;
• Note 28 – recognition and measurement of deferred 
tax assets and liabilities: judgements are required in
determining the amounts to be recognised, in particular,
when assessing the extent to which deferred tax assets
should be recognised, with consideration given to the
timing and level of future taxable income; and
• Note 33 – measurement of share-based payment:
assumptions are made each year concerning the projections
of future profits of the Group in assessing the likelihood 
of performance criteria being met.
Notes Forming Part of the Financial Statements
for the year ended 31 December 2009
42 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements Financial Statements
Arena Leisure Plc | 43
Annual Report and Accounts 2009
2 Basis of preparation continued
Going concern
The Group’s business activities, together with the factors
likely to affect its future development, performance and
position are set out in the Chief Executive’s Statement on
pages 6 and 7, and in the Review of Operations on pages 
14 to 23. The financial position of the Group, its cash flows,
liquidity position and borrowing facilities are described in 
the Financial Review on pages 26 to 27. In addition, Note 27
to the financial statements includes the Group’s objectives,
policies and processes for managing its capital; its financial
risk management objectives; details of its financial instruments
and hedging activities; and its exposures to credit risk and
liquidity risk. Further disclosures relating to liquidity risk 
are included within Notes 12 and 26.
The Group continues to be a cash-generative operational
business with good-quality assets. Revenues are generated
from a variety of sources including industry funding through
the Horserace Betting Levy Board (‘HBLB’) and income from
its five-year (to 31 December 2011) Bookmakers’ Afternoon
Greyhound Services Ltd. media rights contract to provide live
racing pictures to UK licensed betting offices, both of which
have proven to be highly resilient to economic downturn. 
In addition, on 22 July 2009, the Group signed a new five-year
agreement commencing on 1 January 2012 for the provision
of media rights with Satellite Information Services Ltd (‘SIS’)
that provides for £32m in advance payments of which £12.5m
has already been received and the balance of which is
secured by Letters of Credit. 
Following the year end the Group agreed new banking facilities
with its relationship lender, Lloyds Banking Group, totalling
£55m that will replace all existing bank facilities and which
are committed until 31 December 2013 (see Finance review).
Although the current economic conditions create uncertainty,
particularly over levels of private hospitality attendance at the
Group’s racecourses, the Group’s forecasts and projections,
taking account of reasonably possible changes in trading
performance together with mitigating actions that are within
management’s control show that the Group is expected to 
be able to comfortably operate within the level and covenant
conditions of its new debt facilities.
The Directors believe that the Group is well placed to
manage its business risks successfully. After making
enquiries, the Directors have a reasonable expectation that
the Company and the Group have adequate resources to
continue in operational existence for the foreseeable future.
Accordingly, they continue to adopt the going concern basis
in preparing the annual report and accounts.
3 Accounting policies
The following new standards, interpretations and
amendments, applied for the first time from 1 January 2009,
have had an effect on the financial statements:
IFRS 8 – Operating Segments
This standard requires disclosure of information about the
Group’s operating segments and replaces the requirement to
determine primary (business) and secondary (geographical)
reporting segments of the Group. The adoption of the
standard did not have any effect on the financial position 
or performance of the Group. Additional disclosures about
each of the Group’s operating segment is shown in Note 11,
including comparative information. 
IAS 1 (Revised) – Presentation of Financial Statements 
The revised standard separates owner and non-owner
changes in equity. The statement of changes in equity
includes only details of transactions with owners, with 
non-owner changes in equity presented as a single line. 
In addition, the standard introduces the statement of
comprehensive income and expense, either in one single
statement, or in two linked statements. The Group has
elected to present one statement. 
The International Accounting Standards Board’s Annual
Improvements Project was published in May 2008, with 
the majority of changes being applicable for the period
commencing 1 January 2009. The project made minor
amendments to a number of standards, primarily with 
a view to removing inconsistencies and clarifying wording.
The amendments to these standards did not have any 
impact on the accounting policies, financial position or
performance of the Group.
The following new standards, interpretations and amendments,
also effective for the first time from 1 January 2009, have not
had a material effect on the financial statements:
• Amendments to IFRS 2 – Share-based Payment: Vesting
Conditions and Cancellations;
• Amendments to IFRS 7 – Improving Disclosures about
Financial Instruments;
• Amendments to IAS 23 – Borrowing Costs;
• Amendments to IAS 32 and IAS 1 – Puttable Financial
Instruments and Obligations Arising on Liquidation;
• IFRIC 15 – Agreements for the Construction of Real Estate;
and
• Amendments to IFRIC 9 and IAS 39 – Embedded Derivatives.
Financial Statements 3 Accounting policies continued
The principal accounting policies adopted in the preparation
of the financial statements are set out below. These policies
have been applied to all the years presented in the financial
statements and have been applied consistently by Group
entities, unless otherwise stated.
Revenue
Revenue principally relates to income derived directly from 
the holding of horserace meetings, including industry-related
income from the HBLB and the non-raceday use of the
racecourse facilities. The Group also derives income from the
operation of a hotel at Wolverhampton Racecourse and two golf
courses located at Lingfield Park and Southwell Racecourses.
Revenue is recognised in profit or loss once a race meeting
has been held. In certain circumstances, revenue is
recognised in profit or loss on a straight-line basis over the
life of the agreement to which it relates, such as golf club
members’ subscriptions.
Media rights
Income received from BAGS and ATR in respect of media
rights over the broadcasts from the Group’s racecourses is
recognised within revenue in the period in which the relevant
race meetings are held.
At 29 March 2004, the Group held within accruals and
deferred income the sum of £3.2m in respect of deferred
media rights income received under a previous ATR contract.
This income has been released to revenue on a straight-line
basis over a five-year period ending in June 2009.
Horserace Betting Levy Board revenue
The HBLB provides revenue to racecourses to support 
the holding of race meetings. For taxation purposes, this
revenue can be waived by racecourses, with HBLB approval,
and transferred to ‘capital credits’, which is a tax-efficient
scheme operated by the HBLB. These capital credits may 
be claimed by racecourses against expenditure on HBLB
approved capital projects and, as a result, are not assessable
to tax. It is the Group’s policy that, as they are derived from,
and are dependent upon, trading activities, capital credit
receipts are recognised within revenue when the race
meeting to which they relate is held. A corresponding
receivable is recognised until the cash is received.
Basis of consolidation
Subsidiaries
Where the Company has the power, either directly or
indirectly, to govern the financial and operating policies 
of another entity or business so as to obtain benefits from 
its activities, it is classified as a subsidiary. Subsidiaries are
consolidated from the date control commences until the 
date control ceases. The consolidated financial statements
present the results of the Group as if they formed a single
entity. Intercompany transactions and balances between
Group companies are eliminated in full.
Associates and joint ventures
Associate undertakings are entities in which the Group holds
a long-term minority interest and has the power to influence
(but not control) the financial and operating policy decisions
of the entity. Joint ventures are entities in which the Group
holds a long-term interest and has joint control under 
a contractual arrangement for strategic financial and
operating decisions. Interests in associate and joint venture
undertakings are accounted for using the equity method of
accounting and are initially recognised at cost. The Group’s
share of post-acquisition profits and losses is recognised in
the consolidated income statement. Any premium paid for 
an interest in a jointly controlled entity or associate above 
the fair value of the Group’s share of identifiable assets 
and liabilities is dealt with under the goodwill policy and 
is disclosed in the balance sheet within the interests in
associates and joint ventures.
Business combinations
The consolidated financial statements incorporate the results
of business combinations using the purchase method of
accounting. In the consolidated balance sheet, the acquiree’s
identifiable assets, liabilities and contingent liabilities are
initially recognised at their fair values at the acquisition 
date. The results of acquired operations are included in 
the consolidated income statement from the date on which
control is obtained.
Goodwill
Goodwill represents the excess of the cost of a business
combination over the Group’s interest in the net fair value 
of identifiable assets, liabilities and contingent liabilities of
the acquiree. Cost comprises the fair values of assets given,
liabilities assumed and equity instruments issued, plus 
any direct costs of acquisition.
Positive goodwill is capitalised as an intangible asset and
measured at cost less any accumulated impairment losses.
Where the fair value of identifiable assets, liabilities and
contingent liabilities exceed the fair value of consideration
paid, the excess (negative goodwill) is recognised
immediately in profit or loss.
Other intangible assets
Directly attributable incremental costs associated with
contracts are capitalised as intangible assets. These are
measured initially at cost and are amortised over their 
useful economic lives.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
44 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements Financial Statements
Arena Leisure Plc | 45
Annual Report and Accounts 2009
3 Accounting policies continued
Financial instruments
Non-derivative financial instruments
Non-derivative financial instruments comprise trade and
other receivables, cash and cash equivalents, loans and
borrowings and trade and other payables. Non-derivative
financial instruments are recognised initially at fair value.
Subsequent to initial recognition, non-derivative financial
instruments are measured as described below. 
Cash and cash equivalents: This category comprises 
cash balances and call deposits. Bank overdrafts that are
repayable on demand and form an integral part of the
Group’s cash management are included as a component 
of cash and cash equivalents.
Other: These are non-derivative financial instruments 
with fixed or determinable payments that are not quoted 
in an active market. They are measured at amortised cost
using the effective interest rate method, less any provision 
for impairment. 
Other financial liabilities include the following items:
• Bank borrowings, which are recognised at the outstanding
amount advanced less issue costs which are accreted to
the income statement over the life of the borrowing facility.
Interest expense on outstanding borrowings is charged to
the income statement as incurred; and
• Interest-free loans, which are initially recognised at the
present value of the amount advanced. These loans are
subsequently measured at amortised cost using the effective
interest rate method, which ensures that any interest
expense over the period to repayment is at a constant 
rate on the balance of the liability in the balance sheet.
Derivative financial instruments
The Group holds derivative financial instruments to hedge 
its interest rate risk exposures. Derivatives are recognised
initially at fair value; attributable transaction costs are
recognised in profit or loss when incurred. Subsequent to
initial recognition, derivatives are measured at fair value 
and changes therein are accounted for in profit or loss.
Share capital
Ordinary shares are classified as equity. Incremental costs
directly attributable to the issue of ordinary shares and share
options are recognised as a deduction from equity, net of any
tax effects.
Retirement benefits: defined contribution schemes
Contributions to the Group’s defined contribution pension
scheme are recognised as an employee benefit expense in
profit or loss when they are due.
Share-based payments
Where share options or conditional shares are awarded 
to employees, the fair value of the instruments at the date 
of grant is charged to the income statement over the vesting
period. Non-market vesting conditions are taken into account
by adjusting the number of equity instruments expected 
to vest at each balance sheet date so that, ultimately, the
cumulative amount recognised over the vesting period is
based on the number of options that eventually vest. Market
vesting conditions are factored into the fair value of the
options granted. As long as all other vesting conditions 
are satisfied, a charge is made irrespective of whether the
market vesting conditions are satisfied. The cumulative
expense is not adjusted for failure to achieve a market
vesting condition.
Leased assets
Where substantially all of the risks and rewards incidental 
to ownership of a leased asset have been transferred to 
the Group (a ‘finance lease’), the asset is treated as if it had
been purchased outright. The amount initially recognised as
an asset is the lower of fair value and present value of the
minimum lease payments payable over the term of the lease.
The corresponding lease commitment is shown as a liability.
Lease payments are analysed between capital and interest.
The interest element is charged to the income statement
over the period of the lease and is calculated so that it
represents a constant proportion of the lease liability. The
capital element reduces the balance owed to the lessor .
Where substantially all of the risks and rewards incidental 
to ownership are retained by the lessor (an ‘operating lease’),
the total rentals payable under the lease are charged to the
income statement on a straight-line basis over the lease term.
The land and buildings elements of property leases are
considered separately for the purposes of lease classification.
Where the Group enters into leases for land and buildings, 
the land element and the building elements are split, with
generally the land element being treated as an operating lease
and the building element as a finance lease. However, if lease
payments cannot be allocated reliably between land and
buildings, then the entire lease is classified as a finance lease.
As a consequence, the lease in respect of Doncaster
Racecourse has been split into operating and finance lease
elements and the lease in respect of Worcester Racecourse
has been classified as a finance lease. The finance leases
have been capitalised as property, plant and equipment with
corresponding finance lease liabilities. Future lease payments
will be allocated between capital and interest accordingly.
Financial Statements 3 Accounting policies continued
Income tax
Income tax expense comprises current and deferred tax.
Income tax expense is recognised in profit or loss except 
to the extent that it relates to items recognised directly in
equity, in which case it is recognised in equity.
Current tax is the tax payable on the taxable income for 
the year, using tax rates enacted or substantively enacted 
at the reporting date, and any adjustment to tax payable 
in respect of previous years.
Deferred tax is recognised using the balance sheet method,
providing for temporary differences between the carrying
amounts of assets and liabilities for financial reporting
purposes and the amounts used for taxation purposes,
except for differences arising on:
• The initial recognition of goodwill;
• Goodwill for which amortisation is not tax deductible;
• The initial recognition of an asset or liability in a transaction
which is not a business combination and at the time of the
transaction affects neither accounting nor taxable profit; and
• Investments in subsidiaries and jointly controlled entities
where the Group is able to control the timing of the
reversal of the difference and it is probable that the
difference will not reverse in the foreseeable future.
Deferred tax is measured at the tax rates that are expected 
to be applied to the temporary differences when they reverse,
based on the laws that have been enacted or substantively
enacted by the reporting date. Deferred tax balances are 
not discounted. 
Deferred tax assets and liabilities are offset if there is a
legally enforceable right to offset current tax liabilities and
assets, and they relate to income tax levied by the same
authority on the same taxable entity, or on different tax
entities, but they intend to settle current tax liabilities 
and assets on a net basis or their tax assets and liabilities
will be realised simultaneously.
Recognition of deferred tax assets is restricted to those
instances where it is probable that taxable profits will 
be available against which the temporary difference can 
be utilised. Deferred tax assets are reviewed at each
reporting date.
Earnings per share
The Group presents basic and diluted earnings per share
(‘EPS’) data for its ordinary shares. Basic EPS is calculated
by dividing the profit or loss attributable to ordinary
shareholders of the Company by the weighted average
number of ordinary shares outstanding during the period.
Diluted EPS is determined by adjusting the profit or loss
attributable to ordinary shareholders and the weighted
average number of ordinary shares outstanding for the
effects of all dilutive potential ordinary shares, which
comprise share options granted to employees.
Dividends
Dividends are recognised when they become legally payable.
In the case of interim dividends to equity shareholders, this 
is when paid by the Company. In the case of final dividends,
this is when approved by the shareholders at the Annual
General Meeting.
Property, plant and equipment
Items of property, plant and equipment are recognised 
at cost less accumulated depreciation and accumulated
impairment losses.
Cost includes expenditure that is directly attributable to the
acquisition of the asset. Purchased software that is integral
to the functionality of the related equipment is capitalised 
as part of that equipment. Borrowing costs related to the
acquisition or construction of qualifying assets are capitalised
as part of the acquisition or construction cost.
When parts of an item of property, plant and equipment have
different useful lives, they are accounted for as separate
items (major components) of property, plant and equipment.
Gains and losses on disposal of an item of property, plant
and equipment are determined by comparing the proceeds
from disposal with the carrying amount of property, plant
and equipment and are recognised net within ‘other income’
in profit or loss. 
The cost of replacing part of an item of property, plant and
equipment is recognised in the carrying amount of the item 
if it is probable that the future economic benefits embodied
within the part will flow to the Group and its cost can be
measured reliably. The carrying amount of the replaced part
is derecognised. The costs of the day-to-day servicing of
property, plant and equipment are recognised in profit or 
loss as incurred.
Freehold land is not depreciated. Depreciation is recognised
in profit or loss on all other items of property, plant and
equipment to write off the cost, less estimated residual
values of items, over their expected useful economic lives.
Depreciation is provided on a straight-line basis at the
following rates:
Freehold buildings 2% per annum
Leasehold land and buildings Over the length of lease or 
50 years, whichever is 
shorter, to residual value
All-weather tracks Surface 5% to 10% per annum
Base 2.5% to 3.3% per annum
Plant and machinery 2.5% to 33% per annum
Fixtures and fittings 5% to 25% per annum
Motor vehicles 25% per annum
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
46 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements Financial Statements
Arena Leisure Plc | 47
Annual Report and Accounts 2009
3 Accounting policies continued
Depreciation methods, useful lives and residual values are
reviewed at each reporting date.
Impairment 
Financial assets
A financial asset is assessed at each reporting date to
determine whether there is any objective evidence that it 
is impaired. A financial asset is considered to be impaired 
if objective evidence indicates that one or more events have
had a negative effect on the estimated future cash flows of
that asset. An impairment loss in respect of a financial asset
measured at amortised cost is calculated as the difference
between its carrying amount and the present value of the
estimated future cash flows discounted at the original
effective interest rate. 
Individually significant financial assets are tested for
impairment on an individual basis. The remaining financial
assets are assessed collectively in groups that share similar
credit risk characteristics.
All impairment losses are recognised in profit or loss. An
impairment loss is reversed if the reversal can be related
objectively to an event occurring after the impairment loss
was recognised. 
Non-financial assets
Impairment tests in respect of goodwill are undertaken
annually on 31 December . Where it is not possible to
estimate the recoverable amount of an individual asset, the
impairment test is carried out on the asset’s cash-generating
unit, in this case being the individual racecourses. Where the
carrying value of a racecourse exceeds its recoverable amount
(i.e. the higher of value in use and fair value less costs to
sell), the asset is written down accordingly. In assessing
value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of
money and the risks specific to the asset. Impairment losses
are recognised in profit or loss. An impairment loss in
respect of goodwill is not reversed.
Other non-financial assets are subject to impairment tests
whenever events or changes in circumstances indicate that
their carrying value may not be recoverable. If any such
indication exists, then the asset’s recoverable amount is
estimated with the impairment recognised in profit or loss.
Impairment losses recognised in prior periods are assessed
at each reporting date for any indications that the loss 
has decreased or no longer exists. An impairment loss is
reversed if there has been a change in the estimates used 
to determine the recoverable amount. An impairment loss 
is reversed only to the extent that the asset’s carrying
amount does not exceed the carrying amount that would
have been determined, net of depreciation or amortisation, 
if no impairment loss had been recognised.
Non-current assets held for sale
Non-current assets that are expected to be recovered
primarily through sale rather than through continuing use are
classified as held for sale. Immediately before classification
as held for sale, the assets are remeasured in accordance
with the Group’s accounting policies. Thereafter, the assets
are generally measured at the lower of their carrying
amount and fair value less costs to sell. Impairment losses
on initial classification as held for sale and subsequent
gains and losses on remeasurement are recognised in the
income statement. Gains are not recognised in excess of 
any cumulative impairment loss.
Finance income and expenses
Finance income comprises interest income on funds
invested, changes in the fair value of financial assets 
at fair value through profit or loss and gains on hedging
instruments that are recognised in profit or loss. Interest
income is recognised as it accrues in profit or loss, using 
the effective interest method. 
Finance expenses comprise interest expense on borrowings,
changes in the fair value of financial assets at fair value
through profit or loss, impairment losses recognised on
financial assets and losses on hedging instruments that 
are recognised in profit or loss. All borrowing costs, with 
the exception of those described above, are recognised 
in profit or loss using the effective interest method.
Inventories
Inventories are recognised at the lower of cost and net
realisable value. The cost of inventories is based on the 
first-in first-out principle. Net realisable value is the
estimated selling price in the ordinary course of business.
Government grants
Government grants received on capital expenditure are
initially recognised on receipt as deferred income. The
deferred income balance is recognised in profit or loss over
the period and in proportion to which the depreciation on
those assets is charged.
Operating segments
The operating segment is reported in a manner consistent
with the internal reporting provided to the chief operating
decision-maker . The chief operating decision-maker has
been identified as the Board of Directors.
Financial Statements 3 Accounting policies continued
New standards and interpretations not applied
The International Accounting Standards Board and the International Financial Reporting Interpretations Committee have
issued the following standards and interpretations which are not yet effective for the year ended 31 December 2009 and have
not yet been applied in preparing these consolidated financial statements, but which are to be applied to financial statements
with periods commencing on or after the following dates: 
International Accounting Standards (IAS/IFRS) Effective date
Amendments to IAS 39 and IFRIC 9 ‘Embedded Derivatives’ 30 June 2009
Amendments to IAS 39 and IFRS 7 ‘Reclassification of Financial Instruments’ 1 July 2009
Revised IFRS 3 ‘Business Combinations’ 1 July 2009
Amendments to IAS 27 ‘Consolidated and Separate Financial Statements’ 1 July 2009
Improvements to IFRS (issued by IASB in April 2009) 1 January 2010
Amendments to IFRS 2 ‘Share-based Payment’ 1 January 2010
Amendments to IAS 32 ‘Financial Instruments: Presentation’ 1 February 2010
Revised IAS 24 ‘Related Party Disclosures’ 1 January 2011
IFRS 9 ‘Financial Instruments’ 1 January 2013
International Financial Reporting Interpretations Committee (IFRIC) Effective date
IFRIC 17 ‘Distributions of Non-cash Assets to Owners’ 1 July 2009
IFRIC 18 ‘Transfers of Assets from Customers’ 1 July 2009
IFRIC 19 ‘Extinguishing Financial Liabilities with Equity Instruments’ 1 April 2010
Amendments to IFRIC 14 1 January 2011
The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact on the
Group’s financial statements in the period of application and all relevant aspects of Improvements to IFRS will be applied.
4 Determination of fair values
A number of the Group’s accounting policies and disclosures require the determination of fair value, for both financial and 
non-financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based 
on the following methods. When applicable, further information about the assumptions made in determining fair values is
disclosed in the notes specific to that asset or liability.
Derivatives
The fair value of interest rate hedging agreements is based on bank valuations. 
Non-derivative financial liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and
interest cash flows, discounted at the market rate of interest at the reporting date. 
Share-based payment transactions
The fair value of employee stock options is measured using the Black-Scholes Pricing Analysis. Measurement inputs 
include share price on measurement date, exercise price of the instrument, expected volatility (based on weighted average
historic volatility adjusted for changes expected due to publicly available information), weighted average expected life of 
the instruments (based on historical experience and general option holder behaviour), expected dividends and the risk-free
interest rate (based on government bonds). Service and non-market performance conditions attached to the transactions 
are not taken into account in determining fair value.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
48 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 5 Revenue
Segmental information is disclosed in Note 11. Revenue is analysed as follows:
2009 2008
£’000 £’000
HBLB 21,542 18,993
BAGS (media rights income in relation to licensed betting offices) 11,628 10,399
Other racecourse-related revenue 32,069 35,433
65,239 64,825
6 Profit from operations
2009 2008
£’000 £’000
This has been arrived at after charging/(crediting):
Prize money 17,501 15,556
Staff costs (Note 9) 9,616 9,783
Depreciation of property, plant and equipment 3,479 3,370
Auditors’ remuneration:
– Audit fees applicable to the Company’s consolidated accounts 8 8
– Audit fees applicable to the statutory audit of the accounts of subsidiaries 104 100
– Interim review – 16
– Advisory services 124 20
Profit on disposal of fixed assets:
– Profit on disposal of the land and buildings and fixtures and fittings associated with 
Lingfield Park leisure club (Note 16) (418) –
– Profit on disposal of freehold interests in the marina and 
caravan park at Royal Windsor Racecourse (Notes 7 and 16) – (1,667)
– (Profit)/loss on disposal of other fixed assets (2) 52
Amortisation of Government grants (74) (71)
Business interruption insurance in respect of Southwell Racecourse (Note 8) – (631)
7 Other operating income
Other operating income in the year to 31 December 2008 consisted of £631,000 relating to business interruption insurance in
respect of Southwell Racecourse (Note 8) and £129,000 in respect of a dilution gain relating to ATR (Note 19).
2009 2008
£’000 £’000
Trading items
Business interruption insurance in respect of Southwell Racecourse (Note 8) – 631
Dilution gain relating to ATR (Note 19) – 129
– 760
Separately disclosed items
Profit on disposal of the land and buildings and fixtures and fittings
associated with Lingfield Park leisure club (Note 16) 418 –
Profit on disposal of freehold interests in the marina and caravan park at Royal Windsor Racecourse – 1,667
Total other operating income 418 2,427
Financial Statements
Arena Leisure Plc | 49
Annual Report and Accounts 2009
Financial Statements 8 Southwell flood insurance claim
The severe weather which occurred in June and July 2007 resulted in the flooding of Southwell Racecourse. The Racecourse
partially reopened in December 2007 and was fully operational in July 2008. 
As a result, a business interruption insurance claim and a material damage insurance claim were made in 2007. £631,000 was
released to the income statement and included within Other operating income in the year ended 31 December 2008 (Note 7).
9 Staff numbers and costs
The average number of persons employed by the Group (including Directors and part-time staff but excluding raceday casual
staff) during the year, analysed by category, was as follows:
2009 2008
Number Number
Management and administration 150 168
Customer services 196 210
346 378
2009 2008
£’000 £’000
Staff costs (including Directors)
Wages and salaries 8,607 8,483
Contributions to defined contribution pension plans 175 210
Share-based payment (credit)/expense (Note 33) (28) 220
Employer’s national insurance contribution and similar taxes 862 870
9,616 9,783
The Company employs casual staff to assist during racedays. The number of casual staff varies between 50 and 525,
depending on the raceday. Casual staff are not included in the staff numbers or costs stated above. The aggregate payroll 
in respect of casual staff for 2009 was £3,868,000 (2008: £3,593,000). 
10 Directors’ and key management remuneration
2009 2008
£’000 £’000
Directors’ remuneration
Directors’ emoluments 972 863
Contributions to defined contribution pension plans 51 45
Share-based payment (credit)/expense (Note 33) (6) 137
1,017 1,045
There were three Directors (2008: three) in the Company’s defined contribution pension scheme during the year .
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
50 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 10 Directors’ and key management remuneration continued
Further disclosures relating to the remuneration of each individual Director are included in the Remuneration Report, of which
the information on pages 29 to 33 has been audited. Directors’ emoluments include amounts attributed to benefits-in-kind on
which the Directors are assessed for tax purposes. This may differ from the cost to the Group of providing those benefits
included in Notes 9 and 10.
2009 2008
£’000 £’000
Key management remuneration (including Directors)
Wages and salaries 1,667 1,461
Contributions to defined contribution pension plans 95 88
Share-based payment (credit)/expense (Note 33) (29) 200
1,733 1,749
A share-based payment credit has arisen this year as a result of adjusting the cumulative expense in relation to the Group’s
LTIP awards to reflect current vesting expectations (Note 33).
There are six employees (excluding Directors) defined as being key management for 2009 (2008: six).
11 Segment information
The Group has one reportable operating segment: racecourse operations. This business segment arises in the UK. This is
reported in a manner consistent with the internal reporting provided to the chief operating decision-maker for the purposes 
of evaluating performance and deciding upon resource allocation. The chief operating decision-maker has been identified 
as the Board of Directors of Arena Leisure Plc.
Racecourse operations Total
2009 2008 2009 2008
£’000 £’000 £’000 £’000
Total external revenue 65,239 64,825 65,239 64,825
Profit from operations 6,985 6,988 6,985 6,988
Other operating income – 760 – 760
Pre-opening costs associated with Lingfield Park hotel development (163) – (163) –
Segment profit from operations before asset disposals 6,822 7,748 6,822 7,748
Profit on disposal of property, plant and equipment 418 1,667 418 1,667
Segment profit from operations 7,240 9,415 7,240 9,415
Central operations (2,461) (2,061)
Share-based payment 28 (220)
Share of joint venture result 515 310
Finance income 458 1,091
Finance cost (1,659) (4,519)
Profit for the year 4,121 4,016
Other information
Additions to property, plant and equipment 19,249 15,066 19,249 15,066
Segment assets 150,481 134,739 150,481 134,739
Segment liabilities (73,744) (62,095) (73,744) (62,095)
Intangible assets 6,035 5,596 6,035 5,596
Investment in joint ventures 3,475 3,171 3,475 3,171
Total external revenue is analysed in note 5. The Group derives a significant proportion of its annual revenue from the HBLB
and from its media rights agreement with BAGS.
Financial Statements
Arena Leisure Plc | 51
Annual Report and Accounts 2009
Financial Statements 12 Finance income and expense
2009 2008
£’000 £’000
Finance income
Bank interest receivable 367 806
Other interest receivable (Note 34) 89 285
Derivative liability held for risk management (Note 27) 2 –
458 1,091
Finance expense
Bank interest payable (1,240) (2,573)
Finance lease interest (64) (58)
Amortisation of previous gain on present value of interest-free loans (355) (433)
Derivative liability held for risk management (Note 27) – (1,455)
(1,659) (4,519)
Net finance expense (1,201) (3,428)
The valuation of the Group’s interest rate derivative contracts at 31 December 2009 has resulted in a liability of £1,454,000
(2008: £1,456,000) being recorded on the balance sheet and a credit of £2,000 (2008: £1,455,000 charge) to the income statement. 
A further £735,000 (2008: £452,000) of interest costs relating to development projects in progress have been capitalised 
in the year (Note 16).
13 Income tax expense
2009 2008
£’000 £’000
UK corporation tax
Current and deferred tax expense – –
The reasons for the difference between the actual tax charge for the year and the standard rate of corporation tax in the UK
applied to profits for the year are as follows:
2009 2008
£’000 £’000
Tax reconciliation
Factors affecting tax for the period:
– Profit on ordinary activities before taxation 4,121 4,016
Profit on ordinary activities at standard rate of corporation tax in the UK of 28% (2008: 28%) 1,154 1,124
Effects of
Expenses not deductible for tax purposes 112 496
Tax exempt income (20) –
Adjustment for joint ventures and associates (144) (123)
Increase in unrecognised tax losses 1,095 671
Utilisation of brought forward losses (2,197) (2,065)
Prior year adjustment – (103)
Total tax charge for the year – –
At the year end, corporation tax losses representing trading and non-trading losses of £63,988,000 (2008: £63,043,000) were
available for utilisation in future years subject to agreement with HM Revenue & Customs.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
52 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 14 Earnings per share
2009 2008
£’000 £’000
Earnings
Profit for the year attributable to equity shareholders of the parent company 4,213 4,083
2009 2008
Number Number 
million million
Weighted average number of shares
Weighted average number of shares used in the calculation of basic and adjusted EPS 364.2 364.2
Dilutive potential ordinary shares
Employee share options – –
Weighted average number of shares used in the calculation of diluted EPS 364.2 364.2
Certain employee options have not been included in the calculation of diluted EPS because their exercise is contingent on 
the satisfaction of specific criteria that had not been met at the end of the year . In addition, certain employee options have 
also been excluded from the calculation of diluted EPS as their exercise price is greater than the weighted average share 
price during the year (i.e. they are out-of-the-money) and therefore would not be dilutive. The total number of share options
excluded in 2009 was 4.58 million (2008: 5.55 million).
The average market value of the Company’s shares for the purposes of calculating the dilutive effect of share options was
based on quoted market prices for the period that the options were outstanding.
15 Dividends
2009 2008
£’000 £’000
Final dividend of nil (2008: 0.30p) per ordinary share proposed 
and paid during the year relating to the previous year’s results – 1,092
Interim dividend of nil (2008: 0.25p) per ordinary share paid 
during the year relating to the current year’s results – 911
Dividends paid in the year – 2,003
The Directors propose to pay a final dividend for 2009 of 0.38p per ordinary share totalling £1,384,000 (2008: no final dividend). 
Financial Statements
Arena Leisure Plc | 53
Annual Report and Accounts 2009
Financial Statements 16 Property, plant and equipment
Long Freehold land,
leasehold buildings and Fixtures,
Assets under land and all-weather Plant and fittings and
construction buildings tracks machinery vehicles Total
£’000 £’000 £’000 £’000 £’000 £’000
Cost
At 1 January 2008 4,675 35,725 63,489 10,407 8,482 122,778
Additions 7,694 3,235 1,593 1,764 780 15,066
Reclassifications 917 (8,293) – 7,140 236 –
Transfer to assets held for sale – – (100) – – (100)
Disposals – (31) (162) (160) (147) (500)
At 31 December 2008 13,286 30,636 64,820 19,151 9,351 137,244
Additions 17,682 237 738 408 135 19,200
Reclassification 99 (620) – 516 5 –
Disposals – – (119) (84) (156) (359)
At 31 December 2009 31,067 30,253 65,439 19,991 9,335 156,085
Depreciation and impairment losses
At 1 January 2008 (1,050) (416) (5,201) (3,255) (4,573) (14,495)
Charged in the year – (183) (828) (1,449) (910) (3,370)
Reclassification – 73 – (59) (14) –
Disposals – 23 51 155 126 355
At 31 December 2008 (1,050) (503) (5,978) (4,608) (5,371) (17,510)
Charged in the year – (271) (845) (1,489) (874) (3,479)
Reclassification ––––––
Disposals – – 68 75 111 254
At 31 December 2009 (1,050) (774) (6,755) (6,022) (6,134) (20,735)
Net book value
At 31 December 2007 3,625 35,309 58,288 7,152 3,909 108,283
At 31 December 2008 12,236 30,133 58,842 14,543 3,980 119,734
At 31 December 2009 30,017 29,479 58,684 13,969 3,201 135,350
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
54 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 16 Property, plant and equipment continued
Bank borrowings are secured on the Group’s freehold land and buildings (Note 26).
Assets under construction consist of expenditure in respect of proposed developments at Wolverhampton, Royal Windsor,
Lingfield Park and Doncaster Racecourses. These costs will be depreciated once the developments are complete and available
for use. The expenditure includes a variety of professional fees incurred in the design and planning process for the individual
developments, such as building architects, engineers, surveyors, cost consultants, planning consultants, legal fees and
specialist reports.
Certain capitalised costs have been reclassified after the completion of development projects following advice from quantity
surveyors. The Directors allocate costs based on their best estimate, and appropriate reclassifications are made following the
quantity surveyor’s report.
Additions include £735,000 (2008: £452,000) relating to interest capitalised in relation to the development projects in progress
at Doncaster, Lingfield Park, Wolverhampton and Royal Windsor . Interest was capitalised at base rate plus 1%, LIBOR plus 1%
or LIBOR plus 2.5%, as applicable. There is no resulting impact on the tax charge for the year (2008: none).
The transfer of assets to held for sale in 2008 relates to land and buildings associated with the Lingfield Park leisure club
amounting to £100,000 (Note 22). The leisure club was sold for £615,000 in November 2009, resulting in a profit on disposal 
of £418,000.
The net carrying amount of property, plant and equipment includes the following amounts in respect of assets held under
finance leases:
2009 2008
£’000 £’000
Long leasehold land and buildings 29,478 30,133
At 31 December 2009, the gross original cost of all assets with a £nil net book value still in use was £3,564,000 (2008: £2,997,000).
Financial Statements
Arena Leisure Plc | 55
Annual Report and Accounts 2009
Financial Statements 17 Intangible assets
Other
Goodwill intangibles Total 
£’000 £’000 £’000
Other intangible assets
Additions – 439 439
At 31 December 2009 – 439 439
Goodwill
Relating to the Royal Windsor Racecourse business combination 2,870 – 2,870
Relating to the Wolverhampton Racecourse business combination 1,157 – 1,157
Relating to the Southwell Racecourse business combination 873 – 873
Relating to the Doncaster Racecourse business combination 696 – 696
At 31 December 2007, 31 December 2008 and 31 December 2009 5,596 – 5,596
Total intangible assets at 31 December 2009 5,596 439 6,035
Total intangible assets at 31 December 2008 5,596 – 5,596
The additions to intangible assets represent costs incurred during 2009 specifically in relation to the Group’s new media rights
agreement. The costs will be amortised on a straight-line basis over the five-year term of the agreement, which commences
on 1 January 2012.
A review of the carrying value of goodwill arising from the acquisition of the Group’s racecourses was undertaken at
31 December 2009. The Board has conducted its review by comparing the carrying value of each racecourse with its
recoverable amount. The recoverable amount of each racecourse was based on value in use. 
Value in use was determined by discounting the expected future pre-tax cash flows generated from the continuing use 
of each racecourse using the following key assumptions:
• Cash flows were projected based on management’s approved budgets and forecasts for a five-year period;
• A terminal value was based on an extrapolation of the estimate of the future cash flows beyond the five-year period into
perpetuity and a pre-tax discount rate. No growth was assumed in the terminal value (2008: none);
• For the purpose of this impairment review only, the estimated pre-tax cash flows assume a standard growth rate of 5% per
annum (2008: 18% for Doncaster Racecourse, 5% otherwise), on top of which the new terms of the media rights agreement
with SIS have been overlaid, except that the projections for Doncaster Racecourse have been moderated to reflect earnings
reaching stabilisation following its redevelopment; and
• A pre-tax discount rate of 8.0% (2008: 10.0%) was applied in determining the terminal value and the recoverable amounts of
the racecourses. The discount rate was based on an adjusted estimated weighted average cost of capital and reflects a lower
cost than the previous year as a result of a reduction in market equity returns.
The resultant net present values were compared to the carrying values of each racecourse and were found to exceed the asset
value of each racecourse plus the goodwill value. As a result of this review, the Board does not consider that any impairment
provision is necessary.
The Directors have considered the sensitivity of the cash flow projections to the key assumptions (based on adjusted discount
rates and growth rate) and have concluded, given the headroom in the projections, that there would be no significant change 
to the carrying value of the assets.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
56 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 18 Subsidiaries
The principal subsidiaries of Arena Leisure Plc, in which the Company owns 100% of the ordinary share capital, with the
exception of Worcester Racecourse Ltd (81%) and The Doncaster Racecourse Management Company Ltd (81%), are as follows:
Name Country of incorporation Principal activity
Windsor Racing Ltd England & Wales Racecourse
Lingfield Park Ltd England & Wales Racecourse/Hotel and Leisure
Wolverhampton Racecourse Ltd England & Wales Racecourse/Hotel
Southwell Racecourse Ltd England & Wales Racecourse
Folkestone Race Course Ltd England & Wales Racecourse
Worcester Racecourse Ltd*** England & Wales Racecourse
Windsor Concessions Ltd England & Wales Racecourse concessions
The Doncaster Racecourse Management Co Ltd** England & Wales Racecourse
The Windsor Racecourse Co Ltd England & Wales Holding company
Arena Leisure Racing Ltd* England & Wales Racecourse operations
Arena Leisure Catering Ltd* England & Wales Racecourse catering operations
*Denotes direct holdings.
**Doncaster minority interest has been recognised on the grounds that the minority interest has an obligation to fund up to a specified amount.
***Worcester minority interest has not been recognised on the grounds of net liabilities and that the minority investee has no obligation to fund.
19 Joint ventures
The joint venture company in which the Company owns an equity share is as follows:
Equity share Classification Country of registration Principal activity
Attheraces Holdings Ltd 45.85% Joint venture England & Wales Racing broadcaster
On 24 July 2008, ATR issued new shares to a number of racecourse partners in accordance with long-standing commitments.
As a result, from that date, the Company’s holding in the ordinary shares of ATR reduced from 47.5% to 45.85%.
The movement in the Group’s investment in its joint venture operation was as follows:
Joint venture
2009 2008
£’000 £’000
Cost
At 1 January and 31 December 1,580 1,580
Share of profit
At 1 January (3,374) (3,813)
Profit for the year 515 310
Dilution gain – 129
At 31 December (2,859) (3,374)
Loans
At 1 January 4,965 4,979
Interest 89 285
Repayments (300) (300)
At 31 December 4,754 4,965
Net book value at 31 December 3,475 3,171
Financial Statements
Arena Leisure Plc | 57
Annual Report and Accounts 2009
Financial Statements 19 Joint ventures continued
Arena Leisure Plc and BSkyB, as part of their shareholders’ agreement, have a commitment to fund ATR by way of loans up to
an amount not exceeding £10,000,000 pro rata to shareholding. Arena Leisure is therefore committed to fund up to £5,000,000,
of which £4,754,000 has been provided by way of loans at 31 December 2009 (2008: £4,965,000). These loans are considered, 
in substance, to form part of the Company’s net investment in ATR. Settlement of these loans in full is neither planned nor
expected to occur in the foreseeable future.
The summary financial information for the ATR joint venture, not adjusted for the 45.85% ownership held by the Group, 
is as follows:
2009 2008
£’000 £’000
Non-current assets 187 253
Current assets 7,026 5,634
Current liabilities (4,135) (3,932)
Non-current liabilities (9,313) (9,313)
Net liabilities (6,235) (7,358)
Income 16,060 15,654
Expenses (14,937) (14,986)
Profit/(loss) after tax 1,123 668
20 Inventories
2009 2008
£’000 £’000
Consumables 422 544
In 2009, consumables recognised as cost of sales amounted to £3,429,000 (2008: £3,654,000). 
21 Trade and other receivables
2009 2008
£’000 £’000
Trade receivables 2,590 3,284
Other receivables 688 652
Prepayments and accrued income 1,570 1,479
4,848 5,415
All amounts shown above are due within one year .
An analysis of the interest rate receivable on financial assets and information about fair values, exposure to credit risk and
impairment losses related to trade receivables are given in Note 27.
22 Non-current assets held for sale
2009 2008
£’000 £’000
Property, plant and equipment – 100
At 31 December 2008, the land and buildings associated with the Lingfield Park leisure club were presented as non-current
assets held for sale following the commitment of the Directors to sell these assets, with planning permission for residential
development, in order to part-fund the Lingfield Park hotel development. The leisure club was sold for £615,000 in November 2009.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
58 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 23 Trade and other payables
2009 2008
£’000 £’000
Trade payables (4,378) (5,139)
Sales and social security taxes (562) (773)
Derivatives (1,454) (1,456)
Other payables (356) (482)
(6,750) (7,850)
Derivatives represent the fair value of interest rate hedging agreements used to manage interest rate risk. Information on
exposure to interest rate risk is disclosed in Note 27.
24 Cash and cash equivalents
2009 2008
£’000 £’000
Cash and cash equivalents 351 179
Overdrafts (Notes 26 and 27) (1,874) (1,003)
Net cash and cash equivalents (1,523) (824)
Decrease in cash and cash equivalents (699) (4,559)
Cash and cash equivalents at beginning of year (824) 3,735
Cash and cash equivalents at end of year (1,523) (824)
The Group’s exposure to interest rate risk is disclosed in Note 27.
25 Accruals and deferred income
2009 2008
£’000 £’000
Current liabilities
Accruals (2,478) (2,572)
Deferred income (2,321) (4,119)
(4,799) (6,691)
Non-current liabilities
Deferred income (15,896) (3,163)
Deferred income includes amounts relating to deferred Government grants to Doncaster and Wolverhampton Racecourses.
The amounts originally granted were £882,000 to Doncaster Racecourse and £2,298,000 to Wolverhampton Racecourse. 
The grants are being amortised over 50 years.
Also included within deferred income is a £12,500,000 advanced payment received from SIS in July 2009 upon signing a 
new agreement for the provision of horseracing content from Arena’s racecourses into licensed betting offices in the United
Kingdom and Ireland. The income deferred will be recognised in profit and loss on a straight-line basis over the five-year 
term of the agreement, which commences on 1 January 2012, and is classed as non-current.
Financial Statements
Arena Leisure Plc | 59
Annual Report and Accounts 2009
Financial Statements 26 Loans and borrowings
The following provides information on the contractual terms of the Group’s interest-bearing loans and other borrowings, which
are measured at amortised cost. For more information on the Group’s exposure to interest rate and liquidity risk, see Note 27.
2009 2008
£’000 £’000
Current liabilities
Bank loans (11,500) (1,500)
Finance lease liabilities (4) 19
Other loans (1,347) (1,459)
(12,851) (2,940)
Non-current liabilities
Bank loans (28,000) (35,600)
Finance lease liabilities (661) (665)
Other loans (2,913) (4,183)
(31,574) (40,448)
Other loans represent interest-free loans from the HBLB and, as required under IAS 39, are shown at present value with a 
net loss of £355,000 (2008: £433,000) taken to the income statement (Note 12). The balance outstanding on the HBLB loans
(current and non-current) is £4,820,000 (2008: £6,557,000).
Terms and repayment schedule
Terms and conditions of outstanding loans were as follows:
At 31 December 2009 At 31 December 2008
Face Carrying Face Carrying
Nominal Year of value amount value amount
interest rate maturity £’000 £’000 £’000 £’000
Secured bank term loan LIBOR + 2.5% 2013 9,500 9,500 5,600 5,600
Secured bank term loan LIBOR + 1%* 2013 7,000 7,000 8,500 8,500
Secured bank revolving credit loan LIBOR + 1%* 2010 10,000 10,000 10,000 10,000
Secured bank term loan LIBOR + 1% 2018 13,000 13,000 13,000 13,000
Bank overdraft (Note 24) Base + 1% 1,115 1,115 1,003 1,003
Bank overdraft (Note 24) LIBOR + 1%* 759 759 ––
HBLB interest-free loans 0% 2012 4,820 4,260 6,557 5,642
Finance lease liabilities – Doncaster Racecourse 12.74% 2106 370 370 349 349
Finance lease liabilities – Worcester Racecourse 5.75% 2050 295 295 297 297
Total interest-bearing liabilities 46,859 46,299 45,306 44,391
*Prior to July 2008, the nominal interest rate was Base + 1%. This change does not have a significant impact on the fair value of the loans and overdraft.
All loans are in sterling. The bank loans and overdrafts are secured by a fixed and floating charge on the assets and
undertakings of the Group companies, and a first legal charge on all the freehold and leasehold properties owned by the
Group. This security is subject to deeds of priority and permitted charges in favour of the HBLB in respect of security for
interest-free loans provided to the Group.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
60 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 26 Loans and borrowings continued
Borrowing facilities
The Group has undrawn committed borrowing facilities available at 31 December 2009 in which all conditions have been met:
Floating rate Floating rate 
2009 2008
£’000 £’000
Expiry within one year 4,626 5,497
Expiry between one and two years – –
Expiry in more than two years 13,000 17,400
17,626 22,897
Following the year end, the Group agreed £55m of committed banking facilities with its relationship bank, Lloyds Banking
Group (‘LBG’), that will replace all existing bank facilities, as outlined in the Financial Review on page 23.
Finance lease liabilities
Finance lease payments are due as follows:
Minimum lease Present
payments Interest value
2009 2009 2009
£’000 £’000 £’000
Not later than one year 70 66 4
Later than one year and not later than five years 281 272 9
Later than five years 5,383 4,731 652
5,734 5,069 665
Minimum lease Present
payments Interest value
2008 2008 2008
£’000 £’000 £’000
Not later than one year 45 64 (19)
Later than one year and not later than five years 281 270 11
Later than five years 5,453 4,799 654
5,779 5,133 646
The lease in respect of Doncaster Racecourse provides for additional future payments that are contingent upon changes 
in the Retail Price Index. Contingent rents will be recognised in the income statement when payable.
Financial Statements
Arena Leisure Plc | 61
Annual Report and Accounts 2009
Financial Statements 27 Financial instruments
Risk management
The Board has overall responsibility for the Group’s risk management framework. The Finance Director is responsible for
developing and monitoring the Group’s risk management policies and reporting to the Board.
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate
controls and to monitor risks and adherence to controls. Risk management policies and systems are reviewed regularly to
reflect changes in market conditions and the Group’s activities. The Board oversees how management monitors compliance
with the Group’s risk management policies and procedures. 
The Group is exposed through its use of financial instruments to one or more of the following financial risks:
• Interest rate risk;
• Liquidity risk; and
• Credit risk.
The policy for each of the above risks is described in more detail below.
Interest rate risk
Interest rate risk is the risk that changes in interest rates will affect the Group’s profits. The objective of management 
is to control interest rate risk exposures. 
With the exception of interest-free borrowing from the HBLB, the Group’s bank borrowings are at floating interest rates. 
All of the Group’s borrowings are in sterling. 
In 2006, the Group entered into an interest rate cap and collar arrangement in respect of £12.0m of debt which became
effective on 1 October 2007. In 2008, the Group entered into an interest rate swap arrangement in respect of £7.5m of debt 
and an interest rate cap arrangement in respect of £2.5m of debt, both of which became effective on 2 October 2008. As at
31 December 2009, the Group was exposed to interest rate risk on debt above these amounts. The Board constantly monitors
the financial markets and the Group’s future borrowing requirements to ensure that this policy remains in the Group’s interest.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. Liquidity risk is
managed centrally on a group basis to ensure the Group will have sufficient liquidity to meet its liabilities when they fall due. 
Bank facilities are agreed at appropriate levels having regard to the Group’s forecast operating cash flows and future capital
expenditure requirements. At 31 December 2009, the Group maintained the following lines of credit, all of which are with Bank
of Scotland:
• £5.0m Group secured overdraft facility. Interest is payable at LIBOR plus 1%;
• £1.5m Doncaster Racecourse Management Company Ltd secured overdraft facility. Interest is payable at the Bank of
Scotland base rate plus 1%;
• £10.0m Group secured revolving credit loan which can be drawn for working capital and general corporate use. Interest 
is payable at LIBOR plus 1%; 
• £7.0m Group secured term loan which can be drawn for working capital and general corporate use. Interest is payable 
at LIBOR plus 1%; 
• £13.0m Doncaster Racecourse Management Company Ltd secured term loan which can be drawn to fund the development
costs of Doncaster Racecourse. Interest is payable at LIBOR plus 1%; and
• £22.5m Group secured term loan which can be drawn to fund approved development projects, including specifically the
Lingfield Park hotel development. Interest is payable at LIBOR plus 2.5%.
It is the Group’s policy not to commence construction on development projects until funding has been secured.
Further details on the loan terms, repayments and committed borrowing facilities of the Group at 31 December 2009 are
disclosed in Note 26.
Following the year end, the Group agreed £55m of committed banking facilities with its relationship bank (LBG), that will
replace all existing bank facilities, as outlined in the Financial Review on page 23.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
62 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 27 Financial instruments continued
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations. The Group has limited exposure to credit risk. Income derived from much of the Group’s raceday
activity is paid on the day of the event or is invoiced and paid in advance of the event. With the exception of a small number 
of significant centrally negotiated transactions, credit control is managed on a local basis.
Although the Group is exposed through the derivation of a high proportion of its income from a small number of sources, these
sources are: the HBLB, which is operated under Government statute; BAGS, for which a central contract exists for fees payable
in return for transmission of pictures of live racing into licensed betting shops across the UK; and the Group’s 45.85% joint
venture company, ATR, to which the Group sells its media rights. It is therefore the view of the Board that credit risk is minimal. 
The Group has established an allowance for impairment, representing its estimate of incurred losses in respect of trade and
other receivables. This allowance relates to specific individual exposures.
Capital management
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business. The Company’s objective for managing its capital is to ensure that Group entities
will be able to continue as a going concern while maximising the return to shareholders, as well as sustaining the future
development of its business. In order to maintain or adjust the capital structure, Arena may alter the total amount of dividends
paid to shareholders, return capital to shareholders, issue new shares, draw down additional debt or sell assets to reduce
debt. It is the Group’s policy to look for a return of 10-15% on net cash cost when evaluating development projects. The Board
monitors the level of dividends to ordinary shareholders. 
It is the Board’s policy to ensure there is a strong link between the remuneration of the Directors and other key employees 
and the performance of the Group. Final grants under the Arena Leisure Discretionary Share Option Scheme were made 
in 2006 and shareholder approval was obtained in April 2007 for a new long-term incentive plan (‘LTIP’), with initial awards
being made in June 2007 and further awards made in April and May 2008 and in November 2009.
Arena’s capital structure consists of debt, which includes the loans and borrowings disclosed in Note 26, cash and cash
equivalents (Note 24) and equity attributable to the parent, comprising share capital, reserves and retained earnings, 
as disclosed in Notes 29 and 30. The Group seeks to maintain a balance between the higher returns that might be possible 
with higher levels of borrowings and the advantages and security afforded by a sound capital position.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.
Financial assets and liabilities
Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure. The maximum credit exposure to credit 
risk at the reporting date was:
2009 2008
£’000 £’000
Cash and cash equivalents (Note 24) 351 179
Trade and other receivables (Note 21) 4,848 5,415
Loans to ATR (Note 19) 4,754 4,965
9,953 10,559
The maximum exposure to credit risk for trade and other receivables at the reporting date by source of income was:
2009 2008
£’000 £’000
HBLB 56 -
BAGS 1,328 1,323
ATR 459 409
Loans to ATR 4,754 4,965
Other receivables 3,005 3,683
9,602 10,380
Financial Statements
Arena Leisure Plc | 63
Annual Report and Accounts 2009
Financial Statements 27 Financial instruments continued
Impairment losses
The ageing of trade receivables (Note 21) at the reporting date was:
2009 2008
£’000 £’000
Not past due 2,079 2,295
Past due 0-30 days 246 485
Past due 31-60 days 121 405
More than 60 days 144 99
2,590 3,284
In 2009, the allowance for impairment in respect of trade receivables was £44,000 (2008: £365,000). This allowance is 
made up of several individually insignificant specific exposures (2008: included £287,000 relating to racing services provided 
to a customer which has gone into administration and several individually insignificant specific exposures). 
Liquidity risk
The following are the contractual maturities (including estimated interest) of financial liabilities:
Carrying Contractual Less than More than
amount cash flows 1 year 1-2 years 2-5 years 5 years 
At 31 December 2009 £’000 £’000 £’000 £’000 £’000 £’000
Secured bank loans (Note 26) 39,500 42,034 12,205 1,769 18,514 9,546
Other loans (Note 26) 4,260 4,820 1,620 1,600 1,600 –
Trade and other payables excluding derivatives (Note 23) 4,738 4,738 4,738 – – –
Accruals (Note 25) 2,478 2,478 2,478 – – –
Derivatives – interest rate hedging agreements (Note 23) 1,454 1,308 458 458 392 –
52,430 55,378 21,498 3,827 20,507 9,546
Carrying Contractual Less than More than
amount cash flows 1 year 1-2 years 2-5 years 5 years 
At 31 December 2008 £’000 £’000 £’000 £’000 £’000 £’000
Secured bank loans 37,100 45,069 4,114 12,838 15,759 12,358
Other loans 5,642 6,557 1,737 3,220 1,600 –
Trade and other payables excluding derivatives 5,621 5,621 5,621 – – –
Accruals 2,572 2,572 2,572 – – –
Derivatives – interest rate hedging agreements 1,456 1,479 383 383 713 –
52,391 61,298 14,427 16,441 18,072 12,358
Interest on the secured loans has been estimated using 12-month LIBOR at 31 December 2009 (2008: 12-month LIBOR or
Bank of Scotland base rate at 31 December 2008, as applicable).
The carrying amount of financial derivatives is based on the market valuation as at 31 December provided by the Bank of
Scotland. The contractual cash flows of financial derivatives are made by reference to the differential between the nominal 
rate of the instrument and the forward swap rate over the period of the instrument. For cap instruments, the rate is below 
the contracted rate and, as a result, no cash flow is projected. 
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
64 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 27 Financial instruments continued
Interest rate risk
The currency and interest profile of the Group’s financial assets and liabilities are as follows:
Floating rate liabilities Interest-free liabilities Total
2009 2008 2009 2008 2009 2008
£’000 £’000 £’000 £’000 £’000 £’000
Sterling (42,828) (39,548) (12,034) (17,953) (53,766) (57,501)
Floating rate assets Interest-free assets Total
2009 2008 2009 2008 2009 2008
£’000 £’000 £’000 £’000 £’000 £’000
Sterling 4,831 5,133 3,551 3,936 8,382 9,069
The rate at which sterling floating liabilities are payable is 1% above Bank of Scotland base rate or LIBOR, or 2.5% above
LIBOR (2008: 1% above Bank of Scotland base rate or LIBOR, or 2.5% above LIBOR).
In respect of the floating rate liabilities, a change of 100 basis points in interest rates at the reporting date would result in the
following increase/(decrease) in profit and loss:
Profit or loss
1% increase 1% decrease
Cash flow sensitivity floating rate instruments £’000 £’000
At 31 December 2008 (184) 184
At 31 December 2009 (254) 254
The above analysis assumes that all other variables remain constant.
Fair values
The book value and fair value of financial assets and liabilities are as follows:
2009 2008
Book Fair Book Fair
value value value value
£’000 £’000 £’000 £’000
Trade and other receivables (Note 21) 4,848 4,848 5,415 5,415
Cash and cash equivalents (Note 24) 351 351 179 179
Loans to ATR (Note 19) 4,754 4,754 4,965 4,965
Derivatives – interest rate hedging agreements (Note 23) (1,454) (1,454) (1,456) (1,456)
Bank loans (Note 26) (39,500) (39,500) (37,100) (37,100)
Other loans (Note 26) (4,260) (4,260) (5,642) (5,642)
Trade and other payables excluding derivatives (Note 23) (5,296) (5,296) (6,394) (6,394)
Accruals (Note 25) (2,478) (2,478) (2,572) (2,572)
Bank overdraft (Note 24) (1,874) (1,874) (1,003) (1,003)
(44,909) (44,909) (43,608) (43,608)
Other loans represent interest-free loans advanced from the HBLB. The balance outstanding on these loans at 31 December 2009
was £4,820,000 (31 December 2008: £6,557,000).
The basis for determining fair values is disclosed in Note 4. The fair value of the interest rate hedging agreement was
determined by an independent bank valuation. 
Financial Statements
Arena Leisure Plc | 65
Annual Report and Accounts 2009
Financial Statements 28 Deferred tax assets and liabilities
Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:
Assets Assets Liabilities Liabilities Net Net
2009 2008 2009 2008 2009 2008
£’000 £’000 £’000 £’000 £’000 £’000
Property – – (12,715) (12,909) (12,715) (12,909)
Plant and equipment 1,203 566 – – 1,203 566
Tax losses 11,512 12,343 – – 11,512 12,343
12,715 12,909 (12,715) (12,909) – –
The movement in temporary differences during the year is as follows:
At 31 December Recognised in At 31 December
2007 income statement 2008
£’000 £’000 £’000
Property (12,392) (517) (12,909)
Plant and equipment 741 (175) 566
Tax losses 11,651 692 12,343
–––
At 31 December Recognised in At 31 December 
2008 income statement 2009
£’000 £’000 £’000
Property (12,909) 194 (12,715)
Plant and equipment 566 637 1,203
Tax losses 12,343 (831) 11,512
–––
Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items:
At 31 December Movement At 31 December
2007 in the year 2008
£’000 £’000 £’000
Deductible temporary differences – – –
Tax losses 4,766 671 5,437
Unrecognised deferred tax assets 4,766 671 5,437
At 31 December Movement At 31 December 
2008 in the year 2009
£’000 £’000 £’000
Unrecognised deferred tax assets – tax losses 5,437 1,095 6,532
The Group has not provided for the deferred tax assets on the above losses, accelerated capital allowances and other 
short-term temporary differences as it is not probable that taxable profits in the short term will be available against 
which the Group can utilise the associated tax benefits.
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
66 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 29 Share capital
2009 2008
Number £’000 Number £’000
Authorised
Ordinary shares of 5p each 429,353,724 21,468 429,353,724 21,468
Issued and fully paid
Ordinary shares of 5p each at beginning and 
end of the year 364,202,007 18,210 364,202,007 18,210
The Group has also issued share options and awards (Note 33).
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per
share at meetings of the Company. 
30 Reserves
Share
premium Merger Retained Minority
account reserve earnings interest
£’000 £’000 £’000 £’000
At 1 January 2008 223 5,417 44,685 1,876
Profit/(loss) for the year – – 4,083 (67)
Dividends paid – – (2,003) –
Share-based payment expense – – 220 –
At 31 December 2008 223 5,417 46,985 1,809
Profit/(loss) for the year – – 4,213 (92)
Share-based payment expense – – (28) –
At 31 December 2009 223 5,417 51,170 1,717
The following describes the nature and purpose of each reserve within shareholders’ equity:
Reserve Description and purpose
Share premium Amount subscribed for share capital in excess of nominal value.
Merger reserve The merger reserve arose due to the availability of merger relief in connection with the acquisitions 
of RAM Racing Leisure Ltd (Wolverhampton and Southwell Racecourses) and Royal Windsor
Racecourse, partly paid by a share for share exchange, and represents the difference between the fair
value of the consideration given for the shares issued and the nominal value of those instruments.
Retained earnings Cumulative net gains and losses attributable to the equity shareholders of the parent company
recognised in the consolidated income statement.
Minority interest Cumulative net gains and losses attributable to Doncaster Metropolitan Borough Council in respect 
of their minority interest in The Doncaster Racecourse Management Company Ltd.
Financial Statements
Arena Leisure Plc | 67
Annual Report and Accounts 2009
Financial Statements 31 Operating leases
Non-cancellable operating lease rentals are payable as follows:
2009 2008
£’000 £’000
Less than one year 81 79
Between one and five years 248 234
More than five years 4,436 4,484
4,765 4,797
The Group has split the lease in respect of Doncaster Racecourse into operating and finance lease elements. The lease 
runs for a period of 99 years. Future lease payments are subject to additional rent payments that are based on changes 
in the Retail Price Index. Contingent rents will be recognised in the income statement when payable.
The payments under operating leases recognised as an expense in the year total £79,000 (2008: £60,000).
32 Retirement benefits
The Group operates a defined contribution pension scheme. Pension costs for the defined contribution scheme in 2009 
were £269,000 (2008: £210,000). There was £18,000 of unpaid contributions outstanding at the year end (2008: £22,000).
33 Share-based payment
The Company operates a long-term incentive scheme and two share option schemes for employees: an HM Revenue &
Customs approved share option scheme and an unapproved discretionary share option scheme. Final grants were made 
under the share option schemes in 2006.
Share option schemes
Performance criteria based upon the future market price of the Company’s shares or growth in adjusted earnings per share
are attached to each grant of options which must be met prior to exercise. In normal circumstances, employees will forfeit
rights over share options six months after leaving the Company’s employment, although Directors have discretionary power 
to extend this to one year following cessation of employment or three and a half years from the date of grant.
2009 2008
Weighted Weighted
average average
exercise exercise
price Number price Number
Outstanding at beginning of year 48.71p 5,551,546 48.23p 5,861,671
Lapsed during the year 39.50p (912,711) ––
Forfeited during the year 39.50p (56,962) 39.50p (310,125)
Outstanding at the end of the year 50.66p 4,581,873 48.71p 5,551,546
The exercise price of options outstanding at the end of the year ranged between 39.5p and 105p (2008: 39.5p and 105p) and
their remaining weighted average contractual life was 5.57 years (2008: 6.78 years). These shares have been sub-divided
as follows:
2009 2008
Remaining Remaining
contractual contractual 
life Number life Number
Option price – 39.50p 6.80 years 2,754,373 7.80 years 3,724,046
Option price – 40.75p 5.75 years 1,000,000 6.75 years 1,000,000
Option price – 62.00p 0.08 years 100,000 1.08 years 100,000
Option price – 105.0p 1.40 years 727,500 2.40 years 727,500
Total 5.57 years 4,581,873 6.78 years 5,551,546
Of the total number of options outstanding at the end of the year, 3,854,373 (2008: 1,100,000) had vested and were exercisable
at the end of the year . There were no options exercised in 2009 (2008: none). 
Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
68 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 33 Share-based payment continued
The following information is relevant in the determination of the fair value of options granted under the equity-settled share-
based remuneration schemes operated by the Group: 
2006
Equity-settled
Option pricing model used Black-Scholes
Share price at grant date 39.50p
Exercise price 39.50p
Estimated period to exercise of options 5 years
Expected volatility 16%
Risk-free interest rate 4.75%
The final grants under the share option schemes were in October 2006. The weighted average fair value of each option granted
in 2006 was 9.17p. The valuation performed at the grant date used a volatility assumption based on statistical analysis of daily
share prices over a period of 90 days. A period of 90 days was deemed by the Board to be a more appropriate basis for analysis
than a three-year period owing to the distorting effect of the Group’s former technology-based subsidiary and the original
attheraces business model. The average share price over the three-year period to 31 December 2006 was therefore not
representative of the Group’s business model going forward.
Long-term incentive scheme
In April 2007, shareholder approval was obtained for a long-term incentive plan (‘LTIP’). The LTIP provides for annual
conditional awards of shares to be made, subject to performance criteria. The first awards under the scheme were made in
2007 and are subject to absolute adjusted EPS growth targets over a three-year period. Further awards were made in 2008 
and 2009 and are subject to relative adjusted EPS growth targets over a three-year period (see page 30 of the Remuneration
Report for the specific criteria attached to the awards). In certain circumstances of cessation of employment (e.g. death, injury
or disability, retirement, redundancy, employment being with a company which ceases to be a Group member or for other
reasons as the Remuneration Committee so decides), an employee will be considered a good leaver and the shares will vest 
on either the date of departure or the normal vesting date, subject, in both circumstances, to a pro rata reduction for the time
served; such reduction can be waived at the discretion of the Remuneration Committee. In any other circumstance, the awards
will lapse immediately upon the employee leaving the Company’s employment.
2009 2008
Weighted Weighted
average average
grant price Number grant price Number
Outstanding at beginning of year 54.48p 3,065,786 70.65p 1,229,167
Awarded during the year 26.55p 3,642,018 45.25p 1,560,622
Awarded during the year –– 41.30p 338,983
Lapsed or forfeited during the year 68.75p (1,260,677) 70.65p (62,986)
Outstanding at the end of the year 32.50p 5,447,127 54.48p 3,065,786
Of the total number of LTIP shares outstanding at the end of the year, none had vested at the end of the year (2008: none).
The weighted average fair value of each share awarded during the year was 26.55p (2008: 44.55p).
The volatility assumption is based on management’s assessment of the amount of shares that will vest.
Financial Statements
Arena Leisure Plc | 69
Annual Report and Accounts 2009
Financial Statements Notes Forming Part of the Financial Statements continued
for the year ended 31 December 2009
70 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements
33 Share-based payment continued
The share-based remuneration expense (Note 9) comprises:
2009 2008
£’000 £’000
Equity-settled schemes
Share options granted in 2005 37 21
Share options granted in 2006 137 29
LTIP shares awarded in 2007 (58) -
LTIP shares awarded in 2008 (170) 170
LTIP shares awarded in 2009 26 -
(28) 220
At 31 December 2009 the Directors reviewed the probability of the LTIP scheme criteria being met at the vesting dates, and 
a reduction in the cumulative expense in relation to the 2008 LTIP shares has been made to reflect current expectations.
The cumulative entries in respect of the share options granted in 2005 and 2006 and the LTIP shares awarded in 2007 reflect
the actual numbers of instruments which vested.
34 Related party transactions
Details of Directors’ and key management remuneration are given in the Remuneration Report on pages 29 to 33 and Note 10.
Mark Elliott and Ian Renton are Directors of the Group’s joint venture, ATR. Ian Renton is a Director of the British Horseracing
Authority, racing’s governing and regulatory body. Mark Elliott is a Director of the Racecourse Association, the trade
association of the UK’s racecourses. 
Transactions with these related parties are as follows:
Transaction amount Balance due to/(from) Arena
2009 2008 2009 2008
Related party Type of transaction £’000 £’000 £’000 £’000
Racecourse Association Annual membership fee and related costs (181) (189) (41) (20)
Sponsorship and raceday entry 36 17 9 1
British Horseracing Programme announcements and racing
Authority calendar adverts (238) (478) – (84)
Hospitality – 3 – –
At The Races Contribution to picture provision 1,717 1,265 242 84
Interest receivable on loans 89 285 – –
Loans (Note 19) (300) (300) 4,754 4,965
The Group has not made any provision for bad or doubtful debts in respect of related-party debtors nor has any guarantee
been given or received during 2009 or 2008 regarding related party transactions. 
All transactions with these related parties have been undertaken on a commercial arm’s-length basis.
35 Capital commitments
At 31 December 2009, the Group remained committed to purchase property, plant and equipment totalling £409,000 (2008: £461,000). 
36 Contingent liabilities
Wolverhampton Racecourse has guaranteed an amount of $50,000 (2008: $50,000) to the benefit of Holiday Inns Incorporated
in relation to the hotel franchise.
37 Events after the reporting date
Following the year end, the Group has agreed £55m of committed banking facilities with its relationship bank, Lloyds Banking
Group, that will replace all existing bank facilities and have maturity on 31 December 2013. These facilities consist of a 
£35m amortising term loan and a £20m revolving credit facility at interest margins over LIBOR of between 2.00% and 3.25%. Arena Leisure Plc | 71
Annual Report and Accounts 2009
Financial Statements
Company Balance Sheet – UK GAAP Financial Statements
at 31 December 2009
Financial Statements
2009 2008
Note £’000 £’000
Fixed assets
Intangible assets 4 439 –
Tangible assets 3 99 118
Investments 5 76,054 76,065
76,592 76,183
Current assets
Debtors
– Due within one year 7 349 404
– Due in more than one year 7 140,376 133,685
140,725 134,089
Cash at bank and in hand – 1
140,725 134,090
Creditors: amounts falling due within one year 8 (15,838) (10,825)
Net current assets 124,887 123,265
Total assets less current liabilities 201,479 199,448
Creditors: amounts falling due after one year 8 (18,000) (17,000)
Net assets 183,479 182,448
Called up share capital 9 18,210 18,210
Share premium 10 223 223
Other reserve 10 24 35
Merger reserve 10 5,417 5,417
Profit and loss account 10 159,605 158,563
Shareholders’ funds 183,479 182,448
The notes on pages 72 to 77 form part of these financial statements. 
These financial statements were approved by the Board of Directors on 26 February 2010 and signed on its behalf by:
Mark Elliott Tony Harris
Chief Executive Finance Director 1 Accounting policies
The financial statements of the Company have been prepared
under UK GAAP using the historical cost convention and are
in accordance with applicable accounting standards and the
Companies Act 2006.
The following principal accounting policies have been 
applied on a basis consistent with the International Financial
Reporting Standards (‘IFRS’) financial statements and are
explained on pages 43 to 48:
• Depreciation;
• Dividends; and
• Pension costs.
The following accounting policies differ from the IFRS
accounting policies: 
Financial assets and liabilities
All financial assets and liabilities are accounted for
consistently with the IFRS financial statements with the
exception of investments in subsidiaries which are held 
at cost less provisions for impairment. 
Investments in joint ventures
Investments in joint ventures are stated at cost less
provisions for impairment.
Deferred tax
Deferred tax assets and liabilities arise from timing differences
between the recognition of gains and losses in the financial
statements and their recognition in a tax computation. In
accordance with FRS 19, deferred tax is provided in respect of
all timing differences that have originated, but not reversed, 
at the balance sheet date that may give rise to an obligation to
pay more or less tax in the future. The recognition of deferred
tax assets is limited to the extent that the Company anticipates
making sufficient taxable profits in the future to absorb the
reversal of underlying timing differences. Deferred tax is
measured on a non-discounted basis.
Share-based payment
Where share options are awarded to employees, the fair
value of options granted is recognised as an employee
expense with a corresponding increase in equity. The fair
value is measured at grant date and spread over the period
during which the employees become unconditionally entitled
to the options. The fair value of the options granted is
measured using an option pricing model, taking into account
the terms and conditions upon which the options were
granted. The amount recognised as an expense is adjusted 
to reflect the actual number of share options that vest except
where forfeiture is only due to share prices not achieving the
threshold for vesting.
Where the Company grants options over its own shares to
the employees of its subsidiaries it recognises an increase 
in the cost of investment in its subsidiaries equivalent to the
equity-settled share-based payment charge recognised in 
its subsidiary’s financial statements with the corresponding
credit being recognised directly in equity. 
Financial guarantees
Where the Company enters into financial guarantee contracts
and guarantees the indebtedness of other companies within
the Group, the Company considers these to be insurance
arrangements and accounts for them as such. In this respect,
the Company treats the guarantee contract as a contingent
liability until such time that it becomes probable that 
the Company will be required to make a payment under 
the guarantee.
Cash flow statement
The Company is exempt from the requirement to prepare 
a cash flow statement on the grounds that the Company 
is included in its own published consolidated financial
statements.
2 Result for the period
The Company has taken advantage of the exemption allowed
under Section 408 of the Companies Act 2006 and has not
presented its own profit and loss account in these financial
statements.
Profit after tax for the Company was £1,042,000 for the period
(2008: £4,169,000).
Notes Forming Part of the UK GAAP Financial Statements 
for the year ended 31 December 2009
72 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 3 Tangible fixed assets
Fixtures, 
fittings and 
vehicles 
£’000
Cost
At 1 January 2009 210
Additions 1
Disposals –
At 31 December 2009 211
Depreciation
At 1 January 2009 (92)
Charged in the year (20)
At 31 December 2009 (112)
Net book value at 31 December 2009 99
Net book value at 31 December 2008 118
4 Intangible fixed assets
Additions to intangible assets represent costs incurred during the year in relation to the new media rights agreement. The costs
will be amortised straight-line over the five-year term of the agreement, which commences on 1 January 2012.
5 Investments
Joint venture Subsidiaries Total
£’000 £’000 £’000
Cost at 1 January 2009 2,231 74,632 76,863
Capital contribution –55
Effect of lapsed share options and LTIP shares – (16) (16)
Cost at 31 December 2009 2,231 74,621 76,852
Provisions at 1 January and 31 December 2009 – (798) (798)
Net book value at 31 December 2009 2,231 73,823 76,054
Net book value at 1 January 2009 2,231 73,834 76,065
The principal investments of Arena Leisure Plc are detailed in Note 18 to the IFRS financial statements. 
Disclosure in respect of the Company’s funding obligation to At The Races is detailed in Note 19 to the IFRS financial statements.
The Company previously recognised a capital contribution to those subsidiaries whose employees received share options and
long-term incentive plan (‘LTIP’) conditional shares under the schemes operated by Arena Leisure Plc. The capital contribution
has been partly reversed in the year to reflect those instruments which either did not vest or which are considered unlikely to
vest, in the opinion of the Directors. A corresponding adjustment has been made to equity (Note 10). The capital contribution
recognised in the year relates to a separate grant of LTIP conditional shares made in November 2009 to employees of subsidiary
companies (Note 9).
Financial Statements
Arena Leisure Plc | 73
Annual Report and Accounts 2009
Financial Statements 6 Staff numbers and costs
The average number of persons employed by the Company (including Directors) during the period was as follows:
2009 2008
Racing – Management and operations 1 1
Head Office – Management and administration 10 11
11 12
2009 2008
£’000 £’000
Staff costs (including Directors)
Wages and salaries 1,388 1,254
Defined contribution pension cost 76 68
Employer’s national insurance and similar taxes 170 153
Share-based payment expense - 175
1,634 1,650
7 Debtors
2009 2008
£’000 £’000
Amounts falling due within one year
Trade debtors 38 17
Other debtors 127 174
Prepayments and accrued income 184 213
349 404
Amounts due after one year
Amounts owed by subsidiary undertakings 135,622 128,721
Loans to joint venture 4,754 4,964
140,376 133,685
Interest is charged on amounts owed by subsidiary undertakings at base rate plus a 1.5% margin. Interest is charged on loans
to joint venture at LIBOR plus a 1% margin.
Notes Forming Part of the UK GAAP Financial Statements continued
for the year ended 31 December 2009
74 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 8 Creditors
2009 2008
£’000 £’000
Amounts falling due within one year
Bank overdraft (2,625) (7,973)
Bank loan (secured) (11,500) (1,500)
Trade creditors (709) (888)
Amounts due to subsidiary undertakings (21) (21)
Other taxation and social security (187) (139)
Other creditors (156) (7)
Accruals and deferred income (640) (297)
(15,838) (10,825)
Amounts due after one year
Deferred income (12,500) -
Bank loan (secured) (5,500) (17,000)
(18,000) (17,000)
The bank loan and overdraft are secured by a fixed and floating charge on the assets and undertakings of Group companies
and a first legal charge on all freehold and leasehold properties owned by the Group. This security is subject to deeds of
priority and permitted charges in favour of the HBLB in respect of security for interest-free loans provided to the Group.
Included within deferred income is a £12,500,000 advanced payment received from SIS in July 2009 upon signing a new
agreement for the provision of horse racing content from Arena’s racecourses into Licensed Betting Offices in the United
Kingdom and Ireland. The income deferred will be recognised in profit and loss on a straight-line basis over the five-year 
term of the agreement, which commences on 1 January 2012, and is classed as non-current.
9 Called up share capital
2009 2008
£’000 £’000
Authorised
429,353,724 ordinary shares of 5p each (2008: 429,353,724) 21,468 21,468
Allotted, called up and fully paid
364,202,007 ordinary shares of 5p each (2008: 364,202,007) 18,210 18,210
Total share options in issue at 31 December 2009 were as follows:
Number of
ordinary shares Exercise price Period exercisable
(i) Under the Share Option Plan 230,355 105.00p 25 May 2004 – 24 May 2011
73,619 40.75p 3 October 2008 – 2 October 2015
465,550 39.50p 3 October 2009 – 2 October 2016
(56,962) 39.50p Forfeited in the period
(101,762) 39.50p Lapsed in the period
611,070
(ii) Under the Discretionary Share Option Scheme 100,000 62.00p 25 January 2003 – 24 January 2010
497,145 105.00p 25 May 2004 – 24 May 2011
926,381 40.75p 3 October 2008 – 2 October 2015
3,258,226 39.50p 3 October 2009 – 2 October 2016
(810,949) 39.50p Lapsed in the period
3,970,803
Total 4,581,873
Financial Statements
Arena Leisure Plc | 75
Annual Report and Accounts 2009
Financial Statements 9 Called up share capital continued
Total shares awarded through the LTIP as at 31 December 2009 were as follows:
Number of
ordinary shares Grant price Vesting date
Under the LTIP 1,229,167 70.65p 11 June 2010
(1,229,167) 70.65p Lapsed in the period
1,560,622 45.25p 10 April 2011
(94,496) 45.25p Forfeited in the period
338,983 41.30p 8 May 2011
3,642,018 26.55p Granted in 2009 – see below
Total 5,447,127
On 20 November 2009, the Company granted 3,642,018 conditional shares through the LTIP scheme to Directors and certain
employees of the Company and its subsidiaries. Vesting of the shares will take place following the issue of the annual results
for the year to 31 December 2012, subject to the Group achieving adjusted earnings per share (‘EPS’) growth of Retail Price
Index (‘RPI’) +40% over the performance period, which ends on 31 December 2012, using 2008 as the base year . The vesting
percentage reduces to 25% if EPS growth is RPI +16%, with straight-line vesting occurring between 25% and 100%, and the
percentage reduces to 0% if EPS growth is less than RPI+16%.
The LTIP awards granted on 11 June 2007, which were due to vest on 11 June 2010, have lapsed due to the performance
criteria not having being met.
Details of Directors’ share options and LTIP share awards included above are disclosed in the Remuneration Report on pages
29 to 33.
10 Reserves
Share
premium Other Merger Profit and loss
account reserve reserve account
£’000 £’000 £’000 £’000
At 1 January 2008 223 35 5,417 156,222
Profit for the year – – – 4,169
Dividends paid – – – (2,003)
Share-based payment expense – – – 175
At 31 December 2008 223 35 5,417 158,563
Share
premium Other Merger Profit and loss
account reserve reserve account
£’000 £’000 £’000 £’000
At 1 January 2009 223 35 5,417 158,563
Profit for the year – – – 1,042
Dividends paid – – – –
Share-based payment expense – (11) – –
At 31 December 2009 223 24 5,417 159,605
The other reserve has arisen in respect of the share-based payment expense attributable to employees of subsidiaries.
Descriptions of the other reserves are included in Note 30 to the IFRS financial statements.
Notes Forming Part of the UK GAAP Financial Statements continued
for the year ended 31 December 2009
76 | Arena Leisure Plc
Annual Report and Accounts 2009 Financial Statements 11 Reconciliation of movement in shareholders’ funds
2008
£’000
Profit for the year 4,169
Dividends (Note 15 – IFRS financial statements) (2,003)
Share-based payment expense 175
Opening shareholders’ funds 180,107
Closing shareholders’ funds 182,448
2009
£’000
Profit for the year 1,042
Share-based payment expense (11)
Opening shareholders’ funds 182,448
Closing shareholders’ funds 183,479
12 Share-based payment
The Company operates a long-term incentive scheme and two share option schemes for employees: an HM Revenue &
Customs approved share option scheme and an unapproved discretionary share option scheme. Details are disclosed in 
Note 33 to the IFRS financial statements.
13 Capital commitments
Disclosure in respect of capital commitments is given in Note 35 to the IFRS financial statements.
14 Related party transactions
The Doncaster Racecourse Management Company Ltd (‘DRMC’) and Worcester Racecourse Ltd (‘Worcester’) are 81%
subsidiaries of the Company. During the year, the Company charged DRMC £482,000 (2008: £739,000) and Worcester £138,000
(2008: £162,000) in relation to management services and Group interest. DRMC charged the Company £nil (2008: £48,000) in
relation to capital credits and interest on deposits. The balances due to the Company at 31 December 2009 were £7,658,000 
in respect of DRMC (2008: £4,187,000) and £1,096,000 (2008: £985,000) in respect of Worcester .
Financial Statements
Arena Leisure Plc | 77
Annual Report and Accounts 2009
Financial Statements Five Y ear Record
78 | Arena Leisure Plc
Annual Report and Accounts 2009 Shareholder Information
Year to Year to Year to Year to Year to
31 December 31 December 31 December 31 December 31 December
2009 2008 2007 2006 2005
£’000 £’000 £’000 £’000 £’000
Revenue* 65,239 64,825 57,920 45,259 40,747
Profit from operations* 4,389 5,467 5,897 6,195 5,893
Tangible fixed assets 135,350 119,734 108,283 86,054 70,615
Net assets 76,737 72,644 70,411 64,272 59,773
*Adjusted as follows:
2005 – Excludes profit on sale of SIS shares.
2006 – Excludes release of unclaimed share proceeds on purchase of subsidiary undertaking.
2007 – Excludes impairment loss in respect of Royal Windsor Racecourse.
2008 – Excludes gains on sale of assets.
2009 – Excludes gains on sale of assets. Shareholder Information
Shareholder Information
Arena Leisure Plc | 79
Annual Report and Accounts 2009
Analysis of shareholders
Number of shareholders: 7,018 as at 25 February 2010.
Shareholders Shares
%%
1,000 and under 60.1 0.3
1,001 to 5,000 26.4 1.3
5,001 to 10,000 5.9 0.9
10,001 to 100,000 6.0 3.7
Over 100,000 1.6 93.8
Held by
Banks 0.1 5.2
Nominee companies 5.4 46.9
Other corporate bodies 0.9 42.7
Individuals 93.6 5.2
Shareholder Information Company Information
80 | Arena Leisure Plc
Annual Report and Accounts 2009 Shareholder Information
Head and registered office
408 Strand
London WC2R 0NE
Telephone +44 (0)20 7632 2080
Facsimile +44 (0)20 7240 8032
contact@arenaleisureplc.com
www.arenaleisureplc.com
Company secretary
Robert Mercer FCMA
Registered number
857819
Auditors
KPMG Audit Plc
8 Salisbury Square
London EC4Y 8BB
Solicitors
K&L Gates LLP
110 Cannon Street
London EC4N 6AR
Principal bankers
Bank of Scotland
New Uberior House
11 Earl Grey Street
Edinburgh EH3 9BN
Stockbrokers
Altium Capital Limited
30 St James’s Square
London SW1Y 4AL
Financial advisors
Investec Bank (UK) Limited
2 Gresham Street
London EC2V 7QP
Registrar and transfer office
Capita Registrars
The Registry
34 Beckenham Road
Beckenham
Kent BR3 4TU Designed and produced by Likemind
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bleached using a chlorine free process (PCF). Arena Leisure Plc Annual Report and Accounts 2009
Arena Leisure Plc
408 Strand
London WC2R 0NE
Telephone +44(0) 20 7632 2080
Facsimile +44(0) 20 7240 8032
www.arenaleisureplc.com