ssp group plc annual report and accounts 2014
the food travel experts
ssp group plc annual report and accounts 2014 about us
ssp group plc annual report and accounts 2014
strategic report
ssp is a leading operator of food and beverage outlets  
in travel locations across 29 countries in the united kingdom 
europe north america asia pacific and the middle east  
we operate a broad range of outlets from quick service to  
fine dining and serve on average one million customers daily 
ssp’s clients are typically the owners and operators of airports 
and railway stations
highlights contents
strategic report 
1 ssp at a glance  
2 chairman’ s statement  
3 chief executive’ s statement  
4 our business model  
5 our marketplace  
6 our strategy  
7 key performance indicators 
8 risk management and principal risks 
13 financial review 
17 sustainability report
corporate governance 
20 board of directors 
22 corporate governance report  
26 audit committee report  
31 statement by the chairman of the  
 remuneration committee  
33 directors’ remuneration policy  
39 annual report on remuneration  
45 directors’ report  
50 statement of directors’ responsibility 
financial statements  
51 independent auditor’ s report  
54 consolidated income statement  
55 consolidated statement of other  
 comprehensive income 
56 consolidated balance sheet  
57 consolidated statement of changes 
 in equity 
58 consolidated cash flow statement 
59 notes to consolidated financial  
 statements 
90 company balance sheet 
91 notes to the company financial 
 statements 
95 company information
†
 underlying operating profit excludes exceptional items and amortisation of acquisitionrelated intangible assets
 not provided as not directly comparable following the group’s transition from uk gaap to ifrs from 2011
revenue
40
constant currency
£18271m
2011
£17375m £1 7210m
57
2012
£18272m
1 0
52
2013 2014
£18271m
flat
49 33
constant currency increase
actual currency
37 40
underlying operating proﬁt
†
 
£885m
2011
£667m
£570m
2012
£788m
2013 2014
£885m

1 70
181
123
 217 154 208
constant currency increase
actual currency
constant currency
208 1
strategic report
corporate governance
financial statements
ssp at a glance
29 countries
c2000 units
c600 sites
c30000 employees
c1m customers daily
our brands
we operate more than 300 brands globally through an extensive 
portfolio of c2000 outlets including coffee shops sandwich bars 
bakeries casual and fine dining restaurants and food convenience
retail outlets we have a broad portfolio of international and local 
proprietary brands tailored specifically to the travel environment 
and bespoke concepts which have been created by ssp in 
collaboration with clients brand partners and leading chefs 
we also operate a wide variety of wellknown international 
brands such as starbucks burger king and ms simply food
our proposition our scale
our proposition is ‘the food travel experts’ providing a wide 
range of quality food and beverage products to a broad variety of 
customers in the travel environment this proposition is founded 
on a deep understanding of our diverse customer base insight 
into food and beverage trends an extensive range of brands and 
concepts and expertise in successfully operating food and beverage 
outlets in operationally demanding highvolume travel locations 
our clients predominantly operate airports and railway stations and 
we work in partnership with them to provide the appropriate outlets 
for each of their locations
rail
air
other
2014 revenue by channel  
52
7
41
uk
continental europe
north america
row
2014 revenue by geography  
44
7
9
40
rail
air
other
2014 revenue by channel  
52
7
41
uk
continental europe
north america
row
2014 revenue by geography  
44
7
9
40 ssp group plc annual report and accounts 2014
2
strategic report
chairman’ s statement
vagn sørensen chairman
i am pleased to be able to report a good performance across the 
group during the last year furthermore this performance has been 
delivered against the backdrop of achieving a successful listing on 
the london stock exchange in july and managing the transition 
from being privately owned by eqt partners to becoming a ftse 
250 plc 
the group made progress in the implementation of its strategy 
and we have continued to invest in the business around the world 
supported by our strong cash flow and our balance sheet which was 
significantly strengthened during the year we delivered good sales 
growth in all geographies with total sales up 40 and achieved 
a strong profit performance with underlying operating profit up 
208 on a constant currency basis full year operating profit was 
£400m after exceptional costs which principally related to the ipo
a dividend has not been proposed in respect of the 2014 financial 
year as signalled at the time of the ipo in the absence of 
unforeseen circumstances the current intention of the board is that 
the first dividend to be declared by the company will be in respect 
of the six months ending 31 march 2015 if declared this dividend 
would be paid during the second half of the 2015 financial year
the principles of sustainability have been important to ssp for many 
years and i am pleased to report good progress in many areas of 
our programme including the installation of new led lighting to 
improve energy efficiency and a further extension of our sustainable 
sourcing strategy which sees the majority of the coffee used in our 
“ this year has been one of change for 
ssp with the successful completion of 
our ipo our performance throughout 
the year has been encouraging and 
we continue to grow strongly ”
european business now coming from rainforest alliance certified 
sources i am also proud of the fact that 663 apprentices started 
their careers in the food and beverage industry with ssp this year 
including young people from deprived backgrounds as part of our 
partnership with the prince’ s trust 
there have been a number of changes to the board during the 
year three new independent nonexecutive directors joined 
during the year john barton as senior independent director 
denis hennequin and ian dyson they bring with them a wealth 
of experience in the food and beverage retail travel and leisure 
industries my colleagues and i are very pleased to be working with 
them as we enter a new era for ssp as a listed company
finally my thanks go to all of our staff across the group without 
their commitment and hard work and the support and dedication of 
their management teams we could not have achieved these results
i believe that we can look forward with real confidence the group’ s 
strong profit performance and cash generation combined with a 
strengthened balance sheet and a very clear strategy mean that 
it is well placed to benefit from the underlying positive trends in 
the marketplace
vagn sørensen
chairman
26 november 2014 3
strategic report
corporate governance
financial statements
chief executive’ s statement
“ the group delivered good profit 
growth with underlying operating 
profit up 208 our focus is on 
creating value for our shareholders 
by delivering the best possible offer 
for our clients and customers ”
this year we delivered a good set of financial results driven by the 
early implementation of our strategy we made solid progress in 
all regions and are particularly encouraged by the strong growth 
in north america and asia pacific 
the group delivered good profit growth on all measures with 
underlying operating profit increasing by 208 on a constant 
currency basis and by 123 to £885m at actual exchange rates 
our underlying operating margin increased by 05 to 48 
benefiting from higher gross margins and improved operational 
efficiency this reflects the good early progress made in embedding 
stronger retail disciplines across the business and leveraging  
groupwide best practice and international scale
revenue increased by 40 on a constant currency basis at actual 
exchange rates given the strengthening of sterling during the year 
total revenue was unchanged at £18271m likeforlike sales grew 
by 33 with strong performances in the uk north america and 
asia pacific albeit trading conditions were more challenging in 
france germany and egypt net contract gains were 07 driven 
by growth in north america from new contract wins
we generated healthy cash flow providing a platform for continued 
reinvestment in the business as well as enabling a further reduction 
in leverage underlying operating cash flow increased by 243 to 
£833m and we continued to invest across the group particularly 
in north america and the rest of the world with capital expenditure 
of £760m we have significantly strengthened our balance sheet 
during the year with yearend net debt down to £3711m reflecting 
both the proceeds received from the ipo and our strong operating 
cash flow
during the year we made good progress in terms of new business 
we opened 48 net new units including a substantial opening 
programme in north america we have also renewed a number of 
key contracts in various locations across the globe in addition we 
have secured a number of significant new contracts including at 
beijing dubai sacremento and stansted airports some of these 
new units will be with new brands and new partners for ssp  as we 
continue to develop our portfolio of brands and concepts further
looking ahead the longterm outlook for passenger growth in 
the travel sector remains healthy and the group’ s strong cash 
generation and balance sheet mean that it is well placed to deliver 
continued growth
kate swann
chief executive officer
26 november 2014
kate swann chief executive officer ssp group plc annual report and accounts 2014
4
strategic report
our business model
our business model is focused on meeting the food and 
beverage needs of our clients and customers in the complex 
and challenging travel environment we are able to achieve 
this through a combination of international scale and local 
expertise our proposition to clients is ‘the food travel 
experts’ and is founded on a deep understanding of our 
diverse customer base and insight into food and beverage 
trends an extensive range of brands and concepts and 
expertise in successfully operating food and beverage outlets 
in operationally demanding highvolume travel locations 
this proposition has helped us to achieve our leading market 
position and to retain our clients over the long term and will 
provide a strong platform for profitable growth in the future
our business model is founded on five key elements
food travel expertise 
 we provide a compelling proposition for both clients and customers based on our food travel expertise which includes a deep 
understanding of customers’ food and beverage needs an extensive range of brands and concepts with a track record of 
innovation and operational expertise in logistically demanding travel environments
3
leading market positions
 we occupy leading positions in some of the most attractive sectors and regions of the travel food and beverage market 
those sectors and regions have a number of longterm structural growth drivers such as increasing passenger volumes and rising 
spend per passenger which are supported by airport and railway station operators increasingly seeking to commercialise their sites
1
longterm client relationships
 we can demonstrate an ability to win build and maintain strong profitable longterm client relationships we have 
longstanding relationships with a number of our clients and have maintained high success rates in retaining our contracts
4
experienced management team
 our senior management team is very experienced and is supported by high quality local management they have substantial 
expertise within the travel food and beverage market and broader retail industry
5
local insight and international scale 
 we combine local insight of markets and customers with international scale and expertise a strong local presence enables us to 
understand local customers’ tastes and needs as well as allowing us to maintain close relationships with clients and brand partners 
our international reach enables us to benefit from economies of scale such as in procurement and corporate functions and systems 
as well as being able to share best practice across regions countries and sites
2 5
strategic report
corporate governance
financial statements
our marketplace
our business operations are almost 
exclusively in the travel food and 
beverage market these operations are 
managed on a regional basis and are 
primarily focused on the airport and 
railway station markets during 2014 
52 of our revenues were generated in 
the air sector and 41 in the rail sector
we estimate that our core market comprising food and beverage 
sales in airports and railway stations was valued at approximately 
£138bn in 2013 the travel food and beverage market is highly 
fragmented with the top three players of which we are one 
accounting for approximately 29 of the global market on the basis 
of this valuation
the air and rail food and beverage markets benefit from a number 
of longterm structural growth drivers
• the increasing propensity to travel driven by increasing gdp 
and disposable incomes
• ongoing trends towards eating out of home and eating on 
the move and
• investment in travel infrastructure with increasing focus on the 
provision of food and beverage offerings in travel hubs to drive 
additional commercial revenue streams
market valued 
at £138bn in 2013
air
global air passenger numbers have more than doubled over 
a 20year period reaching 55bn by 2012 with an average 
annual growth rate of 47 historically this longrun growth 
in passenger numbers has been resilient even in the face of major 
events that have impacted air travel such as 911 or the sars virus 
airport council international ‘aci’ expects air passenger volumes 
to double again in the next two decades with an average annual 
growth rate of 41 expected for the period 2012 to 2031
this growth is underpinned by a number of factors including rising 
disposable incomes particularly in the developing markets driven 
by the emergence of a more affluent middle class the increasing 
globalisation of business investment in airline capacity in particular 
by lowcost carriers which have driven prices down and stimulated 
demand and investment in airport infrastructure most notably 
in developing markets
as a consequence growth in passenger numbers is forecast over the 
medium term in all our geographic markets with annual increases 
expected to be strongest in the asia pacific region 67 and 
middle east and africa 55 however passenger growth is also 
anticipated in our major geographies of europe 34 and north 
america 23
furthermore spend per passenger has been boosted by a number 
of specific factors including the rapid development of the low
cost airlines which have limited provision of food and beverage 
for passengers and the scaling back of onboard catering services 
by the major flagship carriers
rail
rail passenger numbers in the european market were estimated 
to be approximately 107bn in 2013 and have increased at an 
average annual rate ranging from 17 to 36 in the decade to 
2013 in our key european rail markets ie uk france germany and 
sweden growth in passenger numbers is forecast to continue in the 
medium term rising at between 16 and 18 in these markets 
the key driver of this growth is expected to be further investment 
in rail infrastructure by european governments alongside various 
policies to encourage passengers to switch from road transport to 
rail in order to reduce road congestion and to address environmental 
concerns as a consequence significant expansion of rail track 
is planned across europe including the completion of major 
high speed rail lines which are expected to increase capacity to 
16000 km by 2020 an additional 5000 km compared with 2011 
in addition investment in new train capacity and the replacement of 
existing train fleets is planned which is expected to drive an increase 
in passenger numbers
outlook
whilst a degree of uncertainty always exists around the short 
term outlook in the longer term we remain confident that we will 
continue to see growth in passenger numbers in both the air and 
rail markets this trend should be fuelled by continued increases 
in disposable income in developing markets together with further 
investment in travel infrastructure and capacity 
company estimate based on thirdparty market research commissioned for the ssp ipo march 2014
1992
passenger volumes
1
 bn pa
00
20
40
60
80
100
120
1994 1996 1998 2000 2002 2004 2006 2008 2010 2012
55bn
2014 2016 2018 2020 2022
81bn
2024 2026 2028 2030
118bn
asian
crisis
sars
financial
crisis
9 11
cagr 47
cagr 41
2012 2021 2031
source air world bank development indicators wdi aci global traffic forecast 1global data from wdi for 19922011 indexed with respect to 2012 aci data projected growth rates based on aci forecasts
source rail euromonitor 20102020 cagr based on eu energy trends report ssp group plc annual report and accounts 2014
6
strategic report
our strategy
1
we operate in the travel food and beverage market which has a number of longterm structural growth drivers such as 
increasing passenger numbers and we aim to capitalise on this underlying momentum by using our retail skills to drive profitable 
likeforlike sales growth we saw solid sales growth in all of our major regions during the year including strong growth in 
north america and asia pacific our increased focus on ‘retail basics’ including enhancing the customer offer through range 
management merchandising menu composition pricing and promotions is showing encouraging early progress
driving our likeforlike sales growth 
2
growing profitable new space
net contract gains contributed 07 to sales growth during the year we opened 48 net new units during the year which 
included a substantial opening programme in north america notably at phoenix and jfk airports
the group maintained its good track record of contract retention securing the renewals of a number of important contracts 
including those at newcastle athens and lyon airports we also made progress in terms of business development winning 
new contracts at beijing dubai sacramento and stansted airports
our contract wins and renewals were supported by the further enhancements we made to our brand and concept portfolio in 
the year new partnerships have been secured for example with the global media brand cnn and new concepts have been 
developed with a number of partners for example james martin the popular british chef we also strengthened our existing 
partnerships with a number of major brands including introducing new and innovative versions of tried and tested brands such 
as ‘yo t o go’ and ‘ms food to go’ and extending our international agreement with starbucks for a further five years
3
gross margin improved by 10 basis points as we seek to maximise the opportunities that being a large international 
organisation presents these opportunities relate not only to procurement where we will continue to focus on simplification 
and rationalisation of recipes and ranges as we move increasingly from local to global purchasing deals but also to the sharing 
of best practice across geographies with a focus on investing in new point of sale and stock management systems to reduce 
waste and losses
optimising gross margins
4
we aim to manage the business efficiently and effectively maintaining the highest standards of operational execution 
during the last 12 months we delivered material improvements in our efficiency with a broad range of initiatives contributing 
to a 50 basis point operating margin improvement as well as initiating projects in several countries aimed at improving our 
labour scheduling we have continued to review overheads including through the relocation of our group head office and 
the increasing use of shared services across the business during the year we incurred exceptional redundancy and other 
restructuring costs of £95m in connection with this we are increasingly using technology to reduce other local overheads 
including through employing digital technology to capture customer feedback and the use of ‘smartsafes’ to more efficiently 
count cash at our larger locations
running an efficient and effective organisation
5
the final lever of our strategy is to put in place processes and resources to ensure that we optimise our returns on investments 
utilising our global experience and adhering to best practice so that we procure more effectively and make better decisions 
with this objective in mind we have reinforced our central team during the year to provide stronger commercial support to the 
business with the appointment of new senior managers with responsibility for groupwide marketing brands and concepts 
and capital projects we have also invested in our systems to enable more effective benchmarking and sharing of information 
to facilitate more effective decisionmaking
optimising investment
our strategy is focused on creating longterm sustainable value for our shareholders delivered through 
five key levers we have made progress on each of these levers in the year 7
strategic report
corporate governance
financial statements
key performance indicators
definition
revenue represents amounts 
for catering and retail goods 
and services sold to customers 
excluding value added tax and 
similar items 
comment
total revenue of £1827 1m in 
2014 was unchanged compared 
to the prior year at actual 
exchange rates
definition
likeforlike sales represent 
revenues generated in an 
equivalent period in each financial 
year in outlets which have been 
open for a minimum of 12 months 
and occupy a similar sales area 
comment
likeforlike sales increased 
by 33 in 2014 benefiting 
from strong growth in the uk 
north america and asia pacific 
with trading conditions more 
challenging in continental europe 
most notably in france and 
germany and in egypt
definition
underlying operating profit margin 
represents underlying operating 
profit as a percentage of revenue
comment
underlying operating profit 
margin increased by 50 basis 
points to 48 driven primarily by 
further yearonyear improvements 
in operational efficiency 
definition
revenue at constant currency 
eliminates the impact of foreign 
exchange rates on reported revenue 
constant currency is based on 2013 
exchange rates weighted over the 
year by 2014 results 
comment
revenue increased by 40 in 
2014 on a constant currency 
basis comprising likeforlike 
growth of 33 and net contract 
gains of 07 
definition
underlying operating profit 
represents revenue less operating 
costs excluding exceptional items 
and amortisation of acquisition
related intangible assets 
comment
underlying operating profit 
increased by 208 in 2014 on 
a constant currency basis and by 
123 at actual exchange rates 
to £885m 
definition
underlying operating cash flow 
represents net cash flow from 
operations after capital expenditure 
net tax and cash flow to and 
from minorities and associates it 
excludes exceptional costs 
comment
underlying operating cash flow 
was £833m an increase of 
243 compared to the prior year 
the principal driver of this yearon
year improvement was the strong 
growth in underlying trading 
profits and was further boosted 
by improved working capital 
generation during the year
revenue actual currency  
£18271m
2013 £18272m
2011
£17375m £1 7210m
57
2012
£18272m
1 0
52
2013 2014
£18271m
flat
likeforlike sales increase  
33
2013 43
2011
48
2012
27
43
2013 2014
33
underlying operating proﬁt margin 
48
2013 43
2011
33
2012
38
43
2013 2014
48
yearonyear revenue growth constant currency  
40
2013 37
2011
49
2012
33
37
2013 2014
40
underlying operating proﬁt 
£885m
2013 £788m
2011
£667m
£570m

2012
£788m
170
181
2013 2014
£885m
123
underlying operating cash ﬂow  
£833m
2013 £670m
2011
£838m
£554m

2012
£670m
513
200
2013 2014
£833m
243
 not provided as not directly comparable following the group’s transition from uk gaap to ifrs from 2011 ssp group plc annual report and accounts 2014
8
strategic report
risk management and principal risks
the board has overall responsibility for our system of internal 
controls and risk management policies and is also responsible 
for reviewing their effectiveness the role of management is to 
implement the board’ s policies on risk and control and provide 
assurance on compliance with these policies the board has 
established processes to meet the expectations of the uk 
corporate governance code and those of a premium listed 
company these processes include having clear lines of 
responsibility documented levels of delegated authority and 
appropriate operating procedures we recognise that the system 
is designed to manage rather than eliminate the risk of failure 
to achieve business objectives they can only provide reasonable 
and not absolute assurance against material errors losses 
fraud or breaches of law and regulations 
the audit committee supports the board in the performance of 
its responsibilities by reviewing those procedures that relate to risk 
management processes and financial controls the assessment of 
controls and risk management processes provides a reasonable basis 
for the board to make proper judgements on an ongoing basis as 
to the financial position and prospects of the group 
the chairman of the audit committee reports to the board on 
any matters that have arisen from the audit committee’ s review of 
the way in which risk management and internal control processes 
have been applied including from its review of the reports of the 
internal and external auditors 
the board has delegated risk management responsibility to the 
risk committee which operates under the oversight of the audit 
committee the risk committee is not a board committee and 
is made up of executives only it meets quarterly and reports to 
the audit committee the committee is chaired by the chief 
financial officer and comprises the group general counsel the 
group financial controller the group finance manager director 
of business controls senior representatives from deloitte llp  who 
acts as internal auditor to the group and other key personnel 
by invitation 
steps are continuously being taken to embed internal control 
and risk management further into the operations of the business 
and to deal with any areas of improvement which come to 
management’ s and the board’ s attention 
•  assurance 
activities
the group’s risk management framework
t op down
• oversight and 
leadership of risk 
management 
approach
bottom up
• identification 
assessment 
mitigation and 
escalation of risk
•  overall responsibility for risk 
management and internal controls
•  receives regular risk updates and 
reports
•  supports the board by reviewing 
risk management processes and 
financial controls
•  receives and reviews detailed 
risk registers
•  reviews risk registers periodically
•  takes action as agreed and 
documented in the registers
•  identifies new risks for inclusion 
in the registers
•  reviews operational risks controls 
and kpis on an ongoing basis
•  coordinates the risk management 
process
•  holds meetings with risk owners 
across the business
•  updates risk registers assesses risk 
ratings and documents mitigating 
controls
•  local risk registers and 
risk maps
board
audit 
committee
internal 
audit
businesses
risk 
committee
business 
controls 9
strategic report
corporate governance
financial statements
internal controls framework
regional and country management are responsible for implementing 
internal control and risk management practices within their own 
businesses and for ensuring compliance with the group’ s policies 
and procedures 
during 2014 the directors reviewed the effectiveness of the 
group’ s system of controls risk management and high level internal 
control processes these reviews included an assessment of internal 
controls in particular operational and compliance controls and their 
effectiveness supported by reports from the internal auditor as 
well as the external auditor on matters identified in the course of its 
statutory audit work
the audit committee supports the board by regularly reviewing 
the effectiveness of the group’ s system of internal control 
there were no changes to the group’ s internal control over financial 
reporting that occurred during the year ended 30 september 2014 
that have materially affected or are reasonably likely to materially 
affect the group’ s reported financial position
the key elements of the internal control environment in relation 
to the financial reporting process are as follows
• review of the group’ s strategic plans and objectives by the 
board on an annual basis
• a detailed budget is produced annually in accordance with our 
financial processes and reviewed and approved by the board 
operational reports are provided to executive management 
on a weekly and monthly basis and performance against the 
budget is kept under regular review in accordance with the 
group’ s financial procedures manual the chief executive 
reports to the board on performance and key issues as 
they arise 
• the audit committee assists the board in the discharge of 
its duties regarding the company’ s financial statements 
accounting policies and maintenance of proper internal business 
operational and financial controls the committee provides 
a direct link between the board and the internal and external 
auditors through regular meetings 
• the board has formal procedures in place for approval of 
client contracts capital investment and acquisition projects 
with clearly designated levels of authority supported by 
post investment review processes for selected acquisitions 
and capital expenditure
• each country is required to submit a controls selfassessment 
confirmation to verify its compliance with the controls set over 
core processes this must be signed off by senior management 
before being submitted to group
• the board considers social environmental and ethical matters 
in relation to the group’ s business and assesses these when 
reviewing the risks faced by the group further information 
regarding environmental and ethical matters is available on 
pages 17 to 19 and 
• the group has established and rolled out a code of conduct 
whistleblowing policy and antibribery policy which is refreshed 
on an ongoing basis training has been provided to the 
board and to the senior management covering the obligations 
and behaviours of the uk listed company compliance 
insider dealing and market abuse antibribery training for 
all applicable staff levels has been rolled out
risk management framework
the group’ s risk management framework is designed to ensure 
that material business risks throughout the business are identified 
and effectively managed on an ongoing basis 
the board confirms that there is an ongoing process for identifying 
evaluating and managing significant risks faced by the group 
this process was in place throughout 2014 and up to the date of 
approval of this annual report and meets the requirements of the 
guidance produced by the financial reporting council the audit 
committee has kept under review the effectiveness of the system 
of internal control and has reported regularly to the board
the key features of the risk management process are as follows
• the group conducts an annual risk assessment and maintains 
country and regional risk registers a top down group risk 
register is maintained covering risks to the overall group 
risks are evaluated in respect of their potential impact and 
likelihood the regionalcountry registers covering the 
assessment of risk as well as current and future mitigation 
activities are discussed at the executive committee and key risks 
are presented to the risk committee and the audit committee 
• the board discusses and agrees the principal risks that are 
included in the annual report and
• a risk management action plan is put in place to further enhance 
the group’ s risk management capability ssp group plc annual report and accounts 2014
10
strategic report
risk management and principal risks continued
the following table summarises the principal risks and uncertainties to which the group is exposed and the actions taken to mitigate those 
risks and uncertainties
risks mitigating factors
strategic
business 
environment
the group operates in the travel environment where factors 
such as the general economic climate levels of disposable 
income weather changing demographics and travel 
patterns could all impact both passenger numbers and 
consumer spending 
the group monitors the performance of individual business 
units and markets regularly the executive management team 
reviews detailed weekly and monthly information covering a 
range of kpis and monitors progress on key strategic projects 
specific short and mediumterm actions are taken to address 
any trading performance issues which are monitored on an 
ongoing basis
the group also conducts extensive customer research to 
understand current levels of customer satisfaction and gathers 
feedback on changing consumer requirements
strategic 
development 
the group’ s strategy involves expanding its business in 
developing markets including regions of asia pacific and 
the middle east political economic and legal systems and 
conditions in these countries are generally less predictable 
than in countries with more developed institutional structures 
subjecting the group to additional reputational legal and 
compliance risks of doing business in such economies
the group has clearly defined appraisal processes and 
authorisation procedures for all investment expenditure to 
ensure that it is consistent with the objectives set by the board 
and fully considers and evaluates the risks inherent in expansion 
into new locations and territories
the group prioritises its investment in new contracts as part of 
the ongoing review of its global pipeline and the prioritisation 
of its capital investment and resourcing
the group works with inhouse and external advisors to ensure 
risks of doing business in developing markets are identified and 
where possible mitigated before entering those markets
brand portfolio the group’ s success is dependent in large part upon its ability 
to maintain its portfolio of proprietary brands as well as the 
brands of its franchisors and the appeal of those brands 
for clients and customers the loss of any significant partner 
brands the inability to obtain rights to new brands over time 
or the diminution in the appeal of partner brands or the 
group’ s proprietary brands could impair the group’ s ability 
to compete effectively in tender processes and ultimately 
have a material adverse effect on the group’ s business
the group carries out extensive customer research into 
passengers’ needs and continually analyses market trends 
in order to enhance its brand and concept portfolio on an 
ongoing basis the group has a dedicated brands team to 
work with its partner brands on a daytoday basis including 
starbucks burger king and ms simply food as well as other 
international national and local brands
client relationships the group’ s operations are dependent on the terms of airport 
and railway station concession agreements and on its ability 
to retain existing concession contracts and win new contracts 
either from its existing or new clients the group’ s clients may 
turn to alternative operators cease operations terminate 
contracts with the group or increase pricing pressure on the 
group changing client requirements such as splitting tenders 
across two or more providers favouring local brand operators 
or partnering directly with brand owners may also adversely 
affect the group’ s business
the group’ s local management structures in all its major 
geographies allow it to maintain strong relationships with its 
clients and monitor performance in close partnership with its 
clients’ management teams as a consequence the group has 
a strong record of contract renewal and longstanding client 
partnerships with the average relationship length being 27 
years across its 10 largest clients
the group has an annual online and interviewbased 
client survey to ensure any concerns are being addressed 
furthermore the group proactively seeks to invest in 
extend and enhance its offers in its key locations working in 
conjunction with its clients 11
strategic report
corporate governance
financial statements
risks mitigating factors
operational
business 
interruption
the travel environment is vulnerable to acts of terrorism or 
war an outbreak of pandemic disease or a major and extreme 
weather event or natural disaster which could reduce the 
number of passengers in travel locations 
ssp has business continuity plans in place including liaison 
with authorities and landlords in key locations to ensure that 
contingency plans are in place  
the group also has comprehensive insurance at both global 
and local levels with leading insurers to cover among other 
things property damage business interruption public and 
product liability employer’ s liability workers’ compensation 
directors’ and officers’ liability motor and other cover as 
required by local laws and regulations this cover is reviewed 
on an annual basis
supply chain ssp has agreements in place with key suppliers across the 
world the interruption or loss of supply of core category 
products from these suppliers to our units may affect our ability 
to trade whilst quality of supply issues may also impact the 
group’ s reputation and its ability to trade
the group conducts risk assessments of all of its key suppliers 
to identify alternatives and develop contingency plans in 
the event that any of these key suppliers fail the group has 
contractual and other relationships with numerous third parties 
in support of its business activities none of these arrangements 
are individually considered to be essential to the business 
continuity of the group
food commodity 
price inflation
a substantial element of the group’ s cost base comprises food 
and drink products and raw materials as such the profitability 
of the group’ s contracts will depend on its management 
of its cost of goods which also determines its ability to 
offer competitive pricing to its customers while maintaining 
sufficient margins
the group seeks to manage cost inflation through pricing 
reviews menu management to substitute ingredients in 
response to any forecast shortages and cost increases and 
continuing to drive greater purchasing efficiencies through 
supplier negotiations rationalisation and compliance
key personnel the performance of ssp depends on its ability to attract 
motivate and retain key employees the skills developed in our 
business are highly attractive to other companies who regularly 
target them for recruitment
the group remuneration committee monitors the levels of 
remuneration for senior management and seeks to ensure 
that they are designed to attract retain and motivate the key 
personnel to run the group effectively
t echnology and 
infrastructure 
systems
the failure of key operational it systems could cause 
interruption to the trading of the business 
advances in technologies or alternative methods of delivery 
including advances in vending technology mobile payments 
digital marketing and customer loyalty programmes 
could have a negative effect on the group’ s business if 
the group is not able to respond adequately to these 
technological challenges
the group’ s it systems receive ongoing investment to ensure 
that they are able to respond to the needs of the business 
backup facilities and contingency plans are in place and 
are tested regularly to ensure that business interruptions 
are minimised and that data is protected from corruption or 
unauthorised use all it programmes of any significance are 
authorised and overseen by the chief information officer 
and project managed using wellrecognised development 
methodologies and protocols
data protection the group is required to comply with applicable data 
protection laws and regulations in many of the jurisdictions 
in which it operates including by notifying updating and
or continually working with many regulators in the event of a 
breach of applicable data protection laws and regulations
in certain jurisdictions where the group accepts debit andor 
credit cards at its outlets it is becoming increasingly important 
to demonstrate that the group is managing data security risks 
effectively and is in compliance with payment card industry 
data security standards ‘pcidss’ weakness in the group’ s 
data security controls could result in an unlawful use of card 
data and the group could face significant penalties and 
remediation costs as well as material damage to its reputation
the group has a welldeveloped pcidss compliance 
programme which covers relevant geographies using a  
riskbased approach it is advised on this by specialist  
thirdparty consultants its core systems infrastructure which 
operates in almost all major territories is designed to meet 
pcidss requirements ssp group plc annual report and accounts 2014
12
strategic report
risk management and principal risks continued
risks mitigating factors
financial
interest rate risk the group is exposed to fluctuations in interest rates on its 
loan balances
the group maintains a balance of fixed and floating rate debt 
so that the risks associated with increases in interest rates are 
mitigated through the use of interest rate swaps
currency risk although the functional currency of the group is sterling 
the group’ s operating cash flows are transacted in a number 
of different currencies the group’ s principal currencies of 
operation are sterling the euro the us dollar the swedish 
krona and the norwegian krone the group is subject 
to currency exchange risk including translation risk and 
economic risk
the group’ s policy in managing this financial currency risk 
is to use foreign currency denominated borrowings to 
ensure interest costs arise in currencies which reflect the 
operating cash flows thereby minimising net cash flows 
in foreign currencies
liquidity and  
debt covenants
the group needs continuous access to funding in order to 
meet its trading obligations and to support investments 
there is a risk that the group may be unable to obtain the 
necessary funds when required or that such funds will only 
be available on unfavourable terms 
the group’ s borrowing facilities include a requirement 
to comply with certain specified covenants in relation to 
the level of net debt and interest cover a breach of these 
covenants could result in the group’ s borrowings becoming 
repayable immediately
the group has put in place longterm borrowings in various 
currencies to meet its demand for funds in addition the group 
has access to a revolving credit facility should such demands 
arise on short notice the group’ s treasury department 
maintains an appropriate level of funds and facilities to meet 
each year’ s planned funding requirement
compliance with the group’ s biannual debt covenant is 
monitored on a monthly basis based on the management 
accounts sensitivity analysis using various scenarios is applied 
to forecasts to assess their impact on covenants
legal and regulatory
compliance the laws and regulations governing the group’ s industry have 
become increasingly complex across a number of jurisdictions 
and a wide variety of areas including among others food 
safety labour employment immigration security and safety 
health and safety competition and antitrust consumer 
protection including data protection environment licensing 
requirements and related compliance the group is also 
required to comply with applicable data protection laws and 
regulations in many of the jurisdictions in which it operates
as a uk company the group is required to comply with the 
provisions of the uk bribery act as well as the local antibribery 
and anticorruption laws in the territories in which it operates
the group has processes in place to ensure compliance 
with local laws and regulations depending on the nature of 
complexity in a country the group may obtain external advice 
to supplement the inhouse legal and compliance team 
the group has a code of conduct and antibribery and  
anticorruption policy in place and antibribery training has 
been rolled out internationally the group’ s procedures under 
the policy include regular reporting by the businesses into the 
risk committee compliance is monitored by internal audit 
and the risk committee on an ongoing basis and all alleged 
breaches of the code and policy are investigated 
food safety the preparation of food and the maintenance of the group’ s 
supply chain require a base level of hygiene temperature 
maintenance and traceability and expose the group to possible 
food safety liability claims and issues such as the risk of 
food poisoning
the group has food safety controls and procedures in place 
that are embedded in the group’ s operations these are 
monitored by country management teams on a regular basis 
and appropriate action is taken if any issues are identified
training sessions are also held in country to ensure compliance 
with these procedures 
labour laws 
and unions
approximately 35 of the group’ s employees are subject 
to collective bargaining agreements principally in france 
germany spain denmark finland norway sweden and the 
united states the group is also subject to minimum wage 
requirements and mandatory health care subsidisation in some 
of the jurisdictions in which it operates notably the united 
states the united kingdom and china
the group works proactively as union contracts and collective 
bargaining agreements expire or are renegotiated from time 
to time to put in place measures to minimise the risk of less 
favourable terms to the group 13
strategic report
corporate governance
financial statements
financial review
group performance
2014 
£m
2013
£m reported
change
constant 
currency lfl
revenue 18271 18272 flat 40 33
underlying operating profit 885 788 123 208
underlying operating margin 48 43 50bps
revenue
revenue increased by 40 on a constant currency basis 
comprising likeforlike growth of 33 and net contract gains of 
07 at actual exchange rates total revenue of £18271m was 
unchanged compared to the prior year 
likeforlike sales continued to benefit from strong growth in the 
uk north america and asia pacific with trading conditions more 
challenging in continental europe most notably in france and 
germany in addition the impact on tourism of the political situation 
in egypt adversely affected revenue net contract gains were driven 
by a strong contribution from north america particularly during the 
first half year 
regional performance
underlying operating profit 
underlying operating profit increased by 208 on a constant 
currency basis and by 123 at actual exchange rates to £885m 
underlying operating profit margin increased by 50 basis points 
to 48 driven primarily by further yearonyear improvements 
in operational efficiency
operating profit
operating profit was £400m reflecting adjustments comprising 
amortisation of acquisitionrelated intangible assets £53m 
redundancy and restructuring costs £95m and costs in respect 
of the initial public offering ipo £337m
uk
2014 
£m
2013
£m reported
change
constant 
currency lfl
revenue 7205 7090 16 19 41
underlying operating profit 400 343 166 172
underlying operating margin 56 48 80bps
revenue increased by 19 on a constant currency basis comprising 
likeforlike growth of 41 and net contract losses of 22 like
forlike growth was particularly strong in the air sector helped by 
the continued growth in uk airport passenger numbers over the last 
12 months the net contract losses were primarily a consequence of 
the loss of an onboard rail contract during the year together with 
the effect of the closure of a number of lossmaking or marginally 
profitable units
underlying operating profit for the uk increased by 172 at 
constant currency and 166 at actual exchange rates to £400m 
while underlying operating margin increased by 80 basis points to 
56 as our largest business the uk has been an early beneficiary 
of a number of programmes initiated during 2014 which have been 
successful in improving gross margins and reducing our operating 
cost base
jonathan davies chief financial officer
“ our financial performance has 
been good across all regions 
during the year furthermore 
the ipo together with our cash 
generation has significantly 
strengthened our balance sheet ” ssp group plc annual report and accounts 2014
14
strategic report
financial review continued
continental europe 
2014 
£m
2013
£m reported
change
constant 
currency lfl
revenue 8035 8339 36 17 11
underlying operating profit 574 540 63 150
underlying operating margin 71 65 60bps
revenue increased by 17 on a constant currency basis comprising 
likeforlike growth of 11 and net contract gains of 06 
the likeforlike improvement included strong growth in nordic and 
spanish airports offset by likeforlike revenue falls in france and 
germany primarily as a result of weaker consumer expenditure in 
both countries at actual exchange rates total revenue of £8035m 
fell by 36 reflecting the strengthening of sterling against the 
euro and nordic currencies during the period 
north america
underlying operating profit for continental europe increased 
by 150 on a constant currency basis and by 63 at actual 
exchange rates to £574m and underlying operating margin 
increased by 60 basis points to 71 both france and germany 
benefited from strategic initiatives which delivered good margin 
improvements in the face of challenging passenger numbers and 
consumer spending trends
2014 
£m
2013
£m reported
change
constant 
currency lfl
revenue 1680 1516 108 198 59
underlying operating loss 01 12 na na
underlying operating margin 01 08 70bps
revenue increased by 198 on a constant currency basis 
comprising likeforlike growth of 59 and net contract gains 
of 139 the likeforlike growth included a strong contribution 
from jfk t erminal 4 in new york which benefited from additional 
passenger numbers following the extension to the terminal in may 
last year net contract gains were driven principally by the ongoing 
programme of unit openings at phoenix and jfk at actual exchange 
rates total revenue of £1680m grew by 108 reflecting the 
strengthening of sterling versus the us and canadian dollars during 
the year 
rest of the world
the underlying operating loss for north america was significantly 
reduced to £01m compared with a loss of £12m in the prior year 
and underlying operating margin improved by 70 basis points to 
01 profit margins in north america continue to be impacted 
by startup costs as new units in a number of major contracts were 
mobilised during the year
2014 
£m
2013
£m reported
change
constant 
currency lfl
revenue 1351 1327 18 112 88
underlying operating profit 127 134 52 58
underlying operating margin 94 101 70bps
revenue increased by 112 on a constant currency basis 
comprising likeforlike growth of 88 and net contract gains of 
24 the likeforlike increase included particularly strong growth 
of 130 in the asia pacific region which benefited from buoyant 
passenger numbers and this offset the effect of a likeforlike 
revenue decline in egypt as a result of the political situation there 
at actual exchange rates total revenue of £1351m grew by 18 
compared to the prior year 
underlying operating profit for the rest of the world increased 
by 58 on a constant currency basis but fell by 52 at actual 
exchange rates to £127m underlying operating margin was 70 
basis points lower at 94 principally reflecting the ongoing 
investment in the development of our business in china 15
strategic report
corporate governance
financial statements
share of profit of associates
the group’ s share of profit of associates reduced by £09m to £15m 
2013 £24m this reduction primarily reflected the disposal of its 
minority shareholding in momentum services ltd during the year
net finance costs 
underlying net finance costs of £282m reduced by £147m 
2013 £429m due to lower average levels of net debt primarily 
reflecting the significant repayment of borrowings following the ipo 
during july and lower average interest costs due to the expiry of 
interest rate swaps during the prior year
exceptional finance costs of £261m comprised adjustments of 
£221m arising from the refinancing which accompanied the ipo 
including a £320m settlement of obligations arising under the 
group’ s previous financing structure and an exceptional credit of 
£145m relating to an effective interest rate adjustment on the 
preipo loans they also included an exceptional charge of £40m 
in relation to terminating interest rate swap contracts 
taxation
the group’ s underlying tax charge for the year was £179m 
2013 £140m equivalent to an effective tax rate of 29 
the group’ s post exceptional tax charge for the year was £143m 
2013 £139m reflecting a small benefit from tax relief on some 
exceptional costs
noncontrolling interests
the noncontrolling interests’ share of after tax profits was £41m 
2013 £35m the increase is mainly due to the effect of the 
opening of new units in north america during the year
earnings per share
underlying earnings per share which excludes the impact of 
exceptional items and the amortisation of intangible assets arising 
on the acquisition of the group by eqt in 2006 was 133 pence per 
share this is based on the weighted average number of shares in 
issue during the year underlying earnings per share calculated using 
the post ipo number of shares in issue of 4750m would have been 
84 pence per share
dividends 
a dividend has not been proposed 2013 £nil as signalled at 
the time of the ipo in the absence of unforeseen circumstances 
the current intention of the board is that the first dividend to be 
declared by the company will be in respect of the six months ending 
31 march 2015 if declared this dividend would be paid during the 
second half of the 2015 financial year
cash flow
the table below presents a summary of the group’ s free cash flow for the year
2014 
£m
2013
£m
underlying operating profit 885 788
depreciation and amortisation 757 739
working capital 127 57
capital expenditure 760 780
net tax 157 123
net cash flow tofrom minoritiesassociates 24 03
other 05 08
underlying operating cash flow 833 670
net finance costs 251 342
exceptional redundancy and restructuring costs 67 80
free cash flow 515 248
underlying operating cash flow was £833m an increase of 243 
compared to 2013 the principal driver of this improvement was 
the strong growth in underlying operating profit which was further 
boosted by improved working capital generation this funded 
capital expenditure of £760m which included significant further 
investment in north america and rest of the world t axes paid 
amounted to £157m while cash outflows to minorities net of 
dividends received from associates amounted to £24m 
net finance costs paid of £251m were significantly lower than 
the previous year mainly as a result of lower average net debt 
and maturing interest rate swaps exceptional redundancy and 
restructuring costs amounted to £67m 
overall the group generated free cash flow of £515m during 
the year ssp group plc annual report and accounts 2014
16
strategic report
financial review continued
balance sheet and net debt
the ipo together with the group’ s cash generation significantly strengthened the group’ s balance sheet with yearend net debt reducing 
to £3711m 2013 £8704m and net assets increasing to £2504m 2013 net liabilities of £1951m
the table below explains the reduction in net debt during the year
£m
opening net debt 1 october 2013 8704
free cash flow 515
net ipo proceeds to delever
– gross issue proceeds 4671
– less settlement to b1 investors 320
– less other transaction expenses 317
4034
impact of foreign exchange rates 439
other 05
closing net debt 30 september 2014 3711
the gross ipo issue proceeds of £4671m funded £637m of 
exceptional costs relating to the transaction and its associated 
refinancing these exceptional costs included £320m paid in 
settlement of obligations to the group’ s former b1 lenders under its 
previous financing arrangements the remaining ipo issue proceeds 
were used in the main to repay the borrowings of the group’ s 
nonuk subsidiaries overall a combination of the net ipo proceeds 
of £4034m amounts borrowed under the new bank loans of 
£5100m and existing cash on the balance sheet of £964m were 
used to repay the group’ s previous bank debt of £10098m as at 
july 2014
in addition to the effect of the ipo net debt was further reduced 
during the year by the free cash flow generation of £515m 
together with £439m of foreign exchange gains mainly arising 
on the proportion of the group’ s previous bank debt that was 
denominated in currencies other than sterling within the group’ s 
net assets this gain was largely offset by foreign exchange losses 
of £389m relating to the group’ s noncurrent assets
as a result of the group’ s strong cash generation during the final 
quarter yearend net debt was £3711m which represented 
leverage of 23 x underlying ebitda approximately 05 x lower 
than when the ipo completed in july 
the group’ s new borrowing facilities which mature in july 2019 
comprise multicurrency term loans totalling £5083m at yearend 
exchange rates together with a committed revolving credit facility 
rcf of £750m the term loans accrue cashpay interest based 
on floating libor or equivalent benchmark rates plus a margin 
the rcf was undrawn at yearend and together with the cash on 
our balance sheet of £1333m will provide ample headroom to 
meet future development and funding needs 
our policy is to hedge the majority of our interest rate risk as we 
aim to have predictable borrowing costs we therefore entered into 
new interest rate swap contracts during september 2014 which 
exchanged 90 of the group’ s interest rate exposure from floating 
to fixed rates for the next two years and 75 for the remaining 
term of the facilities
under the new financing agreement the group has to comply with 
covenants relating to net debt cover which must not exceed 35 x 
based on underlying ebitda and interest cover which must not be 
less than four times based on underlying ebitda these covenants 
will be assessed biannually we currently have very substantial 
headroom against both of these covenants and expect to be in a 
similar position for the foreseeable future 
as we disclosed in our ipo prospectus we completed a 
reorganisation of the group during june whereby the company 
underwent a reduction of capital in order to eliminate the deficit on 
its reserves although the reorganisation did not have any impact 
on the equity of the group as a whole it increased the distributable 
reserves of the company by £6471m
summary
our financial performance has been good across all regions during 
the year furthermore the ipo together with our cash generation 
during the year has significantly strengthened our balance sheet 
providing capacity for future growth 
 
jonathan davies
chief financial officer
26 november 2014 17
strategic report
corporate governance
financial statements
sustainability report
at ssp  we are committed to responsibly 
managing those environmental and 
social issues which have been identified 
as material to our business we believe 
that our commitment to sustainability 
also makes good business sense and 
our approach is designed to support 
the group’s overall commercial strategy 
accountability for sustainability is 
integrated into our management 
structures with a named member of the 
executive committee responsible for each 
of the four elements of our programme 
marketplace people environment and 
community the group board regularly 
reviews progress on the implementation 
of our strategy
as a newly public listed company we 
recognise the importance of reporting 
on our sustainability performance to 
give our stakeholders the opportunity to 
review and comment on it this report 
provides a summary of our sustainability 
activity more detail together with 
relevant policies will be made available 
at wwwfoodtravelexpertscom in 2015 
in the year ahead we intend to build on 
our sustainability reporting by including 
more performance data around our 
sustainability kpis
marketplace
we are committed to providing quality products and services to our 
customers and to ensuring the safety and sustainability of those 
products and of the supply chain behind them 
our customers
we want to ensure that our customers receive great service from 
all of our staff at our units since january 2014 we have been 
tracking customer feedback through our global digital platform 
‘eat on the move’ which allows customers to tell us their thoughts 
via their smart phones or other devices our current customer 
satisfaction levels are high standing at 45 out of 50 in the uk and 
43 globally and this is an area where we continue to work towards 
further improvement 
as a leading food and beverage provider we have a responsibility 
to ensure that we offer our customers choice and include healthier 
options as part of our product range we focus our work on 
ssp’ s own brands where we have control over product ranges 
and customer messaging one example is our camden food co 
brand which offers customers a naturally healthy option with its 
freshly sourced natural food and also provides information on 
product ingredients and nutritional values we continue to trial 
healthier options within our other own brands such as wraps at 
upper crust in addition we ensure that our staff receive regular 
training on key issues such as allergens and food intolerances 
so that they can provide the advice and information our 
customers need
sustainable and ethical sourcing
we are working to ensure that the products we sell are from 
sustainably managed sources and that the people producing these 
goods are fairly treated 
our code of conduct which is aligned to the ethical trading 
initiative’ s base code outlines the standards we expect our suppliers 
to work towards we ask all new suppliers to sign up to this code 
and we constantly work with all of our key suppliers to ensure that 
they understand what we expect of them
we monitor animal welfare standards in our supply chain to ensure 
that the meat we use is produced in line with good practice and is 
fully traceable in the uk we use only british dairy products and eggs 
and we recently won a compassion in world farming ‘good egg’ 
award for our rail gourmet onboard catering we have also made 
progress addressing sustainability issues in our drinks ingredients 
with the majority of the coffee which we source in our european 
ownbrand operations now rain forest alliance or fair trade 
certified in addition we use greenpalm certified palm oil  
in our cookie dough at millie’ s cookies ssp group plc annual report and accounts 2014
18
strategic report
sustainability report continued
in the year ahead we will continue to train both our purchasing 
teams and our key suppliers to ensure that our minimum sourcing 
standards are clearly understood and set clear improvement 
objectives around key products including coffee and fish
responsibility to our people
our staff are at the heart of our business success and we are 
committed to providing a positive nondiscriminatory accessible 
healthy and safe working environment for them as well as 
ensuring that we invest in our staff to enable them to reach their 
full potential
staff engagement and recognition
we engage staff in our business strategy and also our sustainability 
initiatives through regular briefings and our social collaborative 
portal ssp connections in the uk staff can provide feedback to 
us via the your shout forum and can also send their ideas straight 
to the chief executive officer we also partner with the retail trust 
who offer our staff a confidential helpline where they can discuss 
any concerns they have
our “you’re a star” award provides an opportunity to recognise 
excellent performance and every team member has an individual 
login to celebrate our online recognition tool allowing them to 
send an ebadge to a colleague to recognise great performance 
line managers can reward excellent performance with celebrate 
points that individuals can use to make a purchase of their choice 
learning and development
we provide clear opportunities and support for progression 
through apprenticeships mentoring and awardwinning training 
programmes in the uk 663 employees joined our apprenticeship 
programme in 2014
our training and development programmes are tailored to meet 
the needs of the individual their team and the operating business 
through our affiliation with coventry university we have aligned 
our programmes for unit managers and above with the university 
so that employees will be able to eventually attain an ssp bespoke 
foundation degree in leadership as they work through the various 
levels and roles in addition our webbased learning management 
system ssp academy offers over 6000 training programmes and 
has over 10000 active users across the group
equal opportunities and diversity
we expect all our employees to be treated with respect and we aim 
to provide a working environment in which all employees can realise 
their potential free of harassment and discrimination in any form 
we have a comprehensive equality and diversity policy and provide 
training and guidance to all staff to ensure their understanding and 
compliance with this policy we also monitor the diversity of our 
workforce collecting data at board and senior management level 
as well as for all staff
employees by gender
male female
board of directors 86 6 14 1
senior management 76 116 24 36
all staff 45 13035 55 15741
disabled persons
applications for employment by disabled persons are always 
fully considered bearing in mind the aptitudes of the applicant 
concerned in the event of members of staff becoming disabled 
every effort is made to ensure that their employment with the group 
continues and that appropriate training is arranged it is the policy 
of the group that the training career development and promotion 
of disabled persons should as far as possible be identical to that of 
other employees
health and safety 
we are committed to maintaining high standards of health and 
safety for our colleagues and our customers at all times all staff 
complete regular training on health and safety issues and we 
monitor performance against key safety performance indicators 
with annual reports reviewed by the uk board
environment
there is a clear link between good environmental management 
and greater operational efficiency and we continue to look 
for opportunities to reduce the environmental impacts of our 
operations in the majority of our locations we do not purchase 
utilities or services ourselves so we continue to work with our clients 
to improve data collection and find efficiencies
global ghg emissions data 
tonnes of 
co
2
e
percentage of 
carbon footprint
scope 1 emissions 
combustion of fuel and operation of 
facilities
11026 15
scope 2 emissions 
electricity heat steam and cooling 
purchased for own use
62052 85
total 73078
intensity measurement
t otal emissions reported above 
normalised per £ of turnover 400 grams£ 
scope and methodology
we have reported on all of the emission sources required under 
the companies act 2006 strategic report and directors’ report 
regulations 2013 these sources fall within our consolidated 
financial statements this data covers the continuing activities 
undertaken by our retailing operations worldwide the report does 
not include a yearonyear comparison as this is our first annual 
report as a listed company
the methodology applied to data gathering and analysis is 
consistent with the greenhouse gas protocol corporate accounting 
and reporting standard for scope 1 and scope 2 emissions and the 
defra environmental reporting guidelines including mandatory 
greenhouse gas emissions reporting guidance a full documentation 
of the methodology used including collection of data from 
worldwide operations exclusions of any nonmaterial emission 
sources emission factors used and assumptions made is available 
upon request  19
strategic report
corporate governance
financial statements
reducing our carbon footprint
the electricity and gas used to light and power our units represents 
a significant cost to the business as well as being the primary source 
of our carbon emissions we are closely reviewing our energy use 
across our international portfolio to both improve the quality of 
consumption data and look at opportunities to reduce consumption 
in our european business we are replacing much of our existing 
lighting with more energy efficient led alternatives at the same 
time we are providing training on energy efficiency to our staff so 
they can play their part in helping us meet our objectives 
we work closely with our suppliers to reduce the air miles and fuel 
usage associated with our products a recent project with cocacola 
has enabled us to cut out almost one million food miles each year 
through simple changes to delivery patterns we have also been able 
to reduce the fuel use associated with the transport of our bottled 
water by reducing the weight of the bottles 
reducing our waste to landfill
reducing waste makes good business sense as well as good 
environmental sense we have a number of programmes to reduce 
our waste for example we have been recycling our used vegetable 
oil across our global units since 2006 we are working with one 
of our key clients network rail to reduce our waste in the uk 
including a trial to recycle coffee grounds we are also reviewing 
some of our disposable packaging including a trial of reusable 
delivery crates in the uk with our main fresh produce supplier
community investment
we are committed to making a positive impact on the communities 
we work in by providing employment and through supporting local 
suppliers and charities 
we work with clients and other partners to reach out to young 
people and help them develop their skills one example is our 
partnership with the prince’ s trust at luton airport recruiting 
disadvantaged young people into work experience and permanent 
jobs we also work with manchester airport group’ s academy and 
the uk government to offer work experience and preemployment 
skills training
in the uk we partner with a different national charity every three 
years voted for by our staff we support that charity by raising 
money for them through fundraising activities and customer 
donations our current partnership is with cancer research uk and 
we have raised over £200000 this year as part of the fundraising 
many of our uk teams took part in the race for life and a wide 
range of other fundraising initiatives as well as raising valuable 
funds the partnership is also helping raise awareness of cancer 
prevention among our employees
we want to make a positive contribution to the many communities 
in which we operate we do this through work with a wide range 
of local charities which our customers and staff are keen to support 
offering gifts in kind helping to host events in our units or providing 
fundraising support in the coming year we will work to capture 
more of this activity so that we can begin to report the total value 
of our community investment activity
approved by the board and signed on its behalf by
kate swann
chief executive officer
26 november 2014 20
corporate governance
ssp group plc annual report and accounts 2014
board of directors
vagn sørensen 
chairman
vagn is a senior industrial 
advisor with eqt partners 
and joined the ssp board as 
chairman in june 2006 he is 
currently chairman of scandic 
hotels ab and a nonexecutive 
director of air canada royal 
caribbean cruises limited 
and lufthansa cargo ag 
in addition vagn is a consultant 
senior advisor to morgan 
stanley in the nordic region
he was previously the president 
and chief executive officer 
of austrian airlines group 
from 2001 to 2006 and held 
various senior commercial 
positions and served as deputy 
chief executive officer with 
sas scandinavian airlines 
system vagn has served as the 
chairman of the association 
of european airlines and as 
a member of the board of 
governors of the international 
air transport association
he has a msc in economics 
and business administration 
from aarhus business school 
in denmark
kate swann 
chief executive officer
kate joined ssp as chief 
executive officer in 
september 2013
kate began her retail career 
with t esco plc before working 
with some of the uk’ s best
known companies including 
homepride foods cocacola 
schweppes and dixons retail 
plc she then joined homebase 
part of the home retail 
group ultimately in the role of 
managing director and in 2000 
was made managing director 
of argos kate joined wh smith 
plc as chief executive officer 
in 2003 in 2012 she received 
both the daily t elegraph award 
for business leader of the 
decade at the national business 
awards and the institute for 
turnaround chairman’ s special 
award for exceptional and 
extraordinary performance 
in the transformation of 
wh smith kate has also been 
a nonexecutive director at 
babcock international group 
plc since 2011
kate graduated from the 
university of bradford in 
1986 with a bsc in business 
management and received 
an honorary doctorate from 
the university in 2007
jonathan davies 
chief financial officer
jonathan has been the chief 
financial officer of ssp since 
its formation within compass 
group in 2004
jonathan began his career in 
the food industry on unilever 
plc’ s management development 
programme in 1987 jonathan 
joined occ the strategic 
management consultancy 
which was then a startup 
over the following eight years 
he was part of its rapid growth 
and development to become a 
leading international consulting 
firm from 1995 to 2004 
jonathan worked for safeway 
plc where he was finance 
director on the executive board 
from 1999 to 2004
he has a degree in chemistry 
from oxford university and an 
mba from insead france 21
strategic report
corporate governance
financial statements
john barton 
senior independent 
nonexecutive director
john joined ssp as an 
independent nonexecutive 
director in april 2014
john was appointed to the 
board of easyjet as chairman in 
may 2013 he is also chairman 
of next plc and catlin group 
limited the international 
insurance underwriters 
john has served as chairman of 
cable and wireless worldwide 
plc brit insurance holdings plc 
and wellington underwriting 
plc he was previously senior 
independent director of wh 
smith plc and hammerson 
plc he was also the chief 
executive of insurance broker jib 
group plc from 1984 to 1997 
after jib’ s merger with lloyd 
thomson in 1997 he became 
chairman of the combined 
group jardine lloyd thompson 
group plc until 2001
john is a qualified chartered 
accountant and received an 
mba from strathclyde university
ian dyson 
independent nonexecutive 
director
ian joined ssp as an 
independent nonexecutive 
director in april 2014
ian is currently also senior 
independent director of betfair 
group plc and asos plc and 
nonexecutive director of 
intercontinental hotels group 
plc and punch t averns plc 
he was formerly chief executive 
officer of punch t averns plc 
group finance  operations 
director at marks  spencer plc 
and finance director of  
the rank group plc prior to 
this he was group financial 
controller of hilton group 
plc he joined hilton from le 
meridien a division of forte 
group plc where he had been 
finance director ian was a  
nonexecutive director of misys 
plc until september 2005
his early career was spent 
with arthur andersen where 
he qualified as a chartered 
accountant in 1986 and was 
promoted to a partner of the 
firm in 1994
per franzén 
nonexecutive director
per joined eqt partners in 
stockholm in may 2007 and 
was appointed as a director 
of ssp in june 2012
in january 2014 per was 
appointed head of equity for 
eqt in stockholm per is also 
a member of the portfolio 
review committee and head 
of the eqt services sector 
t eam per is currently a member 
of the board of directors of 
anticimex international ab 
automic software gmbh and 
evidensia djursjukvård ab 
previously per spent six years at 
morgan stanley’ s london and 
stockholm offices working in 
ma leveraged finance and 
nordic banking
per has a msc in economics 
and business administration 
from the stockholm school 
of economics with gallen 
in switzerland
denis hennequin 
nonexecutive director
denis joined the ssp board 
as a nonexecutive director 
in february 2014
denis began his career at  
the mcdonald’ s corporation 
becoming president of 
mcdonald’ s europe in 2005 
where he was responsible 
for 6600 restaurants in 40 
countries he was chairman and 
chief executive officer of accor 
sa the worldwide hotel group 
until 2013 
denis is currently also a  
nonexecutive director of 
eurostar international limited 
and the john lewis partnership 22
corporate governance
ssp group plc annual report and accounts 2014
corporate governance report 
uk corporate governance code compliance
responsibility for good governance lies with the board the board is accountable to shareholders and is committed to the highest standards 
of corporate governance as set out in the uk corporate governance code published in may 2010 and september 2012 together the 
‘code’ the code can be found on the financial reporting council website at wwwfrcorguk this corporate governance report together 
with the directors’ remuneration report set out on pages 31 to 44 describes how the board has applied the main principles of good 
governance set out in the code during the year under review
compliance statement
it is the board’ s view that for the year ended 30 september 2014 the company has complied with all of the principles set out in the code 
other than in relation to the independence of the chairman as vagn sørensen was not independent at the time of his appointment 
provision a31 of the code the directors believe that this noncompliance is justified as a result of mr sørensen’ s knowledge of the 
group’ s business his experience in the industry and the continuity his service provides
how we govern the company
our governance structure comprises the board and various committees detailed below supported by the group’ s standards policies and 
controls which are described in more detail in this report
the board
composition
as at 30 september 2014 and as at the date of this report the board of directors was made up of seven members comprising the 
chairman two executive directors and four nonexecutive directors simon marinker and john barry gibson stepped down as  
nonexecutive directors on 16 june 2014
john barton ian dyson and denis hennequin 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 per franzén is appointed to the board by eqt and 
is therefore not considered independent the board considers that each of the nonexecutive directors brings their own senior level of 
experience gained in each of their own fields
biographical details of each of the directors currently in office are shown on pages 20 and 21 the company’ s policy relating to the terms of 
appointment and the remuneration of both executive and nonexecutive directors is detailed in the directors’ remuneration report which is 
on pages 31 to 44 
the board meets regularly during the year as well as on an ad hoc basis as required by business need the board met once between 
15 july 2014 and 30 september 2014 and director attendance for this meeting is shown in the table on page 24 each director will 
also attend the agm to answer shareholder questions
responsibilities
the board manages the business of the company and may subject to the articles of association and applicable legislation borrow 
money guarantee indemnify mortgage or charge the business property and assets present and future and issue debentures and other 
securities and give security whether outright or as a collateral security for any debt liability or obligation of the company or of any third 
party the board has a formal schedule of matters reserved for its decision although its primary role is to direct the strategic development 
of the group in addition the board sets the group’ s values and standards and ensures that it acts ethically and that its obligations to its 
shareholders are understood and met the board may delegate any of its powers to any committee consisting of one or more directors
the board has established a procedure for directors if deemed necessary to take independent professional advice at the company’ s expense 
in the furtherance of their duties every director also has access to the general counsel and company secretary who is charged with 
ensuring that board procedures are followed and that good corporate governance and compliance are implemented throughout the group 
t ogether with the group chief executive officer and the general counsel and company secretary the chairman ensures that the board 
is kept properly informed and is consulted on all issues reserved to it board papers and other information are distributed at times to allow 
directors to be properly briefed in advance of meetings 
the roles of chairman and group chief executive officer are separate and clearly defined in accordance with the division of responsibilities 
set out in writing and agreed by the board 23
strategic report
corporate governance
financial statements
director effectiveness and training
in accordance with best practice the chairman addresses the developmental needs of the board as a whole with a view to further 
developing its effectiveness as a team and ensures that each director refreshes and updates his or her individual skills knowledge 
and expertise
meetings between the nonexecutive directors both with and without the presence of the group chief executive are scheduled in 
the board’ s annual programme board meetings are also held at group business locations to help all board members to gain a deeper 
understanding of the business this also provides senior managers from across the group with the opportunity to present to the board 
as well as to meet the directors on more informal occasions
succession planning is a matter for the whole board rather than for a committee the company’ s articles of association provide that at 
every annual general meeting held after the first annual general meeting each director shall retire and that each director shall seek  
reelection at each such annual general meeting however in accordance with the code all directors will submit themselves for reelection 
by shareholders at the annual general meeting in march 2015 new directors may be appointed by the board but are subject to election by 
shareholders at the first opportunity after their appointment as is the case with all directors the articles of association limit the number of 
directors to not less than two save where shareholders decide otherwise nonexecutive directors are normally appointed for an initial term 
of three years which is reviewed and may be extended for a further three years 
a formal comprehensive and tailored induction is given to all nonexecutive directors following their appointment including visits to key 
locations within the group and meetings with members of the executive board and other key senior executives the induction also covers 
a review of the group’ s governance policies structures and business including details of the risks and operating issues facing the group
john barton is the company’ s senior independent director his role includes providing a sounding board for the chairman and acting as 
an intermediary for the nonexecutive directors where necessary the board believes that john barton continues to have the appropriate 
experience knowledge and independence to continue in this role
the chairman ensures that the board maintains an appropriate dialogue with shareholders 
board effectiveness
a performance evaluation of the board and of its committees is carried out annually to ensure that they continue to be effective and that 
each of the directors demonstrates commitment to his or her respective role and has sufficient time to meet his or her commitment to 
the company
overall the board considers each director to be effective and that both the board and its committees continue to provide effective leadership 
and exert the required levels of governance and control the board will continue to review its procedures effectiveness and development in 
the year ahead
conflicts of interest
as part of their ongoing development the executive directors may seek one external nonexecutive role on a noncompetitor board for 
which they may retain the remuneration in respect of the appointment in order to avoid any conflict of interest all appointments are subject 
to the board’ s approval and the board monitors the extent of directors’ other interests to ensure that its effectiveness is not compromised
each director has a duty under the act to avoid a situation in which he or she has or can have a direct or indirect interest that conflicts or 
possibly may conflict with the interests of the company this duty is in addition to the obligation that he or she owes to the company to 
disclose to the board his or her interest in any transaction or arrangement under consideration by the company the company’ s articles of 
association authorise the directors to approve such situations and to include other provisions to allow conflicts of interest to be dealt with 
the board follows an established procedure when deciding whether to authorise an actual or potential conflict of interest only independent 
directors ie those who have no interest in the matter under consideration will be able to take the relevant decision and in taking the 
decision the directors must act in good faith and in a way they consider will be most likely to promote the company’ s success furthermore 
the directors may if appropriate impose limits or conditions when granting authorisation 
any authorities are reviewed at least every 15 months the board considered and authorised each director’ s reported actual and potential 
conflicts of interest at its september 2014 board meeting 
committees of the board
the board has established a number of committees to assist in the discharge of its duties and the formal t erms of reference for the principal 
committees approved by the board and complying with the code are available from the general counsel and company secretary and 
can also be found on the company’ s website at wwwfoodtravelexpertscom their t erms of reference are reviewed annually and updated 
where necessary membership and details of the principal committees are shown on pages 24 and 25 the general counsel and company 
secretary acts as secretary to all board committees 24
corporate governance
ssp group plc annual report and accounts 2014
corporate governance report continued
meeting attendance
the following table shows the attendance of directors at meetings of the board audit nomination and remuneration committees post ipo 
to 30 september 2014
name board audit committee nomination committee remuneration committee
john barton 1 of 1 1 of 1 1 of 1 1 of 1
jonathan davies 1 of 1 – – –
ian dyson 1 of 1 1 of 1 1 of 1 1 of 1
per franzén 1 of 1 – 1 of 1 –
denis hennequin 1 of 1 1 of 1 1 of 1 1 of 1
vagn sørensen 1 of 1 – 1 of 1 –
kate swann 1 of 1 – – –
the table shows the number of meetings attended out of the number of meetings which each director was eligible to attend directors who 
are not members of individual board committees have also been invited to attend one or more meetings of those committees during 
the year
nomination committee
the nomination committee’ s key objective is to ensure that the board comprises individuals with the necessary skills knowledge 
and experience to ensure that it is effective in discharging its responsibilities
the nomination committee comprises john barton chairman ian dyson per franzén denis hennequin and vagn sørensen 
the nomination committee will normally meet not less than twice a year the committee met once since admission and the directors’ 
attendance is set out in the table above
the nomination committee reviews the structure size and composition of the board and its committees and makes recommendations with 
regard to any changes considered necessary in the identification and nomination of new directors the reappointment of existing directors 
and appointment of members to the board’ s committees it also assesses the roles of the existing directors in office to ensure that there 
continues to be a balanced board in terms of skills knowledge experience and diversity the nomination committee reviews the senior 
leadership needs of the group to enable it to compete effectively in the marketplace the nomination committee also advises the board 
on succession planning for executive director appointments although the board itself is responsible for succession generally
the company adopts a formal rigorous and transparent procedure for the appointment of new directors and senior executives with due 
regard to diversity and gender prior to making an appointment the nomination committee will evaluate the balance of skills knowledge 
independence experience and diversity on the board and in the light of this evaluation will prepare a description of the role and capabilities 
required with a view to appointing the best placed individual for the role
in identifying suitable candidates the nomination committee
• uses open advertising or the services of external advisors to facilitate the search
• considers candidates from different genders and a wide range of backgrounds and
• considers candidates on merit and against objective criteria ensuring that appointees have sufficient time to devote to the position 
in light of other significant commitments
in the year ahead the nomination committee will continue to assess the board’ s composition and how it may be enhanced and will consider 
diversity gender and experience and geographic representation and use independent consultants as appropriate to ensure a broad search 
for suitable candidates
remuneration committee
the remuneration committee is responsible for making recommendations on remuneration policy for the chairman executive directors 
and senior management to the board
the remuneration committee comprises john barton chairman ian dyson and denis hennequin 
the remuneration committee will normally meet not less than twice a year the remuneration committee met once since admission and 
its members’ attendance can be found in the table above
the directors’ remuneration report is set out on pages 31 to 44 and details of the remuneration committee’ s activities during the year and 
the policy on remuneration the chairman of the remuneration committee will attend the agm to respond to any shareholder questions 
that might be raised on the remuneration committee’ s activities 25
strategic report
corporate governance
financial statements
audit committee
the audit committee is responsible for assisting the board with the discharge of its responsibilities in relation to financial reporting including 
reviewing the group’ s annual and half year financial statements and accounting policies internal and external audits and controls reviewing 
and monitoring the scope of the annual audit and the extent of the nonaudit work undertaken by external auditors advising on the 
appointment of external auditors and reviewing the effectiveness of the internal audit internal controls whistleblowing and fraud systems 
in place within the group
the audit committee comprises ian dyson chairman john barton and denis hennequin 
the audit committee will normally meet not less than three times a year the audit committee met once since admission and its members’ 
attendance can be found in the table on page 24
the audit committee’ s report is set out on pages 26 to 30 and details of the audit committee’ s responsibilities and activities during the 
year the chairman of the audit committee will attend the agm to respond to any shareholder questions that might be raised on the 
audit committee’ s activities
executive committee
the executive committee is the key management committee for the group
the executive committee meets regularly and is responsible for developing the group’ s strategy and capital expenditure and investment 
budgets and reporting on those areas to the board for approval implementing group policy monitoring financial operational and quality 
of customer service performance health and safety purchasing and supply chain issues succession planning and daytoday management 
of the group
communicating with shareholders
the company places considerable importance on communication with its shareholders including its private shareholders the chief 
executive officer and the chief financial officer are closely involved in investor relations supported by the group’ s investor relations function 
which has primary responsibilty for daytoday communication with investors the views of the company’ s major shareholders are reported 
to the board by the chief executive officer and the chief financial officer as well as by the chairman and are discussed at its meetings
the board recognises the importance of promoting mutual understanding between the company and its shareholders through a 
programme of engagement it is intended that this will include the maintenance of a regular dialogue between the board and senior 
management and major shareholders the agm provides an opportunity for all shareholders to meet the group’ s directors and to hear 
more about the strategy and performance of the group shareholders are encouraged to attend the agm and to raise any questions at the 
meeting or in advance using the email address shown in the agm pack which is sent to shareholders
the primary method of communication with shareholders is by electronic means helping to make the company more environmentally 
friendly by reducing waste and pollution associated with the printing and posting of its annual report the annual report and accounts is 
available to all shareholders and can be accessed via the company’ s website at wwwfoodtravelexpertscom the group’ s annual and interim 
results are also published on the company’ s website together with other announcements and documents issued to the market such as 
trading updates and presentations enquiries from shareholders may also be addressed to the group’ s investor relations function through the 
contacts provided on the group’ s website
the notice of agm is circulated to shareholders at least 20 working days prior to such meeting and it is company policy not to combine 
resolutions to be proposed at general meetings all shareholders are invited to the company’ s agm at which they have the opportunity 
to put questions to the board and it is standard practice to have the chairman of the audit nomination and remuneration committees 
available to answer questions the results of proxy voting for and against each resolution as well as abstentions are announced to the 
london stock exchange and are published on the company’ s website shortly after the meeting  26
corporate governance
ssp group plc annual report and accounts 2014
audit committee report
dear shareholder
i am pleased to present the group’ s first audit committee report following its admission to the london stock exchange on 15 july 2014 
this report focuses on the matters considered by the audit committee prior to admission the work undertaken to transition from 
the group’ s private company status to a listed company and the focus of the audit committee going forward 
leading up to admission the group identified the need to strengthen the independence of the audit committee to ensure that it complied 
with the recommendations of the code as a result the composition of the audit committee changed during the year and it is now 
entirely made up of independent nonexecutive directors the members of the audit committee are myself as chair john barton and denis 
hennequin the board considers i have recent and relevant financial experience as recommended by the code
the audit committee is a subcommittee of the board and its terms of reference were approved in advance of admission and are fully 
aligned with the code the terms of reference set out in full the role responsibilities and authority of the committee and can be found 
at wwwfoodtravelexpertscom the primary function of the committee is to assist the board in fulfilling its responsibilities to protect the 
interests of the shareholders with regard to the integrity of the financial reporting audit risk management and internal controls we aim to 
provide shareholders with timely communication on significant matters relating to the group’ s financial position and prospects and we are 
also responsible for monitoring fraud risk
during the ipo as part of completing the group’ s financial position prospects and procedures report kpmg llp and the directors 
undertook a detailed assessment of the following key areas
• board governance including the audit committee and the procedure for assessing the group’ s key risks
• management accounting process and the information provided to the board
• external financial reporting procedures and reporting standards
• internal control environment both at high and detailed levels
• complex transactions potential exposure and risk
• information systems and
• budgeting and forecasting procedures and controls
the directors recognise the need to maintain the financial reporting procedures review them on an ongoing basis and adapt them to 
changing circumstances their continuous review will form part of the audit committee’ s agenda going forward together with its wider role 
and responsibilities 
i look forward to meeting shareholders at the agm
ian dyson
chairman of the audit committee
26 november 2014 27
strategic report
corporate governance
financial statements
summary of the role of the audit committee
the audit committee’ s key objectives are the provision of effective financial governance in respect of
• the group’ s financial results including adequacy of related disclosures 
• the performance of and relationship with both the internal and external auditors and
• the review of the group’ s internal control and risk management systems 
the audit committee is responsible for amongst other matters
• making recommendations to the board on the appointment of the auditors and the audit fee 
• reviewing and monitoring the external auditor’ s independence and objectivity and the effectiveness of the audit process 
• monitoring and reviewing the integrity of the group’ s financial statements and any formal announcements on the group’ s 
financial performance
• reviewing significant financial reporting judgements contained in the financial statements
• reviewing reports from the group’ s auditors on the financial statements
• implementing a policy on the engagement of the external auditor to supply nonaudit services
• reviewing the group’ s internal financial control and risk management systems whistleblowing arrangements and other audit 
and riskrelated arrangements to assist the board in fulfilling its responsibilities relating to the effectiveness of those systems 
it also receives detailed reports on the internal controls and risk management processes within the business units and
• reviewing the adequacy of the scope and performance of the internal auditor
composition of the audit committee
the members of the audit committee are ian dyson chairman john barton and denis hennequin the expertise and experience of the 
members of the audit committee is summarised on pages 20 and 21 in accordance with the code ian dyson has recent and relevant 
expertise having held the position of chief executive officer at punch t averns plc and group finance and operations director at marks and 
spencer plc the board considers that each member of the audit committee is independent in accordance with the provisions of the code 
members of the audit committee are appointed by the board following recommendations by the nomination committee and the audit 
committee’ s membership is reviewed by the nomination committee and as part of the annual board performance evaluation 
prior to the establishment of the current audit committee the group had in place an audit committee which comprised  
john barry gibson chairman vagn sørensen and per franzén 
meetings
the audit committee is scheduled to meet regularly throughout the year and its agenda is linked to events in the group’ s financial calendar 
each member of the audit committee may require reports on matters of interest in addition to the regular items the current audit 
committee is scheduled to meet four times in the 2015 financial year 
it is expected that all committee members attend meetings unless they are prevented from doing so by prior commitments the following 
table shows the number of meetings held during the period from 15 july 2014 to 30 september 2014 and the attendance record of the 
individual directors 
committee membership number of meetings attended
ian dyson 11
john barton 11
denis hennequin 11 28
corporate governance
ssp group plc annual report and accounts 2014
audit committee report continued
the audit committee invites the chairman of the board the chief executive the chief financial officer the group financial controller and 
the group director of business controls together with senior representatives from the internal and external auditors to attend each meeting 
although from time to time it reserves time for discussions without invitees being present the company secretary acts as secretary to the 
committee other senior management are invited to present such reports as are required for the audit committee to discharge its duties 
the audit committee holds private sessions with the external and internal auditors without management present and the committee 
chairman meets privately with both internal and external auditors
the audit committee chairman provides regular updates to the board on the key issues discussed at the committee’ s meetings and will 
attend the agm to respond to any shareholder questions that might be raised on its activities 
the board has reviewed the performance of the audit committee to date and is satisfied that the combined knowledge and experience of 
its members is such that the committee discharges its responsibilities in an effective informed and challenging manner
the remuneration of the members of the audit committee and the policy with regard to the remuneration of the nonexecutive directors 
are set out on pages 31 to 44
financial reporting
the audit committee reviews all significant issues concerning the financial statements the principal matters we considered concerning the 
2014 financial statements were
•  goodwill and intangible assets 
  the group has a significant goodwill balance representing consideration paid in excess of the fair value of the identified net assets 
acquired relating to the acquisition of the ssp business through the purchase of various compass group plc subsidiaries by various 
subsidiaries of ssp group the net assets acquired include intangible assets relating to the group’ s own brands and franchise rights in 
respect of thirdparty brands which were determined at the date of acquisition 
  the audit committee recognises that there is a risk that a business can become impaired for example due to market changes as a 
result the group monitors carrying values of goodwill and intangibles to ensure that they are recoverable and any specific indicators of 
goodwill or intangible impairment are discussed by the executive directors with both operational and financial management
  the carrying value of goodwill is subject to impairment testing on an annual basis the carrying value of goodwill and intangible assets 
are reviewed on the identification of a possible indicator of impairment to ensure that the carrying values are recoverable this testing 
including the key assumptions and sensitivity analysis is reviewed by the chief financial officer and group financial controller
  after reviewing reports from management and consulting where necessary with the external auditors the audit committee is satisfied 
that the financial statements appropriately address the critical judgements and key estimates both in respect to the amounts reported  
and the disclosures provided the audit committee agrees with management that no impairment needs to be recognised
•  underlying and nonunderlying presentation
  the group presents underlying income statement measures for operating profit and profitloss for the period within the consolidated 
income statement and throughout the annual report in order to provide clear and useful information on the group’ s underlying 
trading performance the underlying measures exclude exceptional items which in 2014 and 2013 comprised exceptional redundancy 
and restructuring costs costs in respect of the ipo and associated refinancing an exceptional goodwill writeoff and costs related to 
acquisition and disposals of businesses they also exclude noncash accounting adjustments relating to amortisation of intangible assets 
arising on acquisition of the group by eqt in 2006
  the audit committee reviewed and challenged the presentation of underlying profit and the reporting of exceptional items and non
cash accounting adjustments taking into account ifrs requirements and recent guidance issued by the financial reporting council
  the audit committee is of the view that the presentation of the underlying and nonunderlying information provides useful disclosure 
to aid the understanding of the performance of the group
the committee agreed the parameters of and reviewed a report to support the going concern statement
an intrinsic requirement of a group’ s financial statements is for the annual report and accounts to be fair balanced and understandable 
the coordination and review of the groupwide input into the annual report is a sizeable exercise performed within an exacting timeframe 
which runs alongside the formal audit process undertaken by the auditors 
the process to ensure that the audit committee and then the board are satisfied with the overall fairness balance and clarity of the 
document has been underpinned by
• guidance issued to contributors at operational level
• a verification process dealing with the factual content of the reports and
• comprehensive review by the directors and the senior team 29
strategic report
corporate governance
financial statements
external audit 
kpmg was appointed as auditor to ssp group limited on its incorporation in 2006 and subsequently to ssp group plc on its listing in july 
2014 kpmg is subject to annual reappointment by shareholders
the effectiveness and the independence of the external auditor are key to ensuring the integrity of the group’ s published financial 
information prior to the commencement of the audit the audit committee reviewed and approved the audit plan to gauge whether it was 
appropriately focused kpmg llp presented to the audit committee their proposed plan of work which was designed to ensure there are no 
material misstatements in the financial statements
the audit committee considered the accounting financial control and audit issues reported by the auditors that flowed from the 
audit work
the committee’ s policy is to initiate an annual review of auditor quality effectiveness value and independence at the conclusion of each 
yearend audit having assessed the output of the annual review undertaken at the close of the 2014 yearend audit taken into account 
the committee’ s own interactions with kpmg throughout the year and satisfied itself on the continuing independence and objectivity 
of the external auditor the committee proposed to the board that it recommend shareholders support the appointment of kpmg at the 
forthcoming agm 
the audit committee has kept under review the relationship and effectiveness of the external auditor however no formal tender of the 
audit process has been carried out since kpmg’ s appointment in 2006 since it has taken the view that partner rotation at both the group 
and operating business level has been sufficient to maintain the necessary independence and it has continued to be satisfied with kpmg’ s 
performance the audit committee is mindful of the requirements under the code that the audit should be put out to tender every 10 years 
on a ‘comply or explain’ basis there are no contractual obligations that would restrict the selection of a different auditor 
auditor independence and nonaudit services policy
the audit committee has adopted a formal policy governing the engagement of the auditors to provide nonaudit services taking into 
account the relevant ethical guidance on the matter this policy will be reviewed annually by the committee the policy describes the 
circumstances in which the auditor may be engaged to undertake nonaudit work for the group the committee oversees compliance with 
the policy and considers and approves requests to use the auditor for nonaudit work 
recognising that the auditors are best placed to undertake certain work of a nonaudit nature the engagements for nonaudit services 
that are not prohibited are subject to formal review by the audit committee based on the level of fees involved nonaudit services that 
are preapproved are either routine in nature with a fee that is not significant in the context of the audit or are auditrelated services
details of fees payable to the auditors are set out in note 5 on page 67 in 2014 nonaudit fees represented 288 of the audit fee 
the level of nonaudit fees in 2014 reflects the services and advice provided including as reporting accountant in connection with the ipo 
the auditors were determined to be the appropriate advisors for the group to engage given the scale and complexity of the work involved 
this work did not represent a threat to kpmg’ s independence as it was permissible work under auditor independence guidelines was 
performed by a different and independent engagement team did not give rise to financial entries did not result in decisions being made by 
kpmg on behalf of management and the fee arrangements were not dependent on the results of the work kpmg also complied with the 
independence requirements as set out by the apb ethical standards for reporting accountants 
the external auditor reported to the committee on their independence from the group the committee are satisfied that kpmg llp 
has adequate policies and safeguards in place to ensure that auditor objectivity and independence are maintained 
risk management and internal control 
the audit committee is responsible for reviewing the effectiveness of the group’ s system of internal control the system of internal control is 
designed to manage rather than eliminate the risk of failure to achieve business objectives and can only provide reasonable and not absolute 
assurance against material misstatement or loss 
the board has established a clear organisational structure with defined authority levels the daytoday running of the group’ s business 
is delegated to the executive directors of the group the executive directors meet with both operational and finance management on a 
monthly basis
key financial and operational measures are reported on a monthly basis and are measured against both budget and reforecasts in 
these meetings
the group maintains group and regionalcountry level risk registers which outline the key risks faced by the group including their impacts 
and likelihood along with relevant mitigating controls and actions on an annual basis regional and country management teams are 
required to update local risk registers and risk maps to ensure the key strategic operational financial and accounting risks in each location 
are captured and prioritised according to likelihood and impact and to identify the risk management activities for each risk the regional 
and country risk registers are used in conjunction with input from the executive committee to update the group risk register the risk 
committee and executive committee review the assessment of risk as well as current and future mitigation activities at both group and  
regionalcountry level a summary of this review is presented to the audit committee annually  30
corporate governance
ssp group plc annual report and accounts 2014
audit committee report continued 
the risks and uncertainties which are currently judged to have the most significant impact on the group’ s longterm performance are set out 
on pages 8 to 12 
the audit committee reviewed the effectiveness of the group’ s financial controls and system of internal control by reviewing the scope of 
work and reports of the internal and external auditor the committee also reviewed the risk assessment process and group regional and 
country risk registers during the year
internal audit
internal audit plays an important role in assessing the effectiveness of internal controls by a programme of reviews based on a continuing 
assessment of business risk across the group deloitte llp acts as internal auditor to the company the internal auditor is a permanent 
member of the risk committee and reports directly to the audit committee internal audit are in regular dialogue with regional chief 
financial officers where control deficiencies are noted the internal auditor will perform follow up reviews and visits
the audit committee met regularly with deloitte llp to review and progress the group’ s internal audit plan the relevant audit plan and 
procedures are aimed at addressing financial risk management objectives and providing coverage of the risks identified in the regional 
and country risk registers the internal audit plans have been prepared in accordance with standards promoted by the institute of 
internal auditors the audit committee will continue to monitor the effectiveness of internal audit plans in accordance with the group’ s 
ongoing requirements 
the audit committee considered the output from the 2014 annual internal audit programme of assurance work reviewed management’ s 
response to the matters raised and ensured that any action was timely and commensurate with its level of risk whether real or perceived
the audit committee determines the adequacy of the performance of the internal auditor through the quality and depth of findings 
and recommendations 
there were no significant weaknesses identified in the year that would materially impact the group as a whole but a number of 
recommendations were acted upon within the group to strengthen inplace controls or risk awareness the committee remains satisfied 
that the group’ s system of internal controls works well
antibribery and whistleblowing 
ssp has a group wide antibribery and corruption policy to comply with the bribery act 2010 and it periodically reviews its procedures to 
ensure continued effective compliance in its businesses around the world 
the group’ s whistleblowing policy provides the framework to encourage and give all employees confidence to ‘blow the whistle’ and report 
irregularities employees are encouraged to raise concerns with designated individuals including the executive directors or the chairman of 
the audit committee the audit committee monitors this policy and reviews annually the number of matters reported and the outcome of 
any investigations 
the audit committee will periodically review the group’ s policies and procedures for preventing and detecting fraud its systems controls 
and policies for preventing bribery its code of corporate conduct and business ethics and its policies for ensuring that the group complies 
with relevant regulatory and legal requirements the committee receives updates on bribery and fraud trends and activity in the business if 
any at least twice a year with individual updates being given to the committee as needed in more serious cases of alleged bribery fraud or 
related activities 31
strategic report
corporate governance
financial statements
statement by the chairman of the remuneration committee
dear shareholder
during the year i was appointed as the remuneration committee chairman of the group and i am delighted to present our first directors’ 
remuneration report as a listed company comprising this statement the directors remuneration policy on pages 33 to 38 and the annual 
report on remuneration on pages 39 to 44 at our agm in march 2015 we will put our remuneration policy to a binding vote and the 
annual report on remuneration will be put to an advisory vote for the first time
during the 2014 financial year the remuneration committee the ‘committee’ has primarily been focused on the review and consequent 
restructuring of ssp’ s pay arrangements ahead of our admission to the london stock exchange on 15 july 2014 ‘admission’ and our 
transition to life as a listed company there have been a number of changes to the remuneration committee during the year and i would 
like to thank my colleagues for all of their contributions
pay for performance
the committee considers it essential to ensure that our executive pay arrangements are fully aligned with our ambition to reward our 
profitable growth strategy
the group’ s financial performance over the last 12 months has exceeded our expectations the group has also successfully listed on 
the london stock exchange the executive directors each performed strongly against the challenges of the year this performance provided 
the backdrop to the decisions of the committee and was reflected in the remuneration outcomes for the year
aligned with our profitable growth strategy
in determining ssp’ s remuneration policy the committee was conscious of the need to take into account shareholder expectations of 
executive remuneration in the listed environment whilst minimising complexity the pay arrangements adopted by the committee which 
are outlined in full in the directors’ remuneration policy below are designed to promote the longterm success of the group with the 
following aims
t o recruit reward and retain executive directors 
who can deliver our strategic objectives
•  base salary levels and incentive plan opportunities have been set at levels that reflect the individual’ s 
skills performance and experience in the context of the size and scope of the executive director’ s role
t o reward the executive directors for the 
delivery of the group’ s strategic and business 
objectives and to promote a strong and 
sustainable performance culture whilst avoiding 
paying more than is necessary
•  a significant portion of the executive directors’ remuneration is based on the achievement of 
transparent stretching and rigorously applied financial targets in line with best practice this is through 
an annual bonus plan and a single longterm incentive plan
•  annual bonus awards will be based on the achievement of annual profit targets
•  performance share plan psp awards will be subject to earnings per share eps growth targets and 
t otal shareholder return tsr relative to a comparator group of companies normally measured over 
three years this is consistent with best practice 
t o align the interests of executive directors with 
those of shareholders in the longterm success 
of the group by encouraging equity ownership
•  the executive directors are required to hold a significant minimum shareholding in ssp  individual 
guidelines are currently 200 of salary for kate swann and 125 of salary for jonathan davies
•  the executive directors are also required to hold shares in respect of their preadmission holdings for 
a ‘lockup’ period of up to two years following admission
in addition to establishing ssp’ s postadmission remuneration arrangements other major decisions reached by the committee for this 
year include
• annual bonus payments in respect of performance for the year ended 30 september 2014 – we believe in pay for 
performance based on a combination of the financial performance of the business and personal performance achieved in the financial 
year an annual bonus of 200 of salary was paid to kate swann and an annual bonus of 84 of salary was paid to jonathan davies
• performance share plan psp awards following admission – following admission the committee granted awards under the psp 
to the executive directors in accordance with the statement in our prospectus these awards based on the admission price increase the 
alignment between the interests of our senior executives and our new shareholders 75 of these awards will vest subject to an eps 
growth performance test measured over the three years to 30 september 2017 the remaining 25 of these awards will vest based on 
the relative tsr performance of the group compared with selected comparator companies and measured from the date of admission of 
the group to the three months following the announcement of the group results for the year ended 30 september 2017
• oneoff awards in respect of admission made by the previous shareholder – we are required by the prevailing regulations to 
include in this report remuneration awarded for the year ended 30 september 2014 both before and after admission as disclosed in 
our prospectus in recognition of their contribution to the company in achieving admission kate swann and jonathan davies were each 
provided with cash and share awards the chairman and nonexecutive directors also received awards these awards were made prior 
to admission supported by our previous majority shareholder and disclosed in the prospectus
remuneration for the year ended 30 september 2015
the proposed approaches to base salary annual bonus and psp awards for the year ended 30 september 2015 are set out on pages 33 
to 36 there are currently no changes proposed to the remuneration arrangements which were announced in the prospectus with the 
exception of the introduction of clawback and malus on variable remuneration  32
corporate governance
ssp group plc annual report and accounts 2014
statement by the chairman of the remuneration committee continued
changes to the uk corporate governance code were announced in midseptember 2014 as disclosed in the prospectus the psp includes a 
malus provision as stated in the remuneration policy below a clawback provision will be introduced for incentive awards made to executive 
directors in respect of future years
what is included in this report
the remainder of the remuneration report is split into two sections in line with legislative reporting regulations
• the directors’ remuneration policy – contains details of the various elements of our approach to directors’ remuneration the directors’ 
remuneration policy will be subject to a binding shareholder vote at the agm in march 2015 and if approved by a majority of our 
shareholders will apply from that date
• the annual report on remuneration – contains details of pay received by directors for the whole of the year ended 30 september 2014 
it is a technical requirement of the disclosure regulations that this report covers remuneration paid both before and after the date of 
admission we have also explained how we intend to implement our pay model during the year ended 30 september 2015 the annual 
report on remuneration will be subject to an advisory vote at the agm in march 2015
i hope very much that shareholders will support the committee’ s continuing overall approach to remuneration and on behalf of the 
committee i commend both the policy and our report to you
john barton
chairman of the remuneration committee
26 november 2014 33
strategic report
corporate governance
financial statements
directors’ remuneration policy
this section sets out the directors’ remuneration policy of the company  in accordance with section 439a of the companies act 2006 a 
binding shareholder resolution to approve this policy will be proposed at the annual general meeting of the company to be held in march 2015 
the ‘2015 agm’ the policy will apply to payments made to directors after the 2015 agm subject to shareholder approval of the policy  
key principles of remuneration policy
the remuneration policy for the directors of the company is intended to help recruit and retain executives who can execute ssp’ s strategy by 
rewarding them with appropriate compensation and benefit packages the policy seeks to align the interests of executive directors with the 
performance of the company and the interests of its shareholders 
our incentive arrangements are designed to reward performance against key financial and strategic performance objectives our aim is to 
reward management for delivering sustainable longterm performance and support the retention of critical talent
future policy table
the table below describes the policy in relation to the components of remuneration for executive directors and at the bottom of the table 
the policy for the nonexecutive directors 
element and link to 
strategy operation maximum potential value performance metrics
executive directors
base salary
a core element of the 
remuneration package 
used to recruit 
reward and retain 
executive directors 
who can deliver our 
strategic objectives
normally reviewed annually the remuneration 
committee may however award an outofcycle 
increase if it considers it appropriate
base salaries are set by the committee taking 
into account a number of internal and external 
factors including
•  the individual’ s skills experience and performance
•  the size and scope of the executive director’ s role 
and responsibilities
•  market positioning and inflation and
•  pay and conditions elsewhere in the group
salary increases in percentage terms 
will normally be in line with increases 
awarded to other head office employees 
in the relevant geography but may be 
higher in certain circumstances 
the circumstances may include but are 
not limited to 
•  where a new executive director has 
been appointed at a lower salary 
higher increases may be awarded 
over an initial period as the executive 
director gains experience in the role
•  where there has been an increase 
in the scope or responsibility of an 
executive director’ s role
•  where a salary has fallen significantly 
below market positioning
there is no maximum increase 
or opportunity
none
pension
t o provide an income 
following retirement 
and assist the 
executive director in 
building wealth for 
their future
the company operates an approved defined 
contribution pension arrangement to which the 
company may make contributions
a cash allowance may be provided in lieu of 
pension contributions
company contributions or cash 
allowance of up to 35 of base salary 
may be paid in respect of each financial 
year of the company
none
other benefits
t o provide appropriate 
benefits as part of 
a remuneration 
package that assists in 
recruiting rewarding 
and retaining 
executive directors
each executive director receives a tailored benefits 
package including but not limited to private health 
insurance for themselves their spouse and dependent 
children annual health screening smartphone or 
similar devices life assurance business travel and 
permanent health insurance
travel benefits including car allowance company car 
driver the cost of fuel for private mileage insurance 
maintenance and servicing and travel to and from 
work including any associated tax and social security 
charges may also be provided
in the event that an executive director is required by 
the group to relocate other benefits may include but 
are not limited to the costs of relocation housing 
travel and education allowances and subsistence costs 
expenses incurred in the performance of duties for the 
group may be reimbursed or paid for directly by the 
company as appropriate including any tax or social 
security charges due on the expenses 
the executive directors are eligible to receive other 
benefits such as a colleague discount card on the 
same terms as other eligible employees of the group
car allowance of up to £13000 
per annum 
the cost of insured benefits may vary 
from year to year depending on the 
individual’ s circumstances and therefore 
the committee has not imposed any 
overall maximum value on the benefit 
none 34
corporate governance
ssp group plc annual report and accounts 2014
directors’ remuneration policy continued
element and link to 
strategy operation maximum potential value performance metrics
annual bonus
t o reward 
performance on an 
annual basis against 
key annual objectives
performance objectives will be determined by the 
committee at the beginning of the financial year 
the committee will assess performance against 
these objectives following the end of the relevant 
financial year
awards are delivered wholly in cash and are paid once 
the results for the year have been audited
the committee may clawback awards up to three 
years after vesting if the group’ s accounts have been 
materially misstated or there has been an error in 
the calculation of any performance conditions which 
results in overpayment
the maximum annual bonus 
opportunity is 200 of base salary 
per annum
for 201415 maximum annual 
opportunities are
•  chief executive officer kate swann 
– 200 of salary per annum
•  chief financial officer jonathan 
davies – 125 of salary per annum
performance is measured 
relative to targets in key 
financial operational andor 
strategic objectives over the 
financial year
the measures selected and 
their weightings may vary 
each year according to the 
strategic priorities
entitlement to bonus 
only starts to accrue at a 
minimum threshold level 
of financial and individual 
performance below this 
level no bonus will be paid
t o earn a maximum 
bonus there must be 
outperformance against 
stretching objectives
performance share 
plan ‘psp’
the psp rewards the 
delivery of company 
performance and 
shareholder value over 
the longer term
the awards are share 
based to align the 
interests of executive 
directors with those 
of shareholders
awards may be made to executive directors at the 
discretion of the committee in the form of conditional 
share awards nilcost options forfeitable shares or 
equivalent rights
awards will normally be subject to performance 
conditions set by the committee measured over 
a period of at least three years awards will vest 
following the end of the performance period 
awards other than forfeitable shares may incorporate 
the right to receive in cash or shares the value of 
dividends that would have been paid on the award 
shares that vest between the grant and vesting of 
awards which will unless the committee determines 
otherwise assume the reinvestment of those dividends 
in the company’ s shares on a cumulative basis
the committee has the discretion to reduce the 
number of shares subject to unvested awards if prior 
to vesting there is a material misstatement in the 
company’ s annual financial statements or a material 
failure of risk management or serious reputational 
damage to a member of the group or relevant 
business unit
the committee may clawback awards up to three 
years after vesting if the group’ s accounts have been 
materially misstated or there has been an error in 
the calculation of any performance conditions which 
results in overpayment
the maximum award that may be made 
is up to 200 of salary per annum 
under the rules of the plan in respect of 
any financial year of the company
it is currently anticipated that 
for psp awards performance 
will be based on
•  25 on relative t otal 
shareholder return 
‘tsr’
•  75 on earnings per 
share ‘eps’ 
if the minimum level of 
performance is not achieved 
then none of the award 
will vest and the award 
will lapse
for performance at the 
threshold levels 25 of the 
award will vest
the whole award will vest 
if the maximum level of 
performance or above 
is achieved
longterm incentive 
performance conditions are 
reviewed on an annual basis 
and may vary to ensure that 
they are aligned with the 
corporate strategy
the committee would 
seek to consult with its 
major shareholders as 
appropriate on any proposed 
material changes
allemployee share 
plans
executive directors may participate on the same basis 
as other employees
participants can contribute up to 
the relevant limits set out in the 
country plan
none 35
strategic report
corporate governance
financial statements
element and link to 
strategy operation maximum potential value performance metrics
nonexecutive directors
fees
t o attract and retain 
nonexecutive 
directors of the calibre 
required to oversee 
the development 
and execution of the 
company’ s strategy
the chairman’ s fees are determined by the committee
the nonexecutive directors’ fees are determined by the board
the total fees for nonexecutive directors including the chairman will not exceed the maximum 
stated in the company’ s articles of association
the level of fees takes into account the time commitment responsibilities market levels and the 
skills and experience required
nonexecutive directors normally receive a basic fee and an additional fee for specific board 
responsibilities including chairmanship or membership of board committees or acting as the senior 
independent director 
additional fees may be paid to nonexecutive directors on a per diem basis to reflect increased time 
commitment in certain limited circumstances
expenses incurred in the performance of nonexecutive duties for the company may be reimbursed 
or paid for directly by the company as appropriate including any tax and social security due on the 
expenses 
nonexecutive directors may be provided with benefits to enable them to undertake their duties
none
notes to the tables on pages 33 to 35
the company also operates a shareholding policy – details can be found on page 41 of this report 
the psp will be operated in accordance with the plan rules in accordance with the rules of the psp  any performance condition may be substituted or 
varied if the committee considers it appropriate provided that the amended performance condition is in its opinion reasonable and not materially less 
difficult to satisfy the plan rules also provide for the adjustment of awards in the event of any variation of the company’s share capital capital distribution 
demerger special dividend or other event having a material impact on the value of shares
malus applies where stated in the above table other elements of remuneration are not subject to recovery provisions under kate swann’s service 
contract if her employment is terminated by the company making a payment in lieu of notice and the company subsequently discovers that there were 
grounds for her summary dismissal kate swann may be required to make a repayment equal to the net of tax value of any payments benefits or shares 
received under any relevant bonus or incentive plan
the committee reserves the right to make any remuneration payments and payments for loss of office including exercising any discretions available to it in 
connection with such payments that are not in line with the policy set out above where the terms of the payment were agreed
i before the policy came into effect including payments relating to the admission or
ii  at a time when the relevant individual was not a director of the company and in the opinion of the committee the payment was not in 
consideration for the individual becoming a director of the company 
for these purposes ‘payments’ include the committee satisfying awards of variable remuneration and an award over shares is ‘agreed’ at the time the 
award is granted
performance measures and targets
annual bonus
annual bonus metrics and targets are selected to incentivise directors to meet objectives for the year and are chosen in line with the 
following principles
• the targets set for financial measures should be incentivising and appropriately stretching t argets may be adjusted by the committee 
to take into account significant capital transactions during the year 
• there should be flexibility to change the measures and weightings yearonyear in line with the needs of the business
psp
performance conditions and targets are determined by the committee to reflect the group’ s strategy and having regard to market practice 
within the company’ s business sector 
for 2014 awards the measures were selected taking into account that
• earnings per share is considered by the company to be the best indicator of longterm performance
• t otal shareholder return is a key objective of most of our shareholders
remuneration arrangements throughout the group
differences in the policies for executive directors and other employees in the group generally reflect differences in market practice taking 
into account role and seniority the remuneration policies for executive directors and the senior executive team are generally consistent in 
terms of structure and the performance measures used all eligible employees may participate in the company’ s allemployee share plans in 
the relevant territory 36
corporate governance
ssp group plc annual report and accounts 2014
directors’ remuneration policy continued
illustrative scenario analysis
the following charts show the potential split between the different elements of the executive directors’ remuneration under three different 
performance scenarios ‘minimum’ ‘t arget’ and ‘maximum’ see table below 
component ‘minimum’ ‘target’ ‘maximum’
fixed remuneration
base salary annual base salary for 201415
pension chief executive officer 35 of salary chief financial officer 21 of salary
benefits t axable value of annual benefits provided in the year ended 30 september 2014
annual bonus
maximum opportunity chief executive officer 200 of salary chief financial officer 125 of salary
vesting
0 of 
maximum opportunity
50 of 
maximum opportunity
100 of 
maximum opportunity
performance share plan
maximum opportunity chief executive officer 200 of salary chief financial officer 125 of salary
vesting 0 vesting 25 vesting 100 vesting
 excludes share price growth and dividends
approach to recruitment remuneration
in the event that the group appointed a new executive director remuneration would be determined in line with the following principles
• the committee will take into account all relevant factors including the calibre and experience of the individual and the market from 
which they are recruited whilst being mindful of the best interests of the group and its shareholders and seeking not to pay more than 
is necessary
• so far as practical the committee will look to align the remuneration package for any new appointment with the remuneration policy set 
out in the table above
• salaries may be higher or lower than the previous incumbent but will be set taking into account the review principles set out in the policy 
table where appropriate the salaries may be set at an initially lower level with the intention of increasing salary at a higher than usual 
rate as the executive director gains experience in the role for interim positions a cash supplement may be paid rather than salary for 
example a nonexecutive director taking on an executive function on a shortterm basis
• t o facilitate recruitment the committee may need to ‘buyout’ terms or remuneration arrangements forfeited on joining the company 
any buyout would take into account the terms of the arrangements in particular any performance conditions and the time over which 
they would vest the overriding principle would be that the value of any replacement buyout awards should be no more than the 
commercial value of awards which have been forfeited the form of any award would be determined at the time and the committee 
may make buyout awards under lr 942 of the listing rules for buyout awards only
• the maximum variable pay opportunity in respect of recruitment excluding buyouts comprises a maximum annual bonus of 200 
of annual salary and a maximum psp grant of 200 of annual salary as stated in the policy table above the committee retains the 
flexibility to determine that for the first year of appointment any annual incentive award within this maximum will be subject to such 
terms as it may determine
where an executive director is appointed from within the company or following corporate activityreorganisation eg merger with another 
company the normal policy would be to honour any legacy arrangements in line with the original terms and conditions 
where the recruitment requires relocation of the individual the committee may provide for additional costs and benefits 
on the appointment of a new chairman or nonexecutive director the remuneration package will be consistent with the policy set 
out above
ceo kate swann
minimum target maximum
100
£1044k
48
35
17
£2169k
26
37
37
£4044k
cfo jonathan davies
minimum target maximum
100
£497k
57
29
14
£872k
33
33
34
£1497k
 longterm incentive
 annual bonus
  fixed pay
 longterm incentive
 annual bonus
  fixed pay 37
strategic report
corporate governance
financial statements
details of directors’ service contracts 
executive directors
executive directors have rolling service contracts none of the existing service contracts for executive directors makes any provision for 
termination payments other than for payment in lieu of notice
kate swann’ s payment in lieu of notice would be calculated by reference to the base salary and pension contributions or equivalent 
allowance in respect of any unexpired portion of the notice period this payment can be made in instalments over the notice period and can 
be reduced where alternative employment is commenced during the notice period any such payment to kate swann would be repayable 
net of tax if it was subsequently discovered that the company would have been permitted to dismiss her summarily
jonathan davies’ payment in lieu of notice would be calculated by reference to the base salary in respect of any unexpired portion of 
the notice period this payment can be made in instalments over the notice period and can be reduced where alternative employment 
is commenced during the notice period
the executive directors’ service contracts contain provisions relating to salary car allowance pension arrangements medical insurance 
life insurance business travel insurance company car holiday and sick pay and the reimbursement of reasonable out of pocket expenses 
incurred by the executive directors while on company business 
kate swann’ s service contract includes the provision that she is entitled to participate in the annual bonus scheme for any new executive 
directors appointed their participation in the company’ s incentive plans will be at the discretion of the remuneration committee
the following service contracts in respect of executive directors who were in office during the year are rolling service contracts and therefore 
have no end date
date of commencement of contract notice period for director notice period for company
kate swann 15 july 2014 9 months 12 months
jonathan davies 15 july 2014 9 months 12 months
service contracts for new executive directors will be limited to nine months’ notice for the director and 12 months’ notice for the company
chairman
the terms of the chairman’ s appointment broadly reflect the terms of the threeyear appointments of the nonexecutive directors 
the chairman’ s appointment can be terminated at any time upon written notice resignation or in accordance with the articles of association 
of the company 
the chairman receives no benefits from the office other than fees and reimbursement of expenses incurred in performance of his duties 
including any tax due on the expenses he is not eligible to participate in group pension arrangements 
nonexecutive directors
all nonexecutive directors have been appointed on an initial term of three years subject to renewal thereafter all are subject to annual 
reelection by shareholders 
the nonexecutive directors have letters of appointment which can be terminated at any time upon written notice resignation or in 
accordance with the articles of association of the company per franzén’ s appointment may be terminated by the board if eqt and their 
associates no longer exercise or control the exercise of 10 of the company
nonexecutive directors receive no benefits from their office other than fees and reimbursement of expenses incurred in performance of their 
duties including any tax due on the expenses they are not eligible to participate in group pension arrangements 
effective date of appointment letter current term expires
vagn sørensen 15 july 2014 14 july 2017
john barton 15 july 2014 14 july 2017
ian dyson 15 july 2014 14 july 2017
denis hennequin 15 july 2014 14 july 2017
per franzén 15 july 2014 14 july 2017
directors’ service contracts are kept for inspection by shareholders at the company’ s registered office
payments to departing directors
in the event that the employment of an executive director is terminated any compensation payable will be determined by reference to 
the terms of the service contract between the company and the employee as well as the rules of any incentive plans the committee 
may structure any compensation payments in such a way as it deems appropriate taking into account the circumstances of departure 
in the event of the company terminating an executive director’ s contract the level of compensation would be subject to mitigation if 
considered appropriate  38
corporate governance
ssp group plc annual report and accounts 2014
directors’ remuneration policy continued
payment in lieu of notice in the event of termination by the company of an executive director’ s employment a payment in lieu of notice may be 
paid 
this payment would be equal to a maximum of annual base salary and cash allowance in lieu of pension in respect of 
any unexpired portion of the notice period 
this payment can be made in instalments over the notice period and can be reduced where alternative employment is 
commenced during the notice period
annual bonus executive directors may at the determination of the committee remain eligible to receive an annual bonus for the 
financial year in which they ceased employment
any such bonus will be determined by the committee taking into account time in employment and performance
performance share plan 
awards
on cessation of employment any outstanding unvested awards will lapse unless the participant dies or is deemed to be 
a ‘good leaver’ by the committee in its discretion
where the participant is deemed to be a ‘good leaver’ any outstanding unvested awards will normally continue and 
will vest at the normal vesting date to the extent the original performance conditions have been satisfied awards will 
normally unless the committee determines that an alternative proportion of the awards should vest be prorated for 
the portion of the vesting period completed in employment 
the committee may in exceptional circumstances or if the participant dies decide to allow awards to vest on cessation 
of employment subject to the committee’ s assessment of performance against the original performance conditions 
at that time or the committee’ s assessment of the likely achievement of the performance conditions over the original 
performance period awards will normally unless the committee determines that an alternative proportion of the 
awards should vest be prorated for the portion of the vesting period completed in employment
payments in relation to 
statutory rights
the company may pay an amount considered reasonable by the remuneration committee in respect of an executive 
director’ s statutory rights
payments required by law the company may pay damages awards fines or other compensation awarded to an executive director by 
any competent court or tribunal or other payments required to be made on termination of employment under 
applicable law
professional fees the company may pay an amount considered reasonable by the remuneration committee in respect of fees for legal 
and tax advice and outplacement support for the departing executive director
award under lr 942
were an award to be made under lr 942 then the leaver provisions would be determined at the time of award
takeovers and other corporate events
under the psp on a takeover or voluntary windingup of the company psp awards will vest in accordance with the rules of the plan 
vesting would be determined by the committee based on the proportion of the vesting period that has elapsed and the extent to which 
the performance conditions have been satisfied although the committee has the discretion to determine that such greater proportion 
as it considers appropriate of the awards should vest including where it considers the level of shareholder returns is at a superior level
in the event of a variation of share capital demerger capital distribution or any other event having a material impact on the value of the 
shares the committee may determine that outstanding psp awards shall vest on the same basis as set out above for a takeover 
alternatively the committee may with the consent of the acquiring company decide that psp awards will not vest on a corporate event but 
will be replaced by new awards over shares in the new acquiring company or another company determined by the acquiring company
bonuses may be paid in respect of the year in which the change of control or winding up of the company occurs if the committee 
considers this appropriate the committee may determine the level of bonus taking into account any factors it considers appropriate
amendments
the committee may make amendments to the terms of the company’ s incentive plans in accordance with the rules of those plans which 
were summarised for shareholders in the company’ s ipo prospectus
the committee may make minor amendments to the policy set out above for regulatory exchange control tax administrative purposes 
or to take account of a change in legislation without obtaining shareholder approval for that amendment
consideration of conditions elsewhere in the group
in making remuneration decisions the committee also considers the pay and employment conditions elsewhere in the group
when reviewing and setting executive director remuneration the committee takes into account the pay and employment conditions of 
company employees the companywide pay review budget is one of the key factors when reviewing the salaries of the executive directors 
although the group has not carried out a formal employee consultation regarding board remuneration it does comply with local regulations 
and practices regarding employee consultation more broadly
consideration of shareholder views
in reviewing and setting remuneration including that of executive directors the committee receives updates on investors’ views and 
may from time to time engage directly with investors andor investor representative organisations on remuneration topics as appropriate 
these lines of communication ensure that emerging best practice principles are factored into the committee’ s decisionmaking 39
strategic report
corporate governance
financial statements
annual report on remuneration
audited information
the information presented from this section up until the relevant note on page 41 is the audited section of this report
single total figure of remuneration
the following table sets out the total remuneration for executive directors and nonexecutive directors for the year ended  
30 september 2014 all figures are for the full financial year unless otherwise stated
all figures shown in £000
  salary and fees 
a
      benefits
 b
      pension 
c 
   annual bonus 
d 
longterm 
incentives 
e
     other 
f
   total
2014 2013 2014 2013 2014 2013 2014 2013 2014 2013 2014 2013 2014 2013
executive directors
kate swann 
joined board 16 june 2014 211 – 15 – 74 – 440 – – – 3807  – 4547 –
jonathan davies 
joined board 16 june 2014 117 – 4 –   25 – 98 – – – 1393  – 1637 –
nonexecutive directors 
g
vagn sørensen 70 43 – – – – – – – – 100 – 170 43
john barton 
joined board 4 april 2014 19 – – – – – – – – – 75 – 94 –
ian dyson 
joined board 4 april 2014 17 – – – – – – – – – 75 – 92 –
per franzén 10 – – – – – – – – – – – 10 –
denis hennequin 
joined board 14 feb 2014 18 – – – – – – – – – 75 – 93 –
john barry gibson 
left board 16 june 2014 15 21 – – – – – – – – 50 – 65 21
simon marinker 
left board 16 june 2014 16 – – – – – – – – – – – 16 –
  kate swann and jonathan davies were appointed as directors of the company on 16 june 2014 prior to 16 june 2014 they were employees of ssp financing uk limited as such the table above shows 
their remuneration for the period from appointment as directors to 30 september 2014
notes to the table 
a  salary and fees – this represents the base salary or fees paid in respect of the relevant financial year 
b  benefits – this represents the taxable value of all benefits paid in respect of the relevant financial year executive directors’ benefits may include private healthcare for the executive and their family 
car allowance or a company car and travel to and from work including associated tax paid 
c  pension allowance – executive directors receive a cash allowance in lieu of pension contributions kate swann received a cash allowance of 35 of salary per annum and jonathan davies received a cash 
allowance of 21 of salary per annum 
d  annual bonus – this represents the bonus awarded in respect of the period from appointment to the board
e  longterm incentives – this figure represents the value of longterm incentive plans with a performance period ending in the relevant year no longterm incentive plans vested in 2013 or 2014 the first 
award under the ssp performance share plan was made in july 2014 and will measure performance in the period from the date of the company’s admission to the london stock exchange on 15 july 
2014 to the date falling three months after the publication of preliminary results for the year ending 30 september 2017 
f  other – as disclosed in the prospectus certain individuals received additional awards in recognition of their contribution to the successful admission of the company onto the london stock exchange 
kate swann received a cash award of £1325000 from the company and an award of 1181862 shares from the previous majority shareholder on admission worth £2482000 based on the ipo offer 
price of 210p jonathan davies received a cash award of £400000 from the company and an award of 472746 shares from the previous majority shareholder on admission worth £993000 based on 
the ipo offer price of 210 pence
g  nonexecutive directors – the chairman receives a fee of £175000 per annum other nonexecutive directors receive a basic fee of £45000 per annum the senior independent director chairman of 
the audit committee and chairman of the remuneration committee each receive an additional £10000 per annum per appointment the chairman vagn sørensen received a fee of £100000 and 
john barton ian dyson and denis hennequin each received a fee of £75000 from the company on admission to reward the work undertaken in preparing the company for admission to the london 
stock exchange they all used the posttax amount of the fee to purchase shares in the company upon admission john barry gibson received a fee of £50000 funded by the previous shareholder under 
a preexisting entitlement  40
corporate governance
ssp group plc annual report and accounts 2014
annual report on remuneration continued
additional disclosures in respect of the single figure table
base salary
the table below shows base salaries of the executive directors which were effective on the date of the company’ s admission to the london 
stock exchange on 15 july 2014
base salaries on 15 july 2014
kate swann £750000 per annum
jonathan davies £400000 per annum
annual bonus
the bonus for the year ended 30 september 2014 was primarily based on ebitda performance any bonus earned in respect of above 
target ebitda performance was subject to a multiplier based on an assessment of individual performance including financial personal and
or strategic objectives if the individual performance rating is significantly below expectations the committee could decide not to award a 
bonus under this framework kate swann had the opportunity to receive an annual bonus up to a maximum of 200 of her base salary 
and jonathan davies had the opportunity to receive up to 105 of his base salary
ebitda performance in the year was £1740m meeting the maximum target of £1740m at 2014 budget foreign exchange rates 
and adjusted for the costs of admission and other exceptional items based on this performance and individual performance in the year 
kate swann earned a bonus of 200 of salary and jonathan davies earned a bonus of 84 of salary
scheme interests awarded during the financial year
ssp performance share plan 2014 awards
as outlined in the policy table psp awards in the form of nil cost options are granted over ssp group plc shares with the number of shares 
under award determined by reference to a percentage of base salary 
the following table provides details of the performance share awards made under the psp on 16 july 2014 
face value 
£
face value 
 of salary
end of performance  
period
kate swann £1500000 200 3 months after the 
announcement of results 
for financial year ending 
30 september 2017
jonathan davies £500000 125
face value has been calculated using the ipo offer price of 210 pence
the performance conditions attached to this share award are detailed below 
75 of the award – earnings per share eps growth over the  
threeyear period from 1 october 2014 to 30 september 2017 
eps – compound annual growth percentage of the award vesting
less than 7 per annum 0
7 per annum 25
12 per annum or more 100
 
straightline vesting operates between these points
eps growth will normally be calculated using the actual foreign 
exchange rates however given the international nature of ssp’ s 
business in order to ensure that management performance during 
the performance period is appropriately rewarded the committee 
may make an adjustment upwards or downwards where there have 
been exceptional movements in foreign exchange rates during the 
performance period
25 of the award – relative total shareholder return tsr 
performance against a peer group of companies
relative tsr performance percentage of the award vesting
below median 0
median 25
upper quartile 100
 
straightline vesting operates between these points
ssp’ s tsr will be calculated using the ipo offer price of 210 pence 
as the starting value the committee decided that this approach 
maximises the alignment between executives and the shareholders 
following ipo for constituents of the peer group a threemonth 
average from 16 june 2014 will be used 41
strategic report
corporate governance
financial statements
the relative tsr peer group for the 2014 award is set out below
autogrill dunelm group inchcape millennium  copthorne hotels stagecoach group
booker group elior intercontinental hotels group mitchells  butlers tesco
carphone warehouse group enterprise inns jd sports fashion n brown group thomas cook group
compass group first group j d wetherspoon national express tui travel
debenhams goahead group j sainsbury next udg healthcare
dignity greene king kingfisher ocado group whsmith
dixons retail halfords group marks and spencer group restaurant group whitbread
domino’ s pizza group home retail group marston’s sports direct international wm morrison supermarkets
share incentive plan awards
executive directors will be eligible to participate in the all employee share incentive plan sip on the same basis as other eligible employees 
but no sip offer was made in the year ended 30 september 2014
payments for loss of office
there have been no payments to directors for loss of office in the 2014 financial year 2013 £nil
statement of directors’ shareholding and share interests
directors’ shareholdings and share ownership guidelines
shareholding guidelines require executive directors to build up over time a personal shareholding in the company equivalent in value to 
200 of salary for the ceo and 125 of salary for the cfo executives are encouraged to retain vested shares earned under the company’ s 
incentive plans until the shareholding guidelines have been met 
the chairman and each independent nonexecutive director are expected to build and then maintain a shareholding in the company 
equivalent in value to 100 of their annual gross fee the period over which the minimum shareholding must be built up is a three year 
period either from the date of admission or from the date of appointment if later
director
shareholding
requirement 
as a  of salary 
 of salary achieved
shares owned outright at 
30 september 2014
interests in share incentive 
schemes awarded subject to 
performance conditions at 
30 september 2014
kate swann 200 1593 4601800 714286
jonathan davies 125 849 1308164 238096
vagn sørensen – 493147 –
john barton – 57142 –
ian dyson – 18928 –
per franzén – – –
denis hennequin – 18928 –
for the purposes of determining executive director shareholdings the individual’s salary at the yearend and the share price at 30 september 2014 25970 pence has been used
the interests in the share capital of the company of the directors are beneficial or are interests of a person connected with a director
this is the end of the audited section of the annual report on remuneration 42
corporate governance
ssp group plc annual report and accounts 2014
annual report on remuneration continued
historical tsr performance
as the company is a constituent of the ftse 250 the ftse 250 index provides an appropriate indication of market movements against 
which to benchmark the company’ s performance the chart below summarises the company’ s tsr performance against the ftse 250 index 
over the 11week period from admission on 15 july 2014 to 30 september 2014 
tsr performance since admission
chief executive officer remuneration outcomes
the table below summarises the chief executive officer single figure for total remuneration annual bonus payable and longterm incentive 
plan vesting levels as a percentage of maximum opportunity for the 2014 financial year
1
 
chief executive officer 2014
chief executive officer single figure of remuneration £m £45m
annual bonus payable 
as a  of maximum opportunity 100
longterm incentive vesting outturn as a  of maximum opportunity na
1
  the additional awards of cash and shares made on admission by the company and the previous majority shareholder are included in the above
percentage change in remuneration of the chief executive officer
the chief executive officer was appointed as a director of ssp on 16 june 2014 part way through the financial year to 30 september 
2014 given that the required disclosure of the remuneration of the chief executive officer only covers part of a financial year the change 
in the chief executive officer’ s remuneration between 2013 financial year before the chief executive officer was appointed and the 2014 
financial year a part year does not provide any meaningful indication of the ongoing relationship between the pay of the chief executive 
officer and pay for other employees we will provide additional information in the 2015 annual report on remuneration once the chief 
executive officer has been in role for a full financial year
relative importance of the spend on pay
the company did not pay dividends or undertake a share buyback programme during the year ended 30 september 2014 details of total 
staff costs are provided in note 6 to the group accounts page 68
30092014 admission 15072014
125
120
115
110
105
100
95
90
ftse 250
ssp group
tsr
116
100 43
strategic report
corporate governance
financial statements
fees from external directorships
kate swann was a nonexecutive director of babcock international group plc during the year she retained a fee of £15889 in respect of 
that directorship for the period from her appointment as a director of ssp group plc to 30 september 2014 jonathan davies did not receive 
any fees from external directorships during the year
implementation of remuneration policy in the year ended 30 september 2015
this section provides an overview of how the committee is proposing to implement our remuneration policy in the year ended 
30 september 2015
base salary
the remuneration committee considers a number of factors when reviewing the base salaries including
• the individuals’ skills experience and recent performance
• business performance
• affordability
• market practice for comparable roles at companies of a similar size and complexity and
• pay and conditions elsewhere in the group
the table below shows base salaries at 1 october 2014
base salary at 1 october 2014
kate swann £750000
jonathan davies £400000
benefits
the benefits received by each executive director will continue to include private healthcare for the executive and their family life insurance 
car allowance or a company car driver and travel to and from work including associated tax paid 
pension allowance
the current executive directors will receive a cash allowance of in lieu of pension the table below shows the expected cash allowances for 
the year ended 30 september 2015
cash allowance in lieu of pension 
 of salary
kate swann 35
jonathan davies 21
annual bonus
as disclosed in the prospectus the maximum annual bonus opportunity for executive directors will be 200 of base salary for the chief 
executive and 125 of salary for the chief financial officer for the year ended 30 september 2015
profit is the key financial measure for the company and is therefore the most appropriate measure of the executive’ s performance 
bonuses for the year ended 30 september 2015 will use group operating profit as the primary financial target as the remuneration 
committee considered that for the future it is more aligned with shareholders’ interests than ebitda the group operating profit targets 
are considered commercially sensitive so have not been disclosed the company will disclose the targets retrospectively when they are 
considered no longer commercially sensitive
for the year ended 30 september 2015 the multiplier based on the individual performance assessment will be extended to apply to any 
bonus earned based on financial performance
performance share plan
the committee does not intend to make an award under the ssp performance share plan in the year ended 30 september 2015 
given the award post ipo was made in july 2014 and vesting for that award will be measured over the period to three months after 
the announcement of results for the year ending 30 september 2017 the next award to executive directors is likely to be made in 
november 2015  44
corporate governance
ssp group plc annual report and accounts 2014
annual report on remuneration continued
nonexecutive director remuneration
the nonexecutive director fees are not expected to be reviewed in the coming year and therefore the fees will remain as outlined in the 
table below
2015 fees
chairman of the board £175000
board member £45000
additional fee for senior independent director £10000
additional fee for chairman of auditremuneration committee £10000
consideration by the directors of matters relating to directors’ remuneration
the ssp board entrusts the remuneration committee with the responsibility for setting the remuneration policy in respect of executive 
directors and senior executives and ensuring its ongoing appropriateness and relevance in setting the remuneration for these groups the 
committee considers the pay and conditions of the wider workforce and roles in relevant geographies
the table below shows the committee members and their attendance at committee meetings since admission
meetings attended
john barton 11
ian dyson 11
denis hennequin 11
internal advice
the chief executive officer chief financial officer the group hr director and the company secretary attended committee meetings by 
invitation other than when their personal remuneration is being discussed the company secretary acted as secretary to the committee 
external advice
during the year ended 30 september 2014 the committee received independent advice on executive remuneration matters from 
deloitte llp  deloitte received £90000 in fees for these services deloitte is a member of the remuneration consultants group and as such 
voluntarily operates under the code of conduct in relation to executive remuneration consulting in the uk during the year deloitte also 
provided the company with internal audit services consulting services a working capital review tax services and transactionrelated services 
the committee appointed deloitte to the role of independent advisors to the committee the committee has reviewed the advice provided 
by deloitte during the year and is comfortable that it has been objective and independent the committee has reviewed the potential for 
conflicts of interest and judged that there were appropriate safeguards against such conflict 
statement of shareholder voting
as ssp has not yet held an agm since admission to the london stock exchange there are no voting figures to report 45
strategic report
corporate governance
financial statements
directors’ report
this section of the annual report includes additional information required to be disclosed under the companies act 2006 the ‘act’ the 
uk corporate governance code 2012 the ‘code’ the disclosure and transparency rules the ‘dtrs’ and the listing rules of the financial 
conduct authority 
certain information required to be included in the directors’ report is included in other sections of this annual report including
• the strategic report on pages 1 to 19 
• the corporate governance report on pages 20 to 25 
• the audit committee report on pages 26 to 30 and 
• the directors’ remuneration report on pages 31 to 44
the sections referred to above provide an overview of the strategy development and performance of the company’ s business in the 
year ended and as at 30 september 2014 together with information on the approach of the company to corporate governance and 
the constitution work and effectiveness of the board and its principal committees these sections are incorporated by reference into the 
directors’ report
corporate information and listing on the london stock exchange
the company was incorporated and registered in england and wales on 9 march 2006 as a private company limited by shares under the 
companies act 1985 with the registered number 5735966 on 4 july 2014 the company was reregistered as a public limited company 
the company’ s registered office and principal place of business is at 169 euston road london nw1 2ae 
on 15 july 2014 the entire issued ordinary share capital of the company was admitted to the premium listing segment of the official list of 
the financial conduct authority and to unconditional trading on the london stock exchange plc’ s main market for listed securities under the 
ticker ‘sspg’ admission 
dividends
the directors are not proposing to recommend any dividend in respect of the financial year ended 30 september 2014
share capital
at the date of this report there were 474999954 ordinary shares of 1 pence in issue which are fully paid up and are quoted on the london 
stock exchange further information regarding the company’ s issued share capital and movements in the financial year can be found in note 
20 to the financial statements on pages 81 and 82 
preemption rights and authority to allot
the act requires that any shares issued wholly for cash must be offered to existing shareholders in proportion to their existing holdings unless 
the company is authorised to the contrary by a resolution of the shareholders resolutions giving such authority were passed preadmission 
on 3 july 2014
at the agm the directors will ask shareholders to give the directors authority to allot equity shares representing approximately onethird 
of the issued ordinary shares calculated at the latest practicable date prior to the publication of the notice of agm the initial section 551 
authority in accordance with the investment association’ s share capital management guidelines the directors will also ask shareholders 
to give the directors authority to allot ordinary shares representing approximately twothirds of the issued ordinary shares calculated at the 
latest practicable date prior to publication of the notice of agm as reduced by the nominal amount of any shares issued under the initial 
section 551 authority if approved these authorities will expire no later than the conclusion of the agm to be held in 2016 or at the close of 
business on 31 march 2016 whichever is sooner
the directors also recommend that the directors be granted a limited authority to allot equity shares for cash other than pro rata to existing 
shareholders if granted this authority will give the directors the ability until the agm to be held in 2016 to issue ordinary shares for cash 
other than pro rata to existing shareholders in connection with a rights issue or up to a limit of 5 of the issued ordinary share capital 
calculated at the latest practicable date prior to the publication of the notice of agm the directors have no present intention to issue 
ordinary shares other than pursuant to the company’ s employee share schemes and this authority will maintain the company’ s flexibility in 
relation to future share issues including any issues to finance business opportunities should appropriate circumstances arise
repurchase of shares
on 3 july 2014 the shareholders approved the authorisation of market purchases of ordinary shares up to a maximum of 590686 ordinary 
shares representing 10 of the company’ s issued share capital at the time of admission the authority will lapse at the end of the agm on 
3 march 2015 the company has not made and does not currently intend to make any market purchases of ordinary shares pursuant to 
this authority
rights and restrictions on shares and transfers of shares
certain restrictions which are customary for a listed company apply to the rights and transfers of ordinary shares in the company 
the rights and obligations attaching to the company’ s ordinary shares in addition to those conferred on their holders by law are set out 
in the company’ s articles of association copies of which can be obtained from companies house in the uk or by writing to the company 
secretary the key points are summarised on the next page  46
corporate governance
ssp group plc annual report and accounts 2014
directors’ report continued
ordinary shares
notice of meetings must be given to every shareholder and to any person entitled to a share unless the articles of association or the rights 
of the shares say they are not entitled to receive them from the company the board can decide that only people who are entered on the 
register of members at the close of business on a particular day are entitled to receive the notice on a show of hands at a general meeting 
every member present in person shall have one vote and on a poll every member present in person or by proxy shall have one vote for every 
ordinary share held no shareholder holds ordinary shares which carry special rights relating to the control of the company
dividends and distributions on winding up to shareholders
holders of ordinary shares may receive interim dividends approved by directors and dividends declared in general meetings on a liquidation 
and subject to a special resolution of the company the liquidator may divide among members in specie the whole or any part of the assets 
of the company and may for such purpose value any assets and may determine how such division shall be carried out
transfers of ordinary shares
the articles of association place no restrictions on the transfer of ordinary shares or on the exercise of voting rights attached to them 
except i in very limited circumstances such as a transfer to more than four persons and ii where the company has exercised its rights to 
suspend their voting rights or to prohibit their transfer following the omission by their holder or any person interested in them to provide the 
company with information requested by it in accordance with part 22 of the act restrictions on transfers may apply where the holder is 
precluded from exercising rights by the listing rules the city code on t akeovers and mergers or any other regulations
dealings subject to the model code of the listing rules 
pursuant to the listing rules directors and other persons discharging managerial responsibilities and certain employees require the approval 
of the company to deal in the ordinary shares of the company
exercise of rights of shares in employee share schemes
awards held by relevant participants under the company’ s various share plans carry no rights until the shares are issued the trustee of the 
performance share plan does not seek to exercise voting rights on existing shares held in the employee trust
substantial shareholdings
the company has been notified of the following significant holdings of voting rights in its ordinary shares as at 30 september 2014 and as 
at the date of this report 
name
 of voting rights  
as at 30 september 2014
 of voting rights  
as at the date of this report
eqt iv limited 375 375
old mutual plc 91 113
schroders plc 69 50
artemis investment management llp 38 38
jpmorgan asset management uk limited and jpmorgan investment 
management inc
36 36
gic private limited 32 32
directors
particulars of the directors in office at the date of this report are listed on pages 20 and 21 each of the directors held office throughout the 
year with the following exceptions
• on 4 april 2014 john barton and ian dyson were appointed as nonexecutive directors of the company
• on 14 february 2014 denis hennequin was appointed as a nonexecutive director of the company
• on 16 june 2014 kate swann and jonathan davies were appointed as executive directors of the company and 
• on 16 june 2014 john barry gibson and simon marinker stepped down as nonexecutive directors of the company 
appointment and removal of directors
the company may by ordinary resolution of the shareholders of the company at a general meeting remove any director from office and 
elect another person in place of a director so removed from office following recommendation by the nomination committee in accordance 
with its terms of reference for approval by the board
pursuant to the relationship agreement the relationship agreement entered into between the company and eqt iv limited eqt eqt 
may propose the appointment of two nonexecutive directors to the board for so long as they and their associates are entitled to exercise 
or to control the exercise of 25 or more of the votes able to be cast on all or substantially all matters at general meetings of the company 
eqt is able to propose the appointment of one nonexecutive director to the board for so long as they and their associates are entitled to 
exercise or to control the exercise of 10 or more of the votes able to be cast on all or substantially all matters at general meetings of the 
company per franzén is an appointee of eqt   47
strategic report
corporate governance
financial statements
the processes for the appointment and replacement of directors are governed by the company’ s articles of association the code the act 
the listing rules and related legislation in accordance with the code at the first agm of the company to be held on 3 march 2015 each 
director will submit himself or herself for election 
powers of the directors
subject to the articles of association the act and related legislation any directions given by special resolution and any relevant statutes 
and regulations the business of the company will be managed by the board who may exercise all the powers of the company
directors’ interests
the directors’ interests in shares and options over ordinary shares in the company are shown in the directors’ remuneration report on 
page 41 in line with the requirements of the act each director has notified the company of any situation in which he or she has or could 
have a direct or indirect interest that conflicts or possibly may conflict with the interests of the company a situational conflict these were 
considered and approved by the board in accordance with the company’ s articles of association on 23 september 2014 and each director 
was informed of the authorisation and any terms on which it was given the board has formal procedures to deal with directors’ conflicts 
of interest the board reviews and where appropriate approves certain situational conflicts of interest that are reported to it by directors 
and a register of those situational conflicts is maintained and will be reviewed by the board going forward 
other than the relationship agreement at no time during the year did any of the directors have a material interest in any significant contract 
with the company or any of its subsidiaries
directors’ indemnities
the company has made qualifying indemnity provisions as defined by section 236 of the act for the benefit of its directors during the 
financial year ended 30 september 2014 and which remain in force at the date of this report in addition directors and officers of the 
company and its subsidiaries are covered by directors’ and officers’ liability insurance as well as prospectus liability insurance which provides 
cover for liabilities incurred by directors in the performance of their duties or powers in connection with the issue of the prospectus in 
relation to the listing 
defence fees were paid under the group directors’ and officers’ liability insurance during the financial year ended 30 september 2014 
in respect of a case brought by the greek civil aviation authority in 2013 against and successfully defended by four former managers 
employed by the company’ s greek subsidiary 
awards under employee share schemes
details of employee share schemes and awards made during the year and held by executive directors as at 30 september 2014 are set out 
in the directors’ remuneration report on pages 31 to 44
details of awards made during the year and held by employees as at 30 september 2014 under the performance share plan are disclosed 
in note 21 to the consolidated financial statements on page 83
controlling shareholders
on 10 july 2014 the company and eqt entered into the relationship agreement in which the parties agreed to comply with the 
‘independence provisions’ as set out in paragraph 614dr of the listing rules the independence provisions furthermore eqt agreed to 
procure that the eqt funds who hold beneficial interests in the company’ s shares the eqt funds and their associates also comply with such 
provisions as at 30 september 2014 and as at the date of this report eqt and the eqt funds together exercise or control 375 of the 
votes to be cast on all or substantially all matters at general meetings of the company 
the company confirms that since 10 july 2014 it has complied with the independence provisions and so far as it is aware eqt and 
its associates have complied with and eqt has procured that the eqt funds and their respective associates have complied with the 
independence provisions
annual general meeting
all holders of ordinary shares are entitled to attend the agm and all holders of ordinary shares on the register at the relevant record date are 
entitled to receive the notice of agm which is posted at least 20 working days before the agm they are also entitled to speak at general 
meetings of the company to appoint one or more proxies or if they are corporations corporate representatives and to exercise voting 
rights shareholders may vote and appoint proxies electronically the notice of meeting specifies deadlines for exercising voting rights and 
appointing a proxy or proxies to vote in relation to resolutions to be put to the agm
the agm will be held on 3 march 2015 the results of the voting on resolutions will be made available to shareholders on the group’ s 
website after the meeting at the meeting the group chief executive officer and the chairmen of the board committees will also be 
present to answer questions on any matters relating to the group’ s business shareholders will also have an opportunity to meet directors 
informally after the meeting  48
corporate governance
ssp group plc annual report and accounts 2014
directors’ report continued
change of control
contracts
there are a number of contracts which allow the counterparties to alter or terminate those arrangements in the event of a change of 
control of the company these arrangements are commercially sensitive and confidential and their disclosure could be seriously prejudicial 
to the group 
other agreements
the company does not have agreements with any director or officer that would provide compensation for loss of office or employment 
resulting from a takeover except that provisions of the company’ s share plans may cause options and awards granted under such plans 
to vest on a takeover
the company’ s main credit facilities being the committed bank facilities dated 16 june 2014 as amended from time to time contain a 
provision such that in the event of a change of control if a lender so requires and has notified the agent within 10 business days of the 
agent notifying the lenders of the event the commitment of that lender will be cancelled and all outstanding amounts together with 
accrued interest under that commitment will become repayable on the date notified in writing by the agent that the relevant commitment 
has been cancelled where such date must be not less than 10 business days after the date of the notice
articles of association
the articles of association of the company may be amended by special resolution of the shareholders
political donations
the company’ s policy is not to make political donations neither the company nor its subsidiaries during the financial year ended 
30 september 2014 made any political donation to a political party other political organisation or independent election candidate or 
incurred any political expenditure or made any contribution to a noneu political party the company will propose to shareholders at this 
year’ s agm that a precautionary authority be granted up to £25000 in aggregate details are included in the notice of agm 
greenhouse gas emissions
the board has identified and assessed the significant environmental social and governance risks to the company’ s short and longterm 
value as well as the opportunities to enhance value that may arise from improving its environmental performance the sustainability report 
on pages 17 to 19 reports on environmental matters including the impact of the group’ s businesses on the environment the group’ s annual 
quantity of greenhouse emissions in tonnes of carbon dioxide the group’ s employees and on social and community issues
treasury and risk management
the group’ s financial risk management objectives and policies including its hedging policy and the main risks arising from the group’ s 
financial assets and liabilities are summarised on page 12 and in note 23 to the consolidated financial statements on page 84 to 88 
going concern
the financial information has been prepared on a going concern basis in support of which the board has reviewed the group’ s trading 
forecasts for the next 12 months these forecasts which include detailed cash flow projections comprise assumptions as to sales and 
profit performance by segment and by month and take account of the normal seasonality profile of the business as a result the directors 
are confident that the assumptions underlying their forecasts are reasonable and that the group will be able to operate within its banking 
covenants and available liquidity headroom
notwithstanding the above however there remains a risk that a downturn in the global economy could result in passenger numbers and 
consumer spending in the travel market which are worse than the board is currently envisaging as a result the directors have also reviewed 
forecasts which include sensitivities that make allowance for this risk should such a scenario arise the directors are confident they have 
adequate liquidity and covenant headroom to ensure that the group can meet its liabilities as they fall due for the foreseeable future
accordingly the directors believe that it is appropriate to prepare this financial information on a going concern basis 49
strategic report
corporate governance
financial statements
auditors
the auditors kpmg llp  have indicated their willingness to continue in office and a resolution that they will be reappointed will be proposed 
at the agm
statement of disclosure of information to auditors
so far as each director in office on the date of this report is aware there is no relevant audit information of which the company’ s auditors 
are unaware and the directors have taken all the steps which they ought to have taken as directors to make themselves aware of any 
relevant audit information and to establish that the company’ s auditors are aware of that information this confirmation is given and should 
be interpreted in accordance with the provisions of section 418 of the act 
forward looking statements
these reports and financial statements contains certain forward looking statements which are subject to assumptions risks and uncertainties 
actual future results may differ materially from those expressed in or implied in such statements many of these assumptions risks and 
uncertainties relate to factors that are beyond the company’ s ability to control or estimate precisely the forward looking statements 
reflect the knowledge and information available at the date of preparation of this annual report and will not be updated during the year 
these forwardlooking statements include all matters that are not historical facts they appear in a number of places throughout these 
reports and financial statements and include statements regarding the current intentions beliefs or expectations of the directors or the 
company concerning among other things the results of operations financial condition prospects growth strategies and dividend policy 
of the company and the industry in which it operates in particular the statements regarding the company’ s strategy and other future events 
or prospects are forwardlooking statements nothing in this annual report should be construed as a profit forecast 
approved by the board and signed on its behalf by
helen byrne
general counsel and company secretary
26 november 2014 50
corporate governance
ssp group plc annual report and accounts 2014
the directors are responsible for preparing the annual report and the group and parent company financial statements in accordance with 
applicable law and regulations 
company law requires the directors to prepare group and parent company financial statements for each financial year under that law they 
are required to prepare the group financial statements in accordance with ifrss as adopted by the eu and applicable law and have elected 
to prepare the parent company financial statements in accordance with uk accounting standards 
under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of 
the state of affairs of the group and parent company and of their profit or loss for that period in preparing each of the group and parent 
company financial statements the directors are required to 
• select suitable accounting policies and then apply them consistently 
• make judgments and estimates that are reasonable and prudent 
• for the group financial statements state whether they have been prepared in accordance with ifrss as adopted by the eu 
• for the parent company financial statements state whether applicable uk accounting standards have been followed subject to any 
material departures disclosed and explained in the 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 strategic report 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
we confirm that to the best of our knowledge
•  the financial statements prepared in accordance with the applicable set of accounting standards give a true and fair view of the assets 
liabilities financial position and profit or loss of the company and the undertakings included in the consolidation taken as a whole and
•  the strategic report includes a fair review of the development and performance of the business and the position of the issuer and the 
undertakings included in the consolidation taken as a whole together with a description of the principal risks and uncertainties that 
they face
we consider the annual report and accounts taken as a whole is fair balanced and understandable and provides the information necessary 
for shareholders to assess the group’ s position and performance business model and strategy
by order of the board
kate swann
chief executive officer
26 november 2014
jonathan davies
chief financial officer
26 november 2014
statement of directors’ responsibility in respect of the annual report and the 
financial statements 51
strategic report
corporate governance
financial statements
independent auditor’ s report to the members of ssp group plc only
opinions and conclusions arising from our audit
1 our opinion on the financial statements is unmodified 
we have audited the financial statements of ssp group plc for the year ended 30 september 2014 set out on pages 54 to 94 
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  
30 september 2014 and of the group’ s loss for the year then ended 
• the group financial statements have been properly prepared in accordance with international financial reporting standards as adopted 
by the european union ifrss as adopted by the eu 
• the parent company financial statements have been properly prepared in accordance with uk accounting standards 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 international accounting standards ias regulation 
2 our assessment of risks of material misstatement
in arriving at our audit opinion above on the financial statements the risks of material misstatement that had the greatest effect on our audit 
were as follows
a valuation of goodwill and indefinite life intangible assets £6345m 
refer to the audit committee report on page 28 note 2 on page 64 and note 10 on pages 71 to 72 notes to the consolidated financial 
statements
the risk 
• the group carries significant goodwill and indefinite life intangible assets resulting from acquisitions of businesses in a wide range 
of geographical locations the group’ s business is influenced by general economic trends whereby levels of discretionary travel and 
consumer spending may be adversely affected by global and local economic and political uncertainties there is a risk of irrecoverability of 
the group’ s significant goodwill balance in geographies where such conditions may negatively affect profitability management tests the 
group’ s goodwill and indefinite life intangible assets for impairment annually due to the inherent uncertainty involved in forecasting and 
discounting future cash flows which forms the basis of the assessment of recoverability as well as the subjectivity of key assumptions in 
the impairment models this is one of the key judgmental areas on which our audit is focused 
our response 
• our audit procedures included among others evaluating through examination of trading performance consideration of economic and 
market data and queries of management whether indicators of impairment such as trading shortfalls or significant changes in business 
environment have been identified and assessing whether these have been appropriately evaluated in the group’ s valuation models 
• we assessed the group’ s budget and forecast procedures to determine the rigour with which they are prepared and have also evaluated 
the historical accuracy of management forecasts we challenged the assumptions for key inputs used by management such as projected 
market growth future capital expenditure levels revenue growth rates cost projections and inflation and compared them to externally 
derived data where relevant our valuation specialist assisted us in assessing the methodology used by management to determine if it 
was appropriate and by assessing the assumptions used to determine discount rates used we applied sensitivities to key assumptions to 
assess the impact on the recoverability of the assets 
• we compared the results of the discounted cash flows against the group’ s market capitalisation to determine if there were any 
significant differences that required further examination
• we also considered whether the group’ s disclosures in respect of the impairment exercise properly reflects the key risks and sensitivities 
inherent in those calculations and have met the requirements of relevant accounting standards
b presentation of underlying profit and classification of exceptional items and other adjustments
refer to the audit committee report on page 28 note 2 on page 64 and notes 5 and 7 on pages 67 and 68 respectively notes to the 
consolidated financial statements 
the risk
• the group presents alternative income statement measures to operating profit and loss for the period within the consolidated income 
statement and throughout the annual report the directors believe that the separate identification of exceptional items and other 
adjustments and the resultant presentation of alternative income statement measures provides clear and useful information on the 
group’ s underlying trading performance the determination of whether an item should be separately disclosed as an exceptional item or 
other adjustment requires judgement on its nature and incidence as well as whether it provides clarity on the group’ s underlying trading 
performance therefore this is one of the key judgment areas on which our audit is concentrated 
• exceptional items and other adjustments in the current and preceding year comprised exceptional redundancy and restructuring costs 
exceptional goodwill writeoff costs related to acquisitions and disposals of businesses amortisation of acquisition related intangible 
assets costs of refinancing activities and costs related to the listing of the group earlier this year  52
ssp group plc annual report and accounts 2014
financial statements
independent auditor’ s report to the members of ssp group plc only continued
our response 
• our audit procedures include amongst others assessing and challenging the judgments made by directors of the group regarding their 
determination of exceptional items and other adjustments we evaluated the presentation and completeness of material or unusual 
transactions for appropriate classification within the financial statements by assessing whether the approach taken to identifying 
exceptional items and other adjustments was even handed between gains and losses assessing whether the same category of material 
items recur each year ensuring gains and losses are not netted off in arriving at the amount disclosed unless otherwise permitted 
assessing whether the tax effects of exceptional items and other adjustments are explained and by agreeing amounts incurred in the 
year to underlying documentation and supporting information we assessed whether these items fulfil the criteria to require separate 
disclosure in accordance with ias 1 – ‘presentation of financial statements’ we also assessed whether in judging what to include in 
additional items and underlying profit the directors took appropriate regard to guidance issued by the financial reporting council on 
the reporting of exceptional items we also considered whether these items were recognised in accordance with the group’ s stated 
accounting policy on page 63
• where provisions were made in the prior period for exceptional items we assessed whether the utilisation of the provision in the current 
period was appropriate and that any release of the provision is classified as an exceptional item where appropriate
• we assessed whether the separate disclosure and related commentary of underlying profit throughout the annual report and 
accounts provided clarity on trading performance we also assessed whether the adopted ifrs and ‘underlying’ financial information 
are reconciled with sufficient prominence given to that reconciliation whether the basis of the ‘underlying’ financial information 
is clearly and accurately described whether it is consistently applied and whether the ‘underlying’ financial information is not 
otherwise misleading
3 our application of materiality and an overview of the scope of our audit
the materiality for the group financial statements as a whole was set at £100m this has been determined with reference to a benchmark 
of group revenue which we consider to be one of the principal considerations for members of the company in assessing the financial 
performance of the group materiality represents 05 of group revenue as disclosed on the face of the income statement 
we agreed with the audit committee to report to it all corrected and uncorrected misstatements identified through our audit with a value in 
excess of £10m in addition to other audit misstatements below that threshold that we believe warranted reporting on qualitative grounds 
audits for group reporting purposes were performed by component auditors in the following countries uk denmark norway sweden 
france germany spain and the usa reviews for group reporting purposes were performed by component teams in cyprus and egypt 
t ogether these audits cover 89 of group revenue and 79 of group total assets 
detailed instructions were sent to all the auditors in these locations which covered the significant audit areas which included the relevant 
risks of material misstatements detailed above and set out the information required to be reported back to the group audit team calls were 
held with all audit teams the group audit team visited the following locations during the year uk denmark france germany spain and 
the usa
the audits undertaken for group reporting purposes at the key reporting components of the group were all performed to local materiality 
levels set by or agreed with the group audit team which ranged from £07m to £80m
4 our opinion on other matters prescribed by the companies act 2006 is unmodified 
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 strategic report and the directors’ report for the financial year for which the financial statements are 
prepared is consistent with the financial statements and 
• information given in the corporate governance statement set out on pages 20 to 49 of the annual report and accounts 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  53
strategic report
corporate governance
financial statements
5 we have nothing to report in respect of the matters on which we are required to report by exception 
under isas uk and ireland we are required to report to you if based on the knowledge we acquired during our audit we have identified 
other information in the annual report that contains a material inconsistency with either that knowledge or the financial statements a 
material misstatement of fact or that is otherwise misleading 
in particular we are required to report to you if 
• we have identified material inconsistencies between the knowledge we acquired during our audit and the directors’ statement that 
they consider that the annual report and financial statements taken as a whole is fair balanced and understandable and provides the 
information necessary for shareholders to assess the group’ s performance business model and strategy or
• the audit committee report on pages 26 to 30 does not appropriately address matters communicated by us to the audit committee
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 48 in relation to going concern and
• the part of the corporate governance statement on pages 22 to 25 of the annual report and accounts relating to the company’ s 
compliance with the nine provisions of the 2010 uk corporate governance code specified for our review
we have nothing to report in respect of the above responsibilities
scope of report and responsibilities
as explained more fully in the directors’ responsibilities statement set out on page 50 the directors are responsible for the preparation of the 
financial statements and for being satisfied that they give a true and fair view a description of the scope of an audit of financial statements 
is provided on the financial reporting council’ s website at wwwfrcorgukauditscopeukprivate this report is made solely to the company’ s 
members as a body and is subject to important explanations and disclaimers regarding our responsibilities published on our website at 
wwwkpmgcomukauditscopeukco2013a which are incorporated into this report as if set out in full and should be read to provide an 
understanding of the purpose of this report the work we have undertaken and the basis of our opinions
tudor aw 
senior statutory auditor 
for and on behalf of kpmg llp  statutory auditor  
chartered accountants  
15 canada square 
london e14 5gl 
26 november 2014 54
ssp group plc annual report and accounts 2014
financial statements
consolidated income statement
for the year ended 30 september 2014
notes
2014
underlying 
£m
2014
adjustments
£m
2014
total
£m
2013
underlying 
£m
2013
adjustments
£m
2013
total
£m
revenue 3 18271 – 18271 18272 – 18272
operating costs 5 17386 485 17871 17484 116 17600
operating profit 885 485 400 788 116 672
share of profit of associates 11 15 – 15 24 – 24
goodwill written off on closure of business units 10 – – – – 105 105
loss on disposal of business 11 – 07 07 – – –
finance income 7 08 – 08 16 – 16
finance expense 7 290 261 551 445 – 445
profitloss before tax 618 753 135 383 221 162
taxation 8 179 36 143 140 01 139
profitloss for the year 439 717 278 243 220 23
profitloss attributable to
equity holders of the parent 398 717 319 208 220 12
noncontrolling interests 20 41 – 41 35 – 35
profitloss for the year 439 717 278 243 220 23
earningsloss per share pence
– basic 4 133   107 82   05
– diluted 4 133   107 82   05
  underlying operating profit and underlying profitloss exclude items that are considered to be exceptional in nature for the years reported above these comprised redundancy and restructuring costs 
costs in respect of the ipo and associated refinancing a goodwill writeoff and costs related to acquisitions and disposals of businesses they also excluded noncash accounting adjustments relating to 
amortisation of intangible assets arising on acquisition of the group by eqt in 2006 55
strategic report
corporate governance
financial statements
consolidated statement of other comprehensive income
for the year ended 30 september 2014
notes
2014 
£m
2013
£m
other comprehensive incomeexpense
items that will never be reclassified to the income statement
remeasurements on defined benefit pension schemes 18 39 11
items that are or may be reclassified subsequently to the income statement
net gainloss on hedge of net investment in foreign operations 222 90
other foreign exchange translation differences 157 70
effective portion of changes in fair value of cash flow hedges 26 01
cash flow hedges – reclassified to profit and loss 70 68
income tax relating to items that have or may be reclassified 09 –
other comprehensive incomeexpense for the year 61 104
lossprofit for the year 278 23
t otal comprehensive expense for the year 217 81
t otal comprehensive expenseincome attributable to
equity holders of the parent 246 114
noncontrolling interests 20 29 33
t otal comprehensive expense for the year 217 81 56
ssp group plc annual report and accounts 2014
financial statements
consolidated balance sheet
as at 30 september 2014
notes
2014
£m
2013
£m
noncurrent assets
property plant and equipment 9 2019 2100
goodwill and intangible assets 10 6590 6948
investments in associates 11 46 53
deferred tax assets 12 25 30
other receivables 14 279 242
8959 9373
current assets
inventories 13 244 248
t ax receivable 05 02
trade and other receivables 14 891 867
cash and cash equivalents 15 1333 1821
2473 2938
t otal assets 11432 12311
current liabilities
shortterm borrowings 16 298 14
trade and other payables 17 3408 3215
t ax payable 92 125
3798 3354
noncurrent liabilities 
longterm borrowings 16 4746 10511
other payables 17 – 04
postemployment benefit obligations 18 179 150
provisions 19 116 128
derivative financial liabilities 09 54
deferred tax liabilities 12 80 61
5130 10908
t otal liabilities 8928 14262
net assetsliabilities 2504 1951
equity 
share capital 20 59 54
share premium 20 4612 6429
translation reserve 20 65 03
cash flow hedging reserve 20 09 53
retained earnings 2414 8576
t otal equity shareholders’ funds 2313 2149
noncontrolling interests 20 191 198
t otal equity 2504 1951
these financial statements were approved by the board of directors on 26 november 2014 and were signed on its behalf by
jonathan davies 
chief financial officer 57
strategic report
corporate governance
financial statements
consolidated statement of changes in equity
for the year ended 30 september 2014
share
capital
£m
share
premium
£m
translation 
reserve
£m
cash flow 
hedging 
reserve
£m
retained 
earnings
£m
total parent 
equity
£m
non
controlling 
interests
£m
total  
equity
£m
at 1 october 2012 54 6428 155 120 8553 2036 102 1934
lossprofit for the year – – – – 12 12 35 23
other comprehensive expenseincome for the year – – 158 67 11 102 02 104
shares issued in the period – 01 – – – 01 – 01
dividends paid to noncontrolling interests – – – – – – 25 25
capital contribution from noncontrolling interests – – – – – – 88 88
at 30 september 2013 54 6429 03 53 8576 2149 198 1951
lossprofit for the year – – – – 319 319 41 278
other comprehensive incomeexpense for the year – – 68 44 39 73 12 61
capital reduction note 20 42 6429 – – 6471 – – –
capital reorganisation note 20 25 – – – 25 – – –
shares issued in the period note 20 22 4612 – – – 4634 – 4634
dividends paid to noncontrolling interests note 20 – – – – – – 36 36
sharebased payments note 21 – – – – 74 74 – 74
at 30 september 2014 59 4612 65 09 2414 2313 191 2504 58
ssp group plc annual report and accounts 2014
financial statements
consolidated cash flow statement
for the year ended 30 september 2014
notes
2014
£m
2013
£m
cash flows from operating activities
cash flow from operations 22 1772 1584
exceptional redundancy and restructuring cost 67 80
exceptional ipo related cost 210 –
t ax paid 157 123
net cash flows from operating activities 1338 1381
cash flows from investing activities
dividends received from associates 11 12 22
interest received 08 15
proceeds from disposal of business 11 02 –
purchase of minority share 10 – 08
purchase of property plant and equipment 9 728 824
purchase of other intangible assets 10 32 44
net cash flows from investing activities 738 839
cash flows from financing activities
proceeds from share issue 20 4671 –
repayment of bank loan 16 10098 –
repayment of finance leases and other loans 12 44
borrowings under new debt facility 5100 –
interest paid 259 357
dividends paid to minorities 20 36 25
capital contribution from minorities – 88
exceptional ipo related cost
settlement of the obligations to the b1 investors 320 –
other transaction costs 107 –
net cash flows from financing activities 1061 338
net decreaseincrease in cash and cash equivalents 461 204
cash and cash equivalents at beginning of the year 1821 1622
effect of exchange rate fluctuations on cash and cash equivalents 27 05
cash and cash equivalents at end of the year 1333 1821
reconciliation of net cash flow to movement in net debt
decreaseincrease in cash in the period 461 204
cash outflow from decrease in debt and finance leases 5010 44
change in net debt resulting from cash flows 4549 248
new finance leases – 10
translation differences 439 179
other noncash changes 05 12
decrease in net debt in the period 4993 47
net debt at beginning of the period 8704 8751
net debt at end of the period 23 3711 8704 59
strategic report
corporate governance
financial statements
notes to consolidated financial statements
1 accounting policies 
11 basis of preparation
ssp group plc the ‘company’ is a company incorporated in the united kingdom under the companies act the group financial statements 
consolidate those of the company and its subsidiaries together referred to as the ‘group’ and equityaccount the group’ s interest in 
associates these financial statements have been prepared in accordance with international financial reporting standards ‘ifrs’ as adopted 
by the eu and the companies act 2006 applicable to companies reporting under ifrs 
the financial statements are presented in sterling which is the company’ s functional currency all information is given to the nearest 
£01 million 
the financial statements are prepared on the historical cost basis except for the derivative financial instruments that are stated at their 
fair value
the accounting policies set out below have unless otherwise stated been applied consistently to all periods presented in these 
financial statements
12 going concern
these financial statements have been prepared on a going concern basis in support of which the board has reviewed the group’ s trading 
forecasts for the next 12 months these forecasts which include detailed cash flow projections comprise assumptions as to sales and 
profit performance by segment and by month and take account of the normal seasonality profile of the business as a result the directors 
are confident that the assumptions underlying their forecasts are reasonable and that the group will be able to operate within its banking 
covenants and available liquidity headroom
notwithstanding the above however there remains a risk that a downturn in the global economy could result in passenger numbers and 
consumer spending in the travel market that are worse than the board is currently envisaging as a result the directors have also reviewed 
forecasts that include sensitivities that make allowance for this risk should such a scenario arise the directors are confident they have 
adequate liquidity and covenant headroom to ensure that the group can meet its liabilities as they fall due for the foreseeable future 
accordingly the directors believe that it is appropriate to prepare these financial statements on a going concern basis
13 basis of consolidation
all intercompany balances and transactions including unrealised profits and losses arising from intragroup transactions have been 
eliminated in full
subsidiaries
subsidiaries are entities controlled by the group control exists when the group has the power to govern the financial and operating policies 
of an entity so as to obtain benefits from its activities in assessing control the group takes into consideration potential voting rights that are 
currently exercisable the financial statements of subsidiaries are included in the consolidated financial statements from the date that control 
commences until the date that control ceases losses applicable to the noncontrolling interests in a subsidiary are allocated to the non
controlling interests even if doing so causes the noncontrolling interests to have a deficit balance
associates and jointly controlled entities 
associates are those entities in which the group has significant influence but not control over the financial and operating policies 
significant influence is presumed to exist when the group holds between 20 and 50 of the voting power of another entity 
jointly controlled entities are those entities over whose activities the group has joint control established by contractual agreement and 
requiring the investors’ unanimous consent for strategic financial and operating decisions associates and jointly controlled entities are 
accounted for using the equity method and are initially recognised at cost the group’ s investment in associates and jointly controlled 
entities includes goodwill identified on acquisition net of any accumulated impairment losses the consolidated financial statements include 
the group’ s share of the total comprehensive income and equity movements of equityaccounted investees from the date that significant 
influence or joint control commences until the date that significant influence or joint control ceases when the group’ s share of losses 
exceeds its interest in an equityaccounted investee the carrying amount of the group’ s investment is reduced to nil and recognition of 
further losses is discontinued except to the extent that the group has incurred legal or constructive obligations or made payments on behalf 
of an investee
14 foreign currency
transactions in foreign currencies are translated to the respective functional currencies of group entities at the foreign exchange rate ruling at 
the date of the transaction monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the 
functional currency at the foreign exchange rate ruling at that date foreign exchange differences arising on translation are recognised in the 
income statement except for differences arising on the retranslation of a financial liability designated as a hedge of the net investment in a 
foreign operation that is effective or qualifying cash flow hedges which are recognised directly in other comprehensive income  
nonmonetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate 
at the date of the transaction  60
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
1 accounting policies continued
14 foreign currency continued
the assets and liabilities of foreign operations including goodwill and fair value adjustments arising on consolidation are translated to the 
group’ s presentation currency sterling at foreign exchange rates ruling at the balance sheet date the revenues and expenses of foreign 
operations are translated at an average rate for the period where this rate approximates to the foreign exchange rates ruling at the dates 
of the transactions
exchange differences arising from this translation of foreign operations are reported as an item of other comprehensive income and 
accumulated in the translation reserve or noncontrolling interest as the case may be when a foreign operation is disposed of such that 
control joint control or significant influence as the case may be is lost the entire accumulated amount in the foreign currency translation 
reserve net of amounts previously attributed to noncontrolling interests is recycled to profit or loss as part of the gain or loss on disposal 
when the group disposes of only part of its interest in a subsidiary that includes a foreign operation while still retaining control the relevant 
proportion of the accumulated amount is reattributed to noncontrolling interests when the group disposes of only part of its investment in 
an associate or joint venture that includes a foreign operation while still retaining significant influence or joint control the relevant proportion 
of the cumulative amount is recycled to profit or loss
exchange differences arising from a monetary item receivable from or payable to a foreign operation the settlement of which is neither 
planned nor likely in the foreseeable future are considered to form part of a net investment in a foreign operation and are recognised 
directly in equity in the translation reserve foreign currency differences arising on the retranslation of a hedge of a net investment in a 
foreign operation are recognised directly in equity in the translation reserve to the extent that the hedge is effective when the hedged part 
of a net investment is disposed of the associated cumulative amount in equity is recycled to profit or loss as an adjustment to the profit or 
loss on disposal
15 classification of financial instruments issued by the group
financial instruments issued by the group are treated as equity only to the extent that they meet the following two conditions 
a  they include no contractual obligations upon the group to deliver cash or other financial assets or to exchange financial assets or 
financial liabilities with another party under conditions that are potentially unfavourable to the group and 
b  where the instrument will or may be settled in the company’ s own equity instruments it is either a nonderivative that includes no 
obligation to deliver a variable number of the company’ s own equity instruments or is a derivative that will be settled by the company 
exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments
t o the extent that this definition is not met the proceeds of issue are classified as a financial liability 
16 nonderivative financial instruments
nonderivative financial instruments comprise investments in equity and debt securities trade and other receivables cash and cash 
equivalents loans and borrowings and trade and other payables
trade and other receivables
trade and other receivables are recognised initially at fair value subsequent to initial recognition they are measured at amortised cost using 
the effective interest method less any impairment losses
trade and other payables
trade and other payables are recognised initially at fair value subsequent to initial recognition they are measured at amortised cost using the 
effective interest method
cash and cash equivalents
cash and cash equivalents comprise cash balances and shortterm 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
interestbearing borrowings
interestbearing borrowings are recognised initially at fair value less attributable transaction costs subsequent to initial recognition interest
bearing borrowings are stated at amortised cost using the effective interest method
17 derivative financial instruments and hedging
derivative financial instruments
derivative financial instruments are recognised at fair value the gain or loss on remeasurement to fair value is recognised immediately in the 
income statement however where derivatives qualify for hedge accounting recognition of any resultant gain or loss depends on the nature 
of the item being hedged as set out below
cash flow hedges
where a derivative financial instrument is designated as a hedge of the variability in cash flows of a recognised asset or liability or a highly 
probable forecast transaction the effective part of any gain or loss on the derivative financial instrument is recognised directly in the cash 
flow hedging reserve any ineffective portion of the hedge is recognised immediately in the income statement 61
strategic report
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financial statements
if a hedge of a forecast transaction subsequently results in the recognition of a financial asset or a financial liability the associated gains and 
losses that were recognised directly in equity are recycled into profit or loss in the same period or periods during which the asset acquired or 
liability assumed affects profit or loss ie when interest income or expense is recognised
for cash flow hedges other than those covered by the preceding two policy statements the associated cumulative gain or loss is removed 
from equity and recognised in the income statement in the same period or periods during which the hedged forecast transaction affects 
profit or loss
fair value hedges
where a derivative financial instrument is designated as a hedge of the variability in fair value of a recognised asset or liability or an 
unrecognised firm commitment all changes in the fair value of the derivative are recognised immediately in the income statement 
the carrying value of the hedged item is adjusted by the change in fair value that is attributable to the risk being hedged even if it is 
normally carried at cost or amortised cost and any gains or losses on remeasurement are recognised immediately in the income statement 
even if those gains would normally be recognised directly in reserves 
18 property plant and equipment
property plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses
where parts of an item of property plant and equipment have different useful lives they are accounted for as separate items of property 
plant and equipment
leases in which the group assumes substantially all the risks and rewards of ownership of the leased asset are classified as finance leases 
leased assets acquired by way of a finance lease are stated at an amount equal to the lower of their fair value and the present value of the 
minimum lease payments at inception of the lease less accumulated depreciation and accumulated impairment losses
depreciation is charged to the income statement on a straightline basis over the estimated useful lives of each part of an item of property 
plant and equipment land is not depreciated the estimated useful lives are as follows
• freehold buildings 2 per annum
• leasehold land and buildings the life of the lease
• plant and machinery 8 to 33 per annum
• fixtures fittings tools and equipment 8 to 33 per annum
19 business combinations
business combinations are accounted for using the acquisition method as at the acquisition date which is the date at which control is 
transferred to the group 
110 acquisitions and disposals of noncontrolling interests
acquisitions and disposals of noncontrolling interests that do not result in a change of control are accounted for as transactions with owners 
in their capacity as owners and therefore no goodwill is recognised as a result of such transactions the adjustments to noncontrolling 
interests are based on a proportionate amount of the net assets of the subsidiary any difference between the price paid or received and the 
amount by which noncontrolling interests are adjusted is recognised directly in equity and attributed to the owners of the parent
111 goodwill and intangible assets 
goodwill
goodwill is allocated to cashgenerating units and is not amortised but is tested annually for impairment goodwill is stated at cost less any 
accumulated impairment losses
other intangible assets
expenditure on internally generated goodwill and brands is recognised in the income statement as an expense as incurred
other intangible assets that are acquired by the group are stated at cost less accumulated amortisation and accumulated impairment losses
amortisation 
amortisation is charged to the income statement on a straightline basis over the estimated useful lives of intangible assets between  
7 and 11 per annum unless such lives are indefinite intangible assets with an indefinite useful life and goodwill are systematically tested 
for impairment at each balance sheet date other intangible assets are amortised from the date they are available for use 
112 inventories
inventories comprise goods purchased for resale and consumable stores and are stated at the lower of cost and net realisable value cost is 
calculated using the first in first out method 62
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
1 accounting policies continued
113 impairment excluding inventories and deferred tax assets 
financial assets including receivables
a financial asset not carried at fair value through profit or loss is assessed at each reporting date to determine whether there is objective 
evidence that it is impaired a financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial 
recognition of the asset and that the loss event has had a negative effect on the estimated future cash flows of that asset which can be 
estimated reliably
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 asset’ s original effective interest rate interest on the impaired asset 
continues to be recognised through the unwinding of the discount when a subsequent event causes the amount of impairment loss to 
decrease the decrease in impairment loss is reversed through the income statement
nonfinancial assets
the carrying amounts of the group’ s nonfinancial assets other than inventories and deferred tax assets are reviewed at each reporting date 
to determine whether there is any indication of impairment if any such indication exists then the asset’ s recoverable amount is estimated 
for goodwill and intangible assets that have indefinite useful lives or that are not yet available for use the recoverable amount is estimated 
each period at the same time
the recoverable amount of an asset or cashgenerating unit or ‘cgu’ is the greater of its value in use and its fair value less costs to sell 
for the purpose of impairment testing assets that cannot be tested individually are grouped together into the smallest group of assets that 
generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets subject to an 
operating segment ceiling test for the purposes of goodwill impairment testing cgus to which goodwill has been allocated are aggregated 
so that the level at which impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting purposes 
goodwill acquired in a business combination is allocated to cgus or groups of cgus that are expected to benefit from the synergies of 
the combination
an impairment loss is recognised if the carrying amount of an asset or its cgu exceeds its estimated recoverable amount impairment losses 
are recognised in the income statement impairment losses recognised in respect of cgus are allocated first to reduce the carrying amount 
of any goodwill allocated to the units and then to reduce the carrying amounts of the other assets in the unit group of units on a pro 
rata basis
an impairment loss in respect of goodwill is not reversed for other assets an impairment loss is reversed only to the extent 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
114 employee benefits
defined benefit plans
a defined benefit plan is a postemployment benefit plan other than a defined contribution plan the group’ s net obligation in respect of 
defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in the 
current and prior periods discounting the amount and deducting the fair value of any plan assets
the calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method when the 
calculation results in a potential asset for the group the recognised asset is limited to the present value of the economic benefits available 
in the form of any future refunds from the plan or reductions in future contributions to the plan t o calculate the present value of economic 
benefits consideration is given to any applicable minimum funding requirements
remeasurements of the net defined liability which comprise actuarial gains and losses the return on plan assets excluding interest and the 
effect of the asset ceiling if any excluding interest are recognised immediately in other comprehensive income net interest expense and 
other expenses related to defined plans are recognised in profit or loss
when the benefits of a plan are changed or when a plan is curtailed the resulting change in benefit that relates to past service or the gain or 
loss on curtailment is recognised immediately in profit or loss the group recognises gains and losses on the settlement of a defined benefit 
plan when the settlement occurs
defined contribution plans
a defined contribution plan is a postemployment benefit plan under which the company pays fixed contributions into a separate entity and 
will have no legal or constructive obligation to pay further amounts obligations for contributions to defined contribution pension plans are 
recognised as an expense in the income statement in the periods during which services are rendered by employees
shortterm benefits
shortterm employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided 
a liability is recognised for the amount expected to be paid under a shortterm cash bonus if the group has a present legal or constructive 
obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably  63
strategic report
corporate governance
financial statements
sharebased payments
equitysettled sharebased payments to employees and others providing similar services are measured at the fair value of the equity 
instruments at the grant date the fair value excludes the effect of service and nonmarketbased vesting conditions 
the fair value determined at the grant date of the equitysettled sharebased payments is expensed on a straightline basis over the vesting 
period with a corresponding adjustment to equity reserves based on the group’ s estimate of equity instruments that will eventually vest 
at each balance sheet date the group revises its estimate of the number of equity instruments expected to vest as a result of service and 
nonmarketbased vesting conditions the impact of changes to the original estimates if any is recognised in profit or loss such that the 
cumulative expense reflects the revised estimate with a corresponding adjustment to equity reserves
115 provisions
a provision is recognised in the balance sheet when the group has a present legal or constructive obligation as a result of a past event that 
can be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation provisions are 
determined by discounting the expected future cash flows at a rate that reflects risks specific to the liability 
116 segment information
segment information is provided based on the geographical segments that are reviewed by the chief operating decision maker in accordance 
with the provisions of ifrs 8 the group’ s chief operating decision maker is the board of directors the operating segments are aggregated 
if they meet certain criteria segment results include items directly attributable to a segment as well as those that can be allocated on a 
reasonable basis unallocated items comprise mainly head office expenses finance income finance charges and income tax no disclosure is 
made for net assetsliabilities as these are not reported by segment to the chief operating decision maker
117 revenue
turnover represents amounts for retail goods and catering services supplied to third parties excluding valueadded tax and similar sales taxes 
turnover is recognised at the time of sale of retail goods or in the period in which services are provided
118 exceptional items
exceptional items are those that in management’ s judgment need to be disclosed by virtue of their size nature or incidence in order to draw 
the attention of the reader and to show the underlying business performance of the group more accurately such items are included within 
the income statement caption to which they relate and are separately disclosed either in the notes to the consolidated financial statements 
or on the face of the consolidated income statement
119 lease payments
operating lease payments
payments made under operating leases are recognised in the income statement on a straightline basis over the term of the lease 
lease incentives received are recognised in the income statement as an integral part of the total lease expense
finance lease payments
minimum lease payments are apportioned between the finance charge and the reduction of the outstanding liability the finance charge is 
allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability
120 finance income and expense
finance income comprises interest receivable on funds invested dividend income and net foreign exchange gains finance expense 
comprises interest payable finance charges on shares classified as liabilities finance lease charges recognised in the income statement using 
the effective interest method the unwinding of the discount on provisions and net foreign exchange losses that are recognised in the 
income statement 
interest income and interest expense are recognised in the income statement as they accrue using the effective interest method 
dividend income is recognised in the income statement on the date the entity’ s right to receive payment is established foreign currency 
gains and losses are reported on a net basis
121 t axation
t ax on the profit or loss for the period comprises current and deferred tax t ax is recognised in the income statement except to the extent 
that it relates to items recognised directly in equity in which case it is recognised in equity
current tax is the expected tax payable or receivable on the taxable income or loss for the period using tax rates enacted or substantively 
enacted at the balance sheet date and any adjustment to tax payable in respect of previous periods
deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and 
the amounts used for taxation purposes no provision is made for the following temporary differences the initial recognition of goodwill the 
initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination and differences 
relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future the amount of deferred tax 
provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities using tax rates enacted 
or substantively enacted at the balance sheet date 64
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
1 accounting policies continued 
121 t axation continued
a deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the 
temporary difference can be utilised 
122 ifrss not yet applied 
the following euendorsed ifrss have been issued but have not yet been adopted by the group in preparing these financial statements 
their adoption is not expected to have a material effect on the financial statements unless otherwise indicated
• ifrs 10 consolidated financial statements
• ifrs 11 joint arrangements
• ifrs 12 disclosure of interests in other entities
• offsetting financial assets and financial liabilities – amendments to ias 32
• recoverable amount disclosures for nonfinancial assets – amendments to ias 36
123 changes in accounting policy and disclosures
the accounting policies adopted are consistent with those of the previous period except for the following new and amended ifrss adopted 
as of 1 october 2013
• defined benefit plans – amendments to ias 19
• ifrs 13 fair value measurement
postemployment defined benefit plans
as a result of adopting ias 19 2011 the group’ s accounting policy for calculating the income or expense relating to its postemployment 
defined benefit plans has changed
ias 19 2011 replaces interest cost on gross pension liabilities and expected return on gross pension assets with a net finance expense
income on the net defined benefit liabilityasset calculated using the rate currently used to discount defined benefit pension liabilities 
previously the group determined return on plan assets based on their longterm rate of expected return
fair value measurement
ifrs 13 establishes a single framework for measuring fair value and making disclosures about fair value measurements when such 
measurements are required or permitted by other ifrss it unifies the definition of fair value as the price that would be received on the sale of 
an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date it replaces and expands 
the disclosure requirements about fair value measurements in other ifrss including ifrs 7
as a result the group has included additional disclosures in this regard in accordance with the transitional provisions of ifrs 13 the 
group has applied the new fair value measurement guidance prospectively and has not provided any comparative information for the 
new disclosures 
the adoption of these accounting standards has not had a significant impact on the consolidated financial statements of the group 
2 accounting estimates and judgments
the preparation of the consolidated financial statements requires management to make estimates judgments and assumptions concerning 
the future the resulting accounting estimates will by definition seldom equal the related actual results these estimates and assumptions 
are based on historical experience and other factors that are believed to be reasonable under the circumstances the estimates and 
assumptions that have a significant risk of causing a material adjustment to the carrying value of assets and liabilities within the next financial 
year are discussed below
goodwill and intangible assets
the group recognises goodwill and intangible assets that have arisen through acquisitions these assets are subject to impairment reviews 
to ensure that the assets are not carried above their recoverable amounts for goodwill and indefinite life intangible assets reviews are 
performed annually for other intangible assets reviews are performed if events or circumstances indicate that this is necessary
the recoverable amounts of cgus or groups of cgus have been determined based on value in use calculations these calculations require 
the use of estimates and assumptions consistent with the most uptodate budgets and plans that have been formally approved by the 
board the key assumptions used for the value in use calculations are set out in note 10 to these financial statements  65
strategic report
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financial statements
underlying and nonunderlying presentation 
the group presents underlying income statement measures for operating profit and profit for the period within the consolidated 
income statement and throughout the annual report in order to provide clear and useful information on the group’ s underlying trading 
performance the underlying measures exclude exceptional items which in 2014 and 2013 comprised exceptional redundancy and 
restructuring costs costs in respect of the ipo and associated refinancing an exceptional goodwill writeoff and costs related to acquisition 
and disposals of businesses they also exclude noncash accounting adjustments relating to amortisation of intangible assets arising on 
acquisition of the group by eqt in 2006
the determination of whether an item should be separately disclosed as an exceptional item or other adjustments requires judgement  
on its nature size and incidence as well as whether it provides clarity on the group’ s underlying trading performance 
3 segmental reporting
ssp operates in the food and beverage travel sector mainly at airports and railway stations
management monitors the performance and strategic priorities of the business from a geographic perspective and in this regard has 
identified the following four key ‘reportable segments’ the uk continental europe north america and the rest of the world ‘row’ 
the uk includes operations in the united kingdom and the republic of ireland continental europe includes operations in the nordic 
countries france belgium the netherlands germany switzerland austria and spain north america includes operations in the united 
states and canada and row includes operations in eastern europe the middle east and asia pacific
the group’ s management assesses the performance of the operating segments based on revenue and underlying operating profit 
interest income and expenditure are not allocated to segments as they are managed by a central treasury function which oversees the debt 
and liquidity position of the group the nonattributable segment comprises costs associated with the group’ s head office function and 
depreciation of central assets
revenue is measured in a manner consistent with that in the income statement
2014
uk 
£m
continental 
europe 
£m
north  
america 
£m
row 
£m
non
attributable 
£m
total 
£m
revenue 7205 8035 1680 1351 – 18271
underlying operating profitloss 400 574 01 127 215 885
2013
uk 
£m
continental 
europe 
£m
north  
america 
£m
row 
£m
non
attributable 
£m
total 
£m
revenue 7090 8339 1516 1327 – 18272
underlying operating profitloss 343 540 12 134 217 788
disclosure in relation to net assets and liabilities for each reportable segment is not provided as these are only reported on and reviewed by 
management in aggregate for the group as a whole 
additional information
although the group’ s operations are managed on a geographical basis we provide additional information in relation to revenue based on 
the type of travel locations as follows
turnover
2014 
£m
2013 
£m
air 9498 9333
rail 7560 7677
other 1213 1262
18271 18272
the following amounts are included in underlying operating profit
2014
uk 
£m
continental 
europe 
£m
north  
america 
£m
row 
£m
non
attributable 
£m
total 
£m
depreciation and amortisation 224 299 140 52 42 757
2013
depreciation and amortisation 237 298 120 42 42 739
 excludes amortisation of acquisitionrelated intangible assets 66
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
3 segmental reporting continued
a reconciliation of underlying operating profit to lossprofit before and after tax is provided as follows
2014 
£m
2013 
£m
underlying operating profit 885 788
adjustments to operating costs 485 116
share of profit from associates 15 24
goodwill written off – 105
loss on disposal of business 07 –
finance income 08 16
finance expense 551 445
lossprofit before tax 135 162
taxation 143 139
lossprofit after tax 278 23
the group’ s customer base primarily represents individuals or groups of individuals travelling through airports and railway stations it does not 
rely on a single major customer therefore additional segmental information by customer is not provided
4 earningsloss per share
basic earningsloss per share is calculated by dividing the result for the period attributable to ordinary shareholders by the weighted average 
number of ordinary shares outstanding during the period
diluted earningsloss per share is calculated by dividing the result for the period attributable to ordinary shareholders by the weighted 
average number of ordinary shares outstanding during the period adjusted by potentially dilutive outstanding share options in accordance 
with ias 33 the dilutive earnings per share are without reference to adjustments in respect of outstanding share options where the impact 
would be antidilutive
underlying earnings per share is calculated the same way except that the result for the period attributable to ordinary shareholders is 
adjusted for specific items as detailed below
2014 
£m
2013 
restated 
£m
loss attributable to ordinary shareholders 319 12
adjustments
exceptional operating costs 432 63
amortisation of acquisitionrelated intangibles 53 53
goodwill written off on closure of business units –  105
loss on disposal of business 07 –  
exceptional finance costs 261 – 
t ax effect of adjustments 36 01
underlying profit attributable to ordinary shareholders 398 208
basic weighted average number of shares 299493591 252570015
dilutive potential ordinary shares 113880 – 
diluted weighted average number of shares 299607471 252570015
loss per share pence
– basic 107 05
– diluted 107 05
underlying earnings per share pence
– basic 133 82
– diluted 133 82
   as part of the preparation for the ipo a capital reorganisation was carried out on 15 july 2014 which resulted in an increase in the number of ordinary shares in issue increasing with no corresponding 
increase in resources the earningsloss per share figures have been adjusted retrospectively as required by ias 33 67
strategic report
corporate governance
financial statements
5 operating costs
2014 
£m
2013 
£m
cost of food and materials
cost of inventories consumed in the period 6121 6147
labour cost
employee remuneration 5418 5590
overheads
depreciation of property plant and equipment 725 706
amortisation of intangible assets – software 32 33
amortisation of acquisitionrelated intangible assets 53 53
rentals payable under operating leases 3018 2960
other overheads 2072 2048
exceptional operating costs 432 63
17871 17600
adjustments to operating costs
2014 
£m
2013 
£m
redundancy and restructuring costs
1
95 63
costs in respect of the ipo
2
266 –
sharebased payments
3
71 –
exceptional operating costs 432 63
amortisation of intangible assets arising on acquisition 53 53
485 116
underlying operating profit excludes items that are considered to be exceptional in nature for the years reported these comprised 
redundancy and restructuring costs and costs in respect of the ipo and associated refinancing it also excluded noncash accounting 
adjustments relating to amortisation of intangible assets arising on acquisition of the group by eqt in 2006
the exceptional costs charged to operating profit are detailed below see note 7 for details of exceptional finance costs
1  
the redundancy and restructuring costs are associated with a number of significant organisation changes
2 
  certain professional and advisory fees have been incurred in 2014 as part of the process of listing the company’ s shares to the london 
stock exchange through an initial public offering in addition costs of £37 million have been recognised directly in equity as a charge to 
share premium see note 20
3 
 the group also incurred a charge of £71m in 2014 in respect of an aggregate of 3329904 ordinary shares awarded by the company’ s 
previous majority shareholder to the executive directors and certain other members of management at the time of the company’ s 
admission to the lse
auditor’s remuneration
2014 
£m
2013 
£m
audit of these financial statements 02 01
audit of financial statements of subsidiaries pursuant to legislation 06 06
t ax compliance services 02 01
nonaudit services in relation to the ipo 21 –
other nonaudit services – 01
31 09
amounts paid to the company’ s auditor and its associates in respect of services to the company other than the audit of the company’ s 
financial statements have not been disclosed as the information is required instead to be disclosed on a consolidated basis 68
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
6 staff numbers and costs
the average number of persons employed by the group including directors during the year analysed by category was as follows
 number of employees
2014 2013
operations 27813 27836
sales and marketing 475 486
administration 1169 1207
29457 29529
the aggregate payroll costs of the group were as follows
2014 
£m
2013 
£m
wages and salaries 4746 4920
social security costs 574 584
other pension costs 95 86
sharebased payments note 21 03 –
5418 5590
7 finance income and expense
2014 
£m
2013 
£m
finance income
interest income 08 15
net interest income on defined benefit pension obligations – 01
t otal finance income 08 16
finance expense
t otal interest expense on financial liabilities measured at amortised cost
23
449 346
net change in fair value of cash flow hedges utilised in the year 30 68
swap break costs
1
40 –
unwind of discount on provisions 16 16
net interest expense on defined benefit pension obligations 06 –
net foreign exchange losses – 05
other 10 10
t otal finance expense 551 445
adjustments to finance expense
2014 
£m
2013 
£m
swap break costs
1
40 –
additional consideration payable to b1 investors
2
 320 –
other net interest credit
3
99 –
261 –
as explained in note 16 the company listed its shares on the london stock exchange on 15 july 2014 and on the same day restructured its 
debt facilities resulting in the following items
1 
 interest rate swaps were terminated resulting in an exceptional charge of £40m
2 
 the company paid £320m additional consideration as settlement of its obligations to the b1 investors 
3 
 unamortised fees of £46m relating to the group’ s preipo financing arrangements were written off in full in addition interest accrued of 
£145m relating to an effective interest rate adjustment on the preipo loans was written back to the income statement 69
strategic report
corporate governance
financial statements
8 taxation
2014 
£m
2013 
£m
current tax expense
current year 122 133
adjustments for prior years 01 26
123 159
deferred tax expense
origination and reversal of temporary differences 19 13
adjustments for prior years 01 07
20 20
t otal tax expense 143 139
reconciliation of effective tax rate
the tax expense for the year is different to the standard rate of corporation tax in the uk of 22 2013 235 applied to the loss 
2013 profit before tax for the year the differences are explained below
2014 
£m
2013 
£m
lossprofit before taxation 135 162
t ax creditcharge using the uk corporation tax rate of 22 2013 235 30 38
nondeductible expenses 14 20
exceptional item – goodwill written off – 24
exceptional operating and finance costs nondeductible 124 –
withholding taxes 06 03
effect of tax rates in foreign jurisdictions 15 07
t emporary differences for which no deferred tax was recognised 29 28
adjustments for prior years 02 19
other 13 14
t otal tax expense 143 139
factors that may affect future tax charges
the group expects the tax rate in the future to be affected by the geographical mix of profits and the different tax rates that will apply to 
those profits
the main rate of corporation tax in the uk will reduce to 20 in april 2015 70
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
9 property plant and equipment 
land buildings 
and leasehold 
improvements 
£m
 equipment 
fixtures and 
fittings  
£m
total  
£m
cost
at 1 october 2012 978 5879 6857
additions 132 692 824
disposals 72 305 377
effects of movements in foreign exchange 14 66 52
other movements 02 48 46
at 30 september 2013 1022 6380 7402
additions 127 601 728
disposals 134 653 787
effects of movements in foreign exchange 21 244 265
other movements 149 153 04
at 30 september 2014 1143 5931 7074
depreciation
at 1 october 2012 682 4232 4914
charge for the period 95 611 706
disposals 72 305 377
effects of movements in foreign exchange 07 51 44
other movements 01 14 15
at 30 september 2013 699 4603 5302
charge for the period 118 607 725
disposals 134 653 787
effects of movements in foreign exchange 12 169 181
other movements 55 59 04
at 30 september 2014 726 4329 5055
net book value
at 30 september 2014 417 1602 2019
at 30 september 2013 323 1777 2100
at 1 october 2012 296 1647 1943
at 30 september 2014 the net carrying amount of plant and machinery held under finance leases was £16m 2013 £30m 
depreciation for the year on these assets was £14m 2013 £14m the leased equipment secures lease obligations  71
strategic report
corporate governance
financial statements
10 goodwill and intangible assets 
goodwill 
£m
indefinite life 
intangible 
assets 
£m
definite life 
intangible 
assets 
£m
software 
£m
total 
£m
cost
at 1 october 2012 6140 578 585 247 7550
additions 08 – – 44 52
disposals see below 105 – – 01 106
effects of movement in foreign exchange 30 01 02 02 35
at 30 september 2013 6073 579 587 292 7531
additions – – – 32 32
disposals – – – 01 01
effects of movement in foreign exchange 305 02 04 01 310
other movements – – – 04 04
at 30 september 2014 5768 577 583 328 7256
amortisation
at 1 october 2012 – – 316 179 495
charge for the period – – 53 33 86
disposals – –
–
01 01
effect of movements in foreign exchange – – 02 01 03
at 30 september 2013 – – 371 212 583
charge for the period – – 53 32 85
disposals – – – 01 01
effect of movements in foreign exchange – – 04 01 05
other movements – – – 04 04
at 30 september 2014 – – 420 246 666
net book value
at 30 september 2014 5768 577 163 82 6590
at 30 september 2013 6073 579 216 80 6948
at 1 october 2012 6140 578 269 68 7055
goodwill relates to the acquisition of the ssp business in june 2006 through the purchase of various compass group plc subsidiaries by 
various subsidiaries of the company 
during the year ended 30 september 2013 the group ceased operations in a number of smaller business units related goodwill of £105m 
that arose at the time of the acquisition in 2006 was written off in the year
the indefinite life intangible assets relate to the group’ s own brands and the definite life intangible assets relate to franchise rights in respect 
of thirdparty brands  72
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
10 goodwill and intangible assets continued
impairment tests for goodwill and indefinite life intangible assets
goodwill and indefinite life intangible assets are allocated to the group’ s cgus identified according to operating segment details of 
goodwill and indefinite life intangible assets allocated to cgus or groups of cgus are provided in the table below
goodwill
indefinite life  
intangible assets
2014 
£m
2013 
£m
2014 
£m
2013 
£m
uk 1690 1713 555 556
continental europe 3327 3589 22 23
north america 118 119 – –
rest of the world 633 652 – –
5768 6073 577 579
the group tests goodwill and indefinite life intangible assets annually for impairment this did not result in any impairment in the year 
2013 £nil 
the recoverable amount of all cgus is determined based on value in use calculations these calculations use cash flow projections based on 
financial budgets and forecasts approved by the board the key assumptions for these calculations are shown below
2014 uk continental europe north america row
growth rate applied beyond approved forecast period 2 2 to 3 2 5
discount rate
1
81 75 to 85 75 75 to 115
forecast period 5 years 5 years 5 years 5 years
2013 uk continental europe north america row
growth rate applied beyond approved forecast period 2 2 to 3 2 2 to 5
discount rate 113 113 to 128 113 113 to 169
forecast period 5 years 5 years 5 years 5 years
1
  the rate used to discount future cash flows has decreased in 2014 as a result of changes to the key assumptions such as the ratio of debt to equity and the cost of debt following the ipo and refinancing 
in the year 
the values applied to the key assumptions in the value in use calculations are derived from a combination of external and internal factors 
based on past experience together with management’ s future expectations about business performance
sensitivity analysis
a sensitivity analysis has been performed in assessing the recoverability of goodwill and indefinite life intangible assets for each operating 
segment an increase of 05 in the discount rate or a decrease in the growth rate of 05 would not result in the carrying amount for any 
cgu or groups of cgus exceeding its recoverable amount 73
strategic report
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financial statements
11 investments in subsidiaries and associates 
the principal undertakings of the group at the end of the reporting period are as follows
place of incorporation  
and principal place of operation
principal activity catering andor 
retail concessions operator  
unless otherwise stated
class and percentage of shares  
held 100 ordinary shares  
unless otherwise stated
ssp group holdings limited england  wales holding company 
ssp financing limited england  wales holdingfinancing company
ssp financing uk limited england  wales holdingmanagement services
ssp belgium sprl belgium
ssp canada food service inc canada
ssp shanghai co limited china
select service partner denmark as denmark
ssp egypt jsc egypt
select service partner uk limited england  wales
rail gourmet uk limited england  wales 
select service partner finland oy finland
select service partner sas france
ssp deutschland gmbh germany
select service partner hong kong limited hong kong
select service partner ireland limited ireland
select service partner as norway
select service partner sau spain
scandinavian service partner ab sweden
select service partner schweiz ag switzerland
ssp america inc united states
railrest sa belgium 49
avecra oy finland 40
 holding held directly by the company 
the subsidiaries disclosed are limited to undertakings whose results or financial position significantly affect the figures in the group accounts 
a full list of group undertakings as required by the companies act 2006 will be annexed to the next annual return of ssp group plc
the group’ s share of the results of its associates all of which are unlisted and its share of the aggregated assets and liabilities are as follows
2014 
£m
2013 
£m
assets 88 159
liabilities 65 131
revenue 383 574
profit 15 24 74
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
11 investments in subsidiaries and associates continued
the following table summarises the movement in investments in associates during the year
2014 
£m
2013 
£m
at beginning of the year 53 52
profits for the year 15 24
dividends received 12 22
disposal see below 07 –
currency adjustment 03 01
at end of the year 46 53
during the year the group sold its 49 share in momentum services limited for a cash consideration of £02m resulting in loss on disposal 
of £07m 2013 £nil
12 deferred tax assets and liabilities 
recognised deferred tax assets and liabilities 
deferred tax assets and liabilities are attributable to the following
assets liabilities
2014 
£m
2013 
£m
2014 
£m
2013 
£m
intangible assets – – 89 95
property plant and equipment 42 51 23 28
provisions 06 12 – –
t ax loss carry forwards 30 42 – –
other 01 – 22 13
deferred tax assetsliabilities 79 105 134 136
setoff of tax 54 75 54 75
deferred tax assetsliabilities 25 30 80 61
movement in net deferred tax during the year
1 october 
2013 
£m
recognised in 
the year  
£m
currency 
adjustment 
£m
30 september 
2014  
£m
intangible assets 95 06 – 89
property plant and equipment 23 02 02 19
provisions 12 06 – 06
t ax loss carry forwards 42 10 02 30
other 13 08 – 21
31 20 04 55
unrecognised deferred tax assets and liabilities  
unrecognised deferred tax assets and liabilities in these financial statements are attributable to the following 
assets liabilities
2014 
£m
2013 
£m
2014 
£m
2013 
£m
property plant and equipment 180 160 – –
t ax losses 729 659 – –
provisions 59 98 – –
968 917 – –
the above deferred tax assets have not been recognised because of either uncertainty over the future profitability of individual companies 
within the group to which the deferred tax assets relate or because the specific tax losses are subject to restrictions on use or forfeiture as a 
result of change of ownership rules in certain jurisdictions which may apply following the ipo £289m of the unrecognised asset relates to 
tax losses which start to expire in 2027  75
strategic report
corporate governance
financial statements
12 deferred tax assets and liabilities continued
no deferred tax liability has been recognised on the unremitted earnings of overseas subsidiaries based on the current repatriation policy of 
the group and the fact that given the current tax regimes in the countries in which the group operates only an insignificant amount of 
withholding tax would arise should the group choose to remit the earnings of certain subsidiaries
13 inventories
2014 
£m
2013 
£m
food and beverages 204 224
other 40 24
244 248
14 trade and other receivables
2014 
£m
2013 
£m
trade receivables 335 320
other receivables
1
505 438
prepayments and accrued income 330 351
1170 1109
of which
noncurrent other receivables 279 242
current 891 867
1
 other receivables include long term security deposits of £248m 2013 £203m relating to some of the group’s concession agreements
15 cash and cash equivalents
2014 
£m
2013 
£m
cash at bank and in hand 860 946
shortterm bank deposits 473 875
1333 1821
16 shortterm and longterm borrowings
2014 
£m
2013 
£m
current liabilities
bank loans 286 –
finance leases 12 14
298 14
noncurrent liabilities
bank loans 4733 10487
finance leases 13 24
4746 10511
bank loans
following the ipo on 15 july 2014 the group restructured its debt resulting in the following changes to the group’ s 
financing arrangements
• the group repaid its preipo facility a and t erm b1 debt amounting to £10098m
• the group terminated its interest rate swaps resulting in an exceptional charge of £40m
• unamortised arrangement fees of £46m relating to the group’ s preipo financing arrangements were written off in full 
in addition interest accrued of £145m relating to an effective interest rate adjustment on the preipo loans was written back to the 
income statement
• the company paid £320m additional consideration on the settlement of its obligations to the b1 investors effectively the lenders of the 
t erm b1 debt 76
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
16 shortterm and longterm borrowings continued
• the group borrowed new facility a debt amounting to £2541m as at 30 september 2014 this debt matures on 15 july 2019 and 
accrues cashpay interest at libor or equivalent benchmark rate plus a margin of approximately 25 per annum in 2014 the margin 
was 25 in accordance with the facility agreement the margin level can fall in increments of 025 to no lower than 175 should 
the group meet the required criteria facility a debt also requires mandatory payment of 117 of the debt annually in july
• the group borrowed new facility b debt amounting to £2541m as at 30 september 2014 this debt matures on 15 july 2019 and 
accrues cashpay interest at libor or equivalent benchmark rate plus a margin of approximately 275 per annum in 2014 the 
margin was 275 in accordance with the facility agreement the margin level can fall in increments of 025 to no lower than 200 
should the group meet the required criteria
• arrangement fees associated with the refinancing amounted to £67m these costs were capitalised and offset against the amount of 
the bank loan in the year
• the group entered into a committed revolving credit facility facility of £750m which was undrawn at 30 september 2014
• on 15 september 2014 the group also entered into new interest rate swap contracts to hedge 90 of its floating interest rate 
exposure which exchanged 90 of the group’ s interest rate exposure from floating to fixed rates for the next two years and 75 for 
the remaining term of the facilities see note 23 for details of the group’ s interest rate profile
• under the new financing agreement the group has to comply with covenants relating to net debt cover and interest cover 
these covenants will be assessed biannually
bank loans are shown net of unamortised arrangement fees totalling £64m at 30 september 2014 2013 £59m 
finance lease liabilities
finance lease liabilities are payable as follows
2014 
£m
2013 
£m
less than 1 year 12 14
between 1 and 5 years 11 20
more than 5 years 02 04
25 38
17 trade and other payables
2014 
£m 
2013 
£m
current
trade payables 812 948
other payables 1181 867
other taxation and social security 167 193
accruals and deferred income 1248 1207
3408 3215
noncurrent
other payables – 04 77
strategic report
corporate governance
financial statements
18 postemployment benefit obligations
group
the group operates a number of postemployment benefit schemes including both defined contribution and defined benefit schemes 
in respect of the defined contribution schemes amounts paid during the year were £86m 2013 £77m across the group there are no 
contributions outstanding at the balance sheet date the principal defined contribution scheme is called the ssp group pension scheme
the group also operates a combination of funded and unfunded defined benefit schemes across europe the respective net plan liabilities 
of which are presented below
2014  
£m
2013  
£m
funded schemes see a below 91 68
unfunded schemes see b below 88 82
179 150
these defined benefit plans expose the group to actuarial risks such as longevity risk currency risk interest rate risk and market investment 
risk the plans are administered by pension funds that are legally separate from the group and are required to act in the best interests of 
the plan participants the group expects to pay £10m in contributions to its defined benefit plans in 2015 as at 30 september 2014 the 
weighted average duration of the defined benefit obligation was 209 years 2013 214 years
information disclosed below is aggregated by funded and unfunded schemes 
a funded schemes
the group operates funded schemes in the uk and norway in the uk the group operates the rail gourmet uk scheme ‘rg scheme’ 
which is a final salary scheme and provides benefits linked to salary at retirement or earlier date of leaving service the rg scheme covers 
permanent managerial administrative and sales staff of rail gourmet uk limited and is closed to new entrants
in june 2012 it was agreed with the trustees of the rg scheme that from 1 july 2012 the company contributions would remain at 135 
of pensionable pay with members paying 9 from 1 july 2013 the company contributions would increase to 15 with employees 
paying 10 and from 1 july 2014 the company contributions would increase to 165 with employees paying 11 until the results of 
the next formal actuarial review are known 
the rg scheme was subject to its last full actuarial valuation by a qualified independent actuary as at 31 december 2011 this valuation has 
been updated for ias 19 revised purposes for the period ended 30 september 2014 by a qualified independent actuary 
major assumptions used in the valuation of the funded schemes on a weighted average basis are set out below 
2014 2013 
discount rate applied to scheme liabilities 38 44
rate of increase in salaries 32 35
rate of increase in pensions in payment 17 21
inflation assumption 32 35
at the balance sheet date scheme members were assumed to have the following life expectancies at age 60
2014 2013 
male pensioner now aged 60 261 261
female pensioner now aged 60 286 286
male pensioner now aged 40 268 267
female pensioner now aged 40 297 296 78
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
18 postemployment benefit obligations continued
sensitivity analysis
changes at the reporting date to one of the relevant actuarial assumptions by 1 holding other assumptions constant would have affected 
the defined benefit obligation by the amounts shown below
as at 30 september 2014
defined benefit obligation
increase 
£m
decrease 
£m
discount rate applied to scheme liabilities 67 77
rate of increase in salaries 29 20
rate of increase in pensions in payment 42 42
inflation assumption 62 48
mortality rates change of 1 year 13 11
although the analysis does not take account of the full distribution of cash flows expected under the plans it does provide an approximation 
of the sensitivity
the major categories of assets in the funded schemes and their percentage of the total scheme assets were
2014 2013 
equities of which 381 682
– actively traded 727 844
property and infrastructure 144 88
fixed interest investments 380 223
cash 95 07
t otal assets related to
– rg scheme 812 798
– norway 188 202
the fair value of the scheme assets and the present value of the scheme’ s liabilities of the funded schemes were
2014  
£m
2013  
£m
fair value of scheme assets 346 327
present value of funded liabilities 437 395
net pension liability 91 68
the following amounts have been charged or credited in arriving at the loss 2013 profit for the year
2014 
£m 
2013  
£m 
current service cost reported in employee remuneration 08 07
net interest on pension scheme liabilities reported in finance income and expense 04 04
t otal amount charged 12 03 79
strategic report
corporate governance
financial statements
changes in the present value of the scheme liabilities are as follows
2014 
£m 
2013 
£m 
scheme liabilities at beginning of the period 395 380
current service cost 08 07
curtailment 06 –
employee contributions 01 01
interest on pension scheme liabilities 17 13
remeasurements
– arising from changes in financial assumptions 17 02
– arising from changes in experience adjustments 28 09
benefits paid 17 13
currency adjustment 06 04
scheme liabilities at end of the period 437 395
changes in the fair value of the scheme assets are as follows
2014 
£m 
2013 
£m
scheme assets at beginning of the period 327 316
interest income 13 17
employer contributions 07 07
employee contributions 01 01
remeasurement return on plan assets excluding interest income 18 03
benefits paid 17 13
currency adjustment 03 04
scheme assets at end of the period 346 327
the following amounts have been recognised in other comprehensive income
2014 
£m 
2013 
£m
remeasurements 27 08
b unfunded schemes
the principal unfunded scheme of the group operates in germany t o be eligible for the general plan employees must complete five years 
of service and the normal retirement age for this plan is 65 employees in germany are also provided with a long service ‘jubilee’ award 
which provide a month’ s gross salary after the employee has worked a certain number of years of service all unfunded schemes are valued 
in accordance with ias 19 revised and have been updated for the period ended 30 september 2014 by a qualified independent actuary 
the major assumptions on a weighted average basis used in these valuations were
2014 2013 
rate of increase in salaries 20 20
rate of increase in pensions in payment and deferred pensions 16 16
discount rate applied to scheme liabilities 21 33
inflation assumption 18 18
at the balance sheet date scheme members were assumed to have the following life expectancies at age 65
2014 2013 
pensioner now aged 65 212 211
pensioner now aged 40 242 241 80
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
18 postemployment benefit obligations continued
sensitivity analysis
changes at the reporting date to one of the relevant actuarial assumptions by 1 holding other assumptions constant would have affected 
the defined benefit obligation by the amounts shown below
as at 30 september 2014
defined benefit obligation
increase 
£m
decrease 
£m
discount rate applied to scheme liabilities 10 11
rate of increase in salaries 03 04
rate of increase in pensions in payment 08 05
inflation assumption 16 09
mortality rates change by 1 year 03 02
although the analysis does not take account of the full distribution of cash flows expected under the plans it does provide an approximation 
of the sensitivity
the present value of the scheme’ s liabilities of the unfunded schemes was
2014 
£m 
 2013 
£m 
net pension liability 88 82
the movement in the liability during the period was as follows
2014  
£m 
2013  
£m
deficit in the schemes at start of the period 82 75
current service cost 01 02
contributions 04 05
interest on pension scheme liabilities 02 03
remeasurements
– arising from changes in financial assumptions 11 03
– arising from changes in experience adjustments 01 –
currency adjustment 05 04
deficit in the schemes at end of the period 88 82
the following amounts have been charged in arriving at loss 2013 profit for the year in respect of these schemes
2014  
£m
2013 
£m 
current service cost reported in employee remuneration 01 02
interest on pension scheme liabilities reported in finance income and expense 02 03
t otal amount charged 03 05
the following amounts have been recognised directly to other comprehensive income
2014  
£m
2013  
£m
remeasurements 12 03 81
strategic report
corporate governance
financial statements
19 provisions
onerous 
contracts 
£m
other 
£m
total 
£m
at 1 october 2013 53 75 128
unwind of discount 06 10 16
utilised in the year 16 12 28
at 30 september 2014 43 73 116
provision for onerous contracts is made when the expected benefits to be derived by the group from a contract are lower than the 
unavoidable cost of meeting its obligations under the contract the timing of the utilisation of these provisions is variable dependent on the 
contract expiry dates which vary between one and ten years
other provisions represent estimates of expected costs to be incurred in restoring a site to its original condition when it is vacated at the end 
of the lease term these provisions will be utilised at the end of the lease terms which vary between one and ten years in length
20 capital and reserves
share capital
  
number of 
shares
share capital 
£m
share 
premium 
£m
issued called up and fully paid
ordinary shares of £001 each 19999999 02 1296
preferred ordinary shares of £001 each 200000 – 10
class b preference shares of £001 each 99831700 10 988
deferred ordinary shares of £001 each 417670000 42 4135
at 30 september 2013 537701699 54 6429
capital reduction – 42 6429
cancellation of deferred ordinary shares 417670000 – –
capital reorganisation 133695179 25 –
shares issued in the period 222429939 22 4612
at 30 september 2014 476156817 59 4612
comprised of
issued called up and fully paid
ordinary shares of £001 each 474999954 47 4612
deferred shares of £100 each 1156863 12 –
476156817 59 4612
the group’ s capital structure was reorganised during 2014 in preparation for the ipo
on 30 june 2014 a capital reduction was completed in accordance with the terms of a special resolution under which
i the share premium account of the company an amount of £6429m was cancelled and extinguished and
ii  the issued deferred ordinary share capital of the company was reduced from £42m to £1 by reducing the nominal value of each 
deferred share
following the capital reduction the amount £6471m by which the share premium and deferred ordinary share capital were reduced was 
credited to the distributable reserves of the company in addition the deferred ordinary shares were purchased from the holders for a total 
consideration of £1 following which the shares were cancelled and an amount of £1 was transferred to a capital redemption reserve 
on 15 july 2014 the existing capital structure was reorganised to consist of a single class of ordinary shares and a single class of deferred 
shares following the capital reorganisation 252570015 new ordinary shares of £001 each and 1156863 new deferred shares of £1 
each were in issue the new deferred shares have no value and were created in order to satisfy the capital maintenance requirements 
of the companies act 2006 the deferred shares were automatically transferred to the ssp group’ s employee benefit trust’ s trustee on 
15 july 2014 82
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
20 capital and reserves continued
at the ipo on 15 july 2014 the company issued 222429939 new ordinary shares of £001 each at a premium of £209 per share 
share issue costs of £37m were offset against the share premium of £4649m created on the issue of these shares
ordinary shares
the ordinary shareholders are entitled to receive notice of attend and speak at and vote at general meetings of the company 
ordinary shareholders have one vote for each ordinary share held by them
deferred shares
these shares do not confer any voting rights and in practice have no right to dividends or return of capital
reserves
capital 
redemption 
reserve 
£m
translation 
reserve 
£m
cash flow 
hedging 
reserve 
£m
total  
£m
at 1 october 2012 – 155 120 35
net loss on hedge of net investments in foreign operations – 90 – 90
other foreign exchange translation differences – 68 – 68
change in fair value of cash flow hedges – – 67 67
at 30 september 2013 – 03 53 56
net gain on hedge of net investments in foreign operations – 222 – 222
current tax charge on gain on hedge of net investment in foreign operations – 49 – 49
other foreign exchange translation differences – 145 – 145
current tax credit on losses arising on exchange translation differences – 40 – 40
effective portion of changes in fair value of cash flow hedges – – 26 26
cash flow hedges – reclassified to profit and loss – – 70 70
creation of capital redemption reserve resulting from capital reduction see below – – – –
at 30 september 2014 – 65 09 56
capital redemption reserve
the capital reorganisation in the year resulted in the creation of a capital redemption reserve of £1 due to the cancellation of the deferred 
ordinary shares 
translation reserve
the translation reserve comprises all foreign exchange differences arising since 1 october 2010 the transition date to ifrs from the 
translation of the financial statements of foreign operations as well as from the translation of liabilities that hedge the company’ s net 
investment in foreign subsidiaries
cash flow hedging reserve
the hedging reserve comprises the cumulative net change in the fair value of the group’ s interest rate swaps
noncontrolling interests
2014 
£m
2013 
£m
at beginning of the period 198 102
share of profit for the period 41 35
dividends paid to minorities 36 25
capital contribution from minorities – 88
currency adjustment 12 02
at end of the period 191 198 83
strategic report
corporate governance
financial statements
21 sharebased payments
in 2014 the group granted equitysettled share awards under the performance share plan ‘psp’ there were no share plans in place prior 
to 2014 
the 2014 psp awards are based on two independent performance conditions which apply to separate numbers of shares under the award 
and are assessed independently 25 of the award is based on ssp’ s t otal shareholder return ‘tsr’ relative to a comparator group and 
75 of the award is subject to an earnings per share ‘eps’ performance condition
details of the terms and conditions of the psp and of the group’ s tsr comparator group are given in the directors’ remuneration report on 
pages 31 to 44
expense in the year
the group incurred a charge of £03m in 2014 2013 £nil in respect of the psp  the group also incurred an exceptional charge of £71m in 
2014 2013 £nil in respect of an aggregate of 3329904 ordinary shares awarded by the company’ s previous majority shareholder to the 
executive directors and certain other members of management at the time of the company’ s admission to the london stock exchange
performance share plan
2014 
number of shares
outstanding at beginning of the year –
granted during the year 4573489
lapsed during the year 14269
outstanding at end of the year 4559220
exercisable at end of the year –
weighted average remaining contracted life years 31
weighted average fair value of awards granted £ 186
the exercise price for the psp awards is £nil
details of awards granted in the year
the fair value of equitysettled awards granted in the year for the psp awards with the tsr performance condition was determined using an 
option pricing model based on similar principles to a monte carlo model 
the following inputs were used for the option pricing model
2014
weighted average share price at grant £ 210
weighted average exercise price –
expected volatility 26
expected life years 36
vesting period years 36
expected correlation between the share price of tsr comparators 25
expected volatility was determined with reference to the historic volatility for the constituents of the group’ s tsr comparator group over a 
period commensurate with the expected life of the awards
awards subject to eps performance criteria have been valued with reference to the share price at the date of the award 84
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
22 cash flow from operations
note
2014 
£m
2013 
£m
lossprofit for the year 278 23
 adjustments for
 depreciation 9 725 706
 amortisation 10 85 86
 goodwill written off on closure of business units 10 – 105
 sharebased payments 6 03 –
 loss on disposal of business 11 07 –
 finance income 08 16
 finance expense 290 445
 share of profit of associates 11 15 24
 exceptional costs before tax 693 63
 taxation 8 143 139
1645 1527
 increase in trade and other receivables 61 19
 decreaseincrease in inventories 04 01
 increase in trade and other payables and in provisions 184 77
cash flow from operations 1772 1584
23 financial instruments
a financial assets and liabilities by category
financial assets
2014 
£m
2013 
£m
trade and other receivables 840 1109
cash and cash equivalents 1333 1821
2173 2930
financial liabilities
bank loans 5019 10487
finance leases 25 38
derivative financial instruments 09 54
trade and other payables excluding other taxation and social security 3241 3026
8294 13605 85
strategic report
corporate governance
financial statements
b fair values of financial assets and liabilities 
the fair values of all financial assets and financial liabilities by class together with their carrying amounts shown in the balance sheet are 
as follows
carrying 
amount
fair 
value
carrying 
amount
fair 
value
2014 
£m
2014 
£m
2013 
£m
2013 
£m
loans and receivables
cash and cash equivalents 1333 1333 1821 1821
trade and other receivables 840 840 1109 1109
t otal loans and receivables 2173 2173 2930 2930
nonderivative financial liabilities measured at amortised cost
bank loans 5019 5083 10487 10546
finance lease liabilities 25 25 38 38
trade and other payables 3241 3241 3026 3026
t otal financial liabilities measured at amortised cost 8285 8349 13551 13610
derivative financial liabilities
interest rate swaps 09 09 54 54
t otal derivative financial liabilities 09 09 54 54
bank loans
fair value is calculated based on the present value of future principal and interest cash flows discounted at the market rate of interest at 
the balance sheet date bank loans are categorised as level 2 financial liabilities whereby inputs which are used in the valuation of these 
financial liabilities and have a significant effect on the fair value are observable either directly or indirectly 
finance lease liabilities
fair value is based on the present value of the future lease payments discounted at the rate implicit in the lease
other nonderivative financial instruments excluding bank loans
due to the shortterm nature of nonderivative financial instruments excluding bank loans the fair value is approximate to the carrying value 
derivative financial instrument
derivative financial instruments relate to interest rate swaps and are valued using relevant yield curves and exchange rates as at the balance 
sheet date
fair value hierarchy
all derivative financial liabilities are categorised as level 2 under which the fair value is measured using the inputs other than quoted prices 
observable for the liability either directly or indirectly
c credit risk
the group’ s concentration of credit risk in relation to trade receivables is not considered material the balances relate to a number of 
customers for whom there is no recent history of default the ageing of trade receivables at the balance sheet date was as follows
2014 
£m
2013 
£m
t otal trade receivables 345 330
less impairment provision for trade receivables 10 10
335 320
of which
not yet due 220 237
overdue between 0 and 6 months 114 86
overdue more than 6 months 11 07
impairment provision for trade receivables 10 10
335 320 86
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
23 financial instruments continued
the movement in the allowance for impairment in respect of trade receivables during the year was as follows
2014 
£m
2013 
£m
at beginning of the year 10 08
charged in the year 06 02
utilised in the year 05 01
currency adjustment 01 01
at end of the year 10 10
other classes of assets in trade and other receivables do not include any impaired assets
d credit quality of cash at bank and shortterm deposits
the credit quality of cash at bank and shortterm deposits has been assessed by reference to moody’ s external ratings as follows
2014 
£m
2013 
£m
high grade 253 561
upper medium grade 766 917
medium grade 47 25
noninvestment grade 22 18
unrated 10 54
1098 1575
cash in hand and in transit 235 246
1333 1821
e financial risk management
the main financial risks of the group relate to the availability of funds to meet business needs the risk of default by counterparties to 
financial transactions and fluctuations in interest and foreign exchange rates in this regard the treasury function is mandated by the board 
to manage the financial risks that arise in relation to underlying business needs the function has clear policies and operating parameters 
and its activities are regularly reviewed by the board to ensure compliance the function does not operate as a profit centre and speculative 
transactions are not permitted
financial instruments including derivatives are used on occasion to manage the main financial risks arising during the course of business 
these risks are liquidity risk and market risk and are discussed further below
liquidity risk
the group’ s objective in managing liquidity risk is to ensure that it can meet its financial obligations as and when they fall due in order to 
achieve this the treasury department maintains an appropriate level of funds and facilities to meet each year’ s planned funding requirement
the following are the contractual maturities of financial liabilities including estimated interest payments 
2014
carrying 
amount 
£m
contractual 
cash flows 
£m
1 year 
or less 
£m
1 to  
2 years 
£m
2 to  
5 years 
£m
5 years  
£m
nonderivative financial liabilities
bank loans 5019 5836 453 446 4937 –
finance lease liabilities 25 27 13 05 07 02
trade and other payables 3241 3241 3241 – – –
derivative financial liabilities 
interest rate swaps used for hedging 09 04 10 03 09 –
8294 9108 3717 454 4935 02 87
strategic report
corporate governance
financial statements
2013
carrying 
amount 
£m
contractual 
cash flows 
£m
1 year 
or less 
£m
1 to 
2years 
£m
2 to  
5years 
£m
5years 
£m
nonderivative financial liabilities
bank loans 10487 11694 260 411 11023 –
finance lease liabilities 38 51 15 14 14 08
trade and other payables 3026 3026 3022 04 – –
derivative financial liabilities
interest rate swaps used for hedging 54 56 41 14 01 –
13605 14827 3338 443 11038 08
market risk
market risk is the risk that changes in market prices such as foreign exchange rates and interest rates will affect the group’ s income or the 
value of its holdings of financial instruments these are discussed further below
currency risk
although the functional currency of the group is sterling the group’ s operating cash flows are transacted in a number of different 
currencies the group’ s policy in managing this financial currency risk is to use foreign currency denominated borrowings to ensure interest 
costs arise in currencies that reflect the operating cash flows thereby minimising net cash flows in foreign currencies as the mix of foreign 
currency cash flows generated by the business changes over time there may be a requirement to restructure borrowings via financial 
instruments or other treasury products to maintain this hedge the board reviews financial currency risk at least once a year
the currency profile of the cash balances of the group at 30 september 2014 was as follows
cash at bank and in hand
2014 
£m
2013 
£m
sterling 558 852
other currencies 775 969
1333 1821
the group applies hedge accounting to cover the risk of foreign exchange differences arising between the functional currency of the foreign 
operation and the parent entity’ s functional currency ie sterling the designated exchange risk is the spot foreign exchange risk because 
the hedging instruments are not derivatives but foreign currency denominated bank loans the fair value of the bank loans used as hedging 
instruments was £3127m as at 30 september 2014 2013 £3588m there was no ineffectiveness recognised in the income statement 
arising from hedges of net investments in foreign operations
no sensitivity analysis is provided in respect of currency risk as the group’ s currency exposure mainly relates to translation risk as 
discussed above
interest rate risk
the group has entered into a series of interest rate swaps in order to hedge its interest rate exposure from its variable rate term loan facilities 
the impact of all of these transactions is reflected in the table below
the interest rate and currency profile of the group’ s bank loans at 30 september 2014 after taking into account interest rate swaps and 
before adjustment for unamortised bank fees of £64m 2013 £59m was as follows
floatingrate 
liabilities
fixedrate 
liabilities total total
2014 
£m
2013 
£m
2014 
£m
2013 
£m
2014 
£m
2013 
£m
currency
sterling 196 382 1760 2703 1956 3085
euro 195 585 1753 4022 1948 4607
us dollar 31 118 278 852 309 970
canadian dollar – 55 – 32 – 87
swedish krona 34 105 308 691 342 796
norwegian krone 53 132 475 869 528 1001
509 1377 4574 9169 5083 10546 88
ssp group plc annual report and accounts 2014
financial statements
notes to consolidated financial statements continued
23 financial instruments continued
interest rate swaps
all interest rate swap contracts exchanging floating rate interest amounts for fixed interest amounts are designated as cash flow hedges 
to reduce the group’ s cash flow exposure resulting from variable interest rates on borrowings the interest rate swaps and the interest 
payments on the loan occur simultaneously and the amount accumulated in equity is reclassified to profit or loss over the period that the 
floating rate interest payments on debt affect profit or loss 
the fair value of the interest rate swaps was £09m as at 30 september 2014 2013 £54m 
in 2014 a debit of £26m 2013 £01m was recognised in other comprehensive income representing the effective portion of changes in the 
fair value of the interest rate swaps in the year there was no ineffectiveness recognised in the income statement in either year
in the period to 14 july 2014 a credit of £30m arose in other comprehensive income relating to amounts reclassified to the income 
statement on 14 july 2014 the interest rate swap agreements were terminated and a further credit of £40m in other comprehensive 
income arose on the reclassification of the cumulative changes in fair value of the interest rate swaps to the income statement see note 7 
in 2013 a credit of £68m was reclassified to the income statement 
sensitivity analysis 
a change of 50 basis points in interest rates at the balance sheet date would have increaseddecreased equity by the amounts in the table 
below this is driven by changes in the carrying value of derivative financial instruments at 30 september 2014 these were in fully effective 
hedge relationships and the movement would have had no impact on the income statement 
this calculation assumes that the change occurred at the balance sheet date and has been applied to risk exposures existing at that date 
in addition all other variables in particular foreign currency rates have been assumed to remain constant
2014  
£m
2013  
£m
equity
increase 115 55
decrease 112 56
f capital management
the group’ s policy is to maintain a strong capital base so as to maintain investor creditor and market confidence and to sustain future 
development the group’ s capital is represented by the share capital and reserves as set out in note 20 retained earnings and net debt 
see below the funding requirements of the group are met by a mix of mediumterm borrowings shortterm borrowings under its rcf 
and available cash as detailed in the table below during the year the group continued to monitor covenant compliance and has passed 
comfortably the requirements in its borrowing facilities as part of its new banking arrangement the group has to comply with the financial 
covenants relating to net debt cover and interest cover these covenants will be tested biannually 
during the period the group delevered as a consequence of the ipo process as at 30 september 2014 the group had a leverage of 23x 
underlying ltm ebitda approximately 05x lower than when the ipo completed in july
the following table shows the movement in net debt of the group during the year
at beginning 
of the year 
£m
cash 
flow 
£m
noncash 
changes 
£m
translation 
differences 
£m
at end of 
the year 
£m
cash and cash equivalents 1821 461 – 27 1333
debt due within one year
 bank loans – – 286 – 286
 finance leases 14 12 10 – 12
debt due after one year
 bank loans 10487 4998 291 465 4733
 finance leases 24 – 10 01 13
total 8704 4549 05 439 3711
there were no changes to the group’ s approach to capital management during the year 89
strategic report
corporate governance
financial statements
24 operating leases
noncancellable operating lease rentals are payable as follows
2014 
£m
2013 
£m
less than 1 year 2076 1999
between 1 and 5 years 5376 5676
more than 5 years 1809 1794
9261 9469
the group leases a number of operating units under operating leases 
25 commitments
capital commitments at the end of the financial year for which no provision has been made are as follows
2014 
£m
2013 
£m
contracted for but not provided 470 326
26 related parties
remuneration of key management personnel
the remuneration of the key management personnel of the group is set out below in aggregate for each of the categories specified in 
ias 24 related party disclosures the group considers key management personnel to be the group chief executive officer the chief 
financial officer and the nonexecutive directors
2014 
£m
2013 
£m
shortterm employee benefits 56 13
postemployment benefits 03 01
t ermination benefits – 22
sharebased payments 40 –
99 36 90
ssp group plc annual report and accounts 2014
financial statements
company balance sheet at 30 september 2014
note
2014  
£m
2013  
£m
fixed assets
investments 28 9183 1050
current assets
debtors in 2013 included £1000m due after more than 1 year 29 1217 1117
cash at bank and in hand – 01
1217 1118
net assets 10400 2168
capital and reserves
called up share capital 30 59 54
share premium account 30 4612 6429
profit and loss account 30 5729 4315
capital redemption reserve 30 – –
t otal equity shareholders’ funds 10400 2168
these financial statements were approved by the board of directors on 26 november 2014 and were signed on its behalf by
jonathan davies 
chief financial officer 91
strategic report
corporate governance
financial statements
27 accounting policies
ssp group plc the ‘company’ is a company incorporated in the uk
this balance sheet and related notes present information about the company as an individual undertaking and not about its group 
the separate financial statements are presented as required by the companies act 2006
basis of preparation
the balance sheet and related notes have been prepared in accordance with applicable united kingdom accounting standards ‘uk gaap’ 
under the historical cost accounting rules 
the following accounting policies have been applied consistently in dealing with items which are considered material in relation to this 
balance sheet and related notes
the company uses sterling as its presentational and functional currency and all values have been rounded to the nearest 01 million unless 
otherwise stated
under section s408 of the companies act 2006 the company is exempt from the requirement to present its own profit and loss account 
the profit for the financial year 2013 loss is disclosed in note 30 to these accounts the company has no other recognised gains or losses 
in the current or preceding year and therefore no statement of recognised gains or losses is presented
under frs 1 revised ‘cash flow statements’ the company is exempt from the requirements to prepare a cash flow statement as its cash 
flows are included within the published consolidated cash flow statement of ssp group plc see page 58
the company is also exempt under the terms of revised frs 8 ‘related party disclosures’ from disclosing related party transactions with 
whollyowned subsidiaries within the group 
going concern
ssp group plc is the ultimate parent company of the ssp group this balance sheet has been prepared on a going concern basis having 
regard to ssp group’ s trading forecasts for the next 12 months see page 48 for consideration of the going concern basis
the company balance sheet has strengthened as a result of the issue of new shares during the period 
investments
investments in subsidiaries are stated at cost less provision for impairment losses
impairment 
the carrying values of the company’ s assets are reviewed for impairment when events or changes in circumstances indicate that the 
carrying amount of the fixed asset may not be recoverable if any such indication exists the asset’ s recoverable amount is estimated 
an impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount when a subsequent event or 
change in circumstances causes the recoverable amount of an asset to increase the decrease in impairment loss is reversed through the 
income statement
taxation
the charge for taxation is based on the results for the year and takes into account taxation deferred because of timing differences between 
the treatment of certain items for taxation and accounting purposes t ax is recognised in the profit and loss account except where it relates 
to items taken directly to equity in which case it is recognised in equity deferred tax is recognised in respect of all timing differences between 
the treatment of items for taxation and accounting purposes which have arisen but not reversed by the balance sheet date except as 
otherwise required by frs 19 the company has not adopted a policy of discounting deferred tax balances as permitted by frs 19 
deferred tax assets are recognised to the extent that it is regarded as more likely than not that they will be recovered
sharebased payment compensation
the company has granted equitysettled share awards to group employees equitysettled awards are measured at fair value at grant date 
the fair value of awards granted to employees of the company is expensed on a straightline basis over the vesting period based on the 
company’ s estimate of the number of shares that will actually vest the cost of awards to employees of subsidiary undertakings is accounted 
for as an additional investment in the employing subsidiary
notes to the company financial statements 92
ssp group plc annual report and accounts 2014
financial statements
notes to the company financial statements continued
28 investments in subsidiary undertakings 
shares in group 
undertaking
£m
cost 
at 1 october 2013 5228
additions
1
3955
at 30 september 2014 9183
provisions
at 1 october 2013 4178
reversal of impairment
2
4178
at 30 september 2014 –
net book value
at 30 september 2014 9183
at 30 september 2013 1050
1 
the additions in the year are made up of 
 – £3953m in respect of the purchase of additional shares in ssp group holdings ltd of £3953m on 15 july 2014 and 
 – £02m in respect of the cost of sharebased payments relating to employees of subsidiary undertakings
2  
the £4178m provision for impairment of the company’s investment in ssp group holdings ltd was reversed in the year to reflect stronger future cash flows than those that had been forecast in 2009 
when the provision was created and a lower discount factor applied to the cash flows due to the reduction in the company’s weighted average cost of capital following the ipo
29 debtors
2014 
£m
2013 
£m
amount receivable from group undertakings 1217 1117
30 capital and reserves
share capital
share capital  
number of  
shares
share capital
£m
share premium
£m
issued called up and fully paid
ordinary shares of £001 each 19999999 02 1296
preferred ordinary shares of £001 each 200000 – 10
class b preference shares of £001 each 99831700 10 988
deferred ordinary shares of £001 each 417670000 42 4135
at 30 september 2013 537701699 54 6429
capital reduction – 42 6429
cancellation of deferred ordinary shares 417670000 – –
capital reorganisation 133695179 25 –
shares issued in the period 222429939 22 4612
at 30 september 2014 476156817 59 4612
comprised of
issued called up and fully paid
ordinary shares of £001 each 474999954 47 4612
deferred shares of £100 each 1156863 12 –
476156817 59 4612 93
strategic report
corporate governance
financial statements
reserves
capital 
redemption 
reserve
£m
profit and loss 
account
£m
total 
£m
at 1 october 2012 – 4313 4313
loss for the year – 02 02
at 30 september 2013 – 4315 4315
profit for the year – 3560 3560
capital reduction
1
– 6471 6471
capital reorganisation
1
– 25 25
sharebased payments – 38 38
creation of capital redemption reserve resulting from capital reduction see below – – –
at 30 september 2014 – 5729 5729
1
 for an explanation of the capital reduction and capital reorganisation in the year see note 20 to the group accounts
capital redemption reserve
the capital reorganisation in the year resulted in the creation of a capital redemption reserve of £1 due to the cancellation of the deferred 
ordinary shares 
profit and loss account
the company’ s profit for the financial year was £3560m 2013 loss of £02m the profit in 2014 includes a credit of £4178m in respect  
of the reversal of impairment of the company’ s investment in subsidiaries and exceptional charges of £575m in respect of the ipo
31 employee share plans
awards over shares of the company have been granted to employees of the company under the performance share plan ‘psp’  
details of the terms and conditions of the psp are given in the directors’ remuneration report on pages 31 to 44
psp
2014 
number of shares 
outstanding at the beginning of the year –
granted during the year 1269901
outstanding at the end of the year 1269901
exercisable at the end of the year –
weighted average remaining contracted life years 31
weighted average fair value of awards granted £ 186
expense recognised for the year £m 01
the exercise price for the performance share plan is £nil
information on awards granted in the year can be found in note 21 to the group accounts
the company also incurred an exceptional charge of £35m in 2014 2013 £nil in respect of an aggregate of 1654608 ordinary shares 
awarded by the company’ s previous majority shareholder to the executive directors at the time of the company’ s admission to the london 
stock exchange
32 directors remuneration
the remuneration of the directors of the company is disclosed in note 26 to the group accounts and the directors’ remuneration report on 
pages 39 to 44
33 related parties
the company has identified the directors of the company as related parties of the purpose of frs 8 ‘related party disclosures’ details of 
the relevant relationships with these related parties are disclosed in the directors’ remuneration report and note 26 to the group accounts 94
ssp group plc annual report and accounts 2014
financial statements
notes to the company financial statements continued
34 contingent liabilities
the company is a member of a vat group and consequently is jointly liable for the vat group’ s liability the company’ s contingent liability at 
30 september 2014 was approximately £68m 2013 £77m
in addition the company is a guarantor on group borrowing facilities the borrowings under the facility at 30 september 2014 were 
£5083m
the company has also provided guarantees in relation to certain operating liabilities of operating subsidiaries all such liabilities are expected 
to be paid by the relevant subsidiary in the normal course of business
35 other information
the fee for the audit of the company’ s annual financial statements was £02m 2013 £01m 
the average number of persons employed by the company including directors during the year was nine 2013 five  
t otal staff costs excluding charges for sharebased payments were £71m 2013 £01m 95
strategic report
corporate governance
financial statements
company information
ssp group plc 
169 euston road 
london 
nw1 2ae
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ssp group plc annual report and accounts 2014
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ssp group plc annual report and accounts 2014


Summary:
 ssp group plc annual report and accounts 2014
2
strategic report
chairman’ s statement
vagn sørensen chairman
i am pleased to be able to report a good performance across the 
group during the last year furthermore this performance has been 
delivered against the backdrop of achieving a successful listing on 
the london stock exchange in july and managing the transition 
from being privately owned by eqt partners to becoming a ftse 
250 plc 
the group made progress in the implementation of its strategy 
and we have continued to invest in the business around the world 
supported by our strong cash flow and our balance sheet which was 
significantly strengthened during the year we delivered good sales 
growth in all geographies with total sales up 40 and achieved 
a strong profit performance with underlying operating profit up 
208 on a constant currency basis full year operating profit was 
£400m after exceptional costs which principally related to the ipo
a dividend has not been proposed in respect of the 2014 financial 
year as signalled at the time of the ipo in the absence of 
unforeseen circumstances the current intention of the board is that 
the first dividend to be declared by the company will be in respect 
of the six months ending 31 march 2015 if declared this dividend 
would be paid during the second half of the 2015 financial year
the principles of sustainability have been important to ssp for many 
years and i am pleased to report good progress in many areas of 
our programme including the installation of new led lighting to 
improve energy efficiency and a further extension of our sustainable 
sourcing strategy which sees the majority of the coffee used in our 
“ this year has been one of change for 
ssp with the successful completion of 
our ipo our performance throughout 
the year has been encouraging and 
we continue to grow strongly ”
european business now coming from rainforest alliance certified 
sources i am also proud of the fact that 663 apprentices started 
their careers in the food and beverage industry with ssp this year 
including young people from deprived backgrounds as part of our 
partnership with the prince’ s trust 
there have been a number of changes to the board during the 
year three new independent nonexecutive directors joined 
during the year john barton as senior independent director 
denis hennequin and ian dyson they bring with them a wealth 
of experience in the food and beverage retail travel and leisure 
industries my colleagues and i are very pleased to be working with 
them as we enter a new era for ssp as a listed company
finally my thanks go to all of our staff across the group without 
their commitment and hard work and the support and dedication of 
their management teams we could not have achieved these results
i believe that we can look forward with real confidence the group’ s 
strong profit performance and cash generation combined with a 
strengthened balance sheet and a very clear strategy mean that 
it is well placed to benefit from the underlying positive trends in 
the marketplace
vagn sørensen
chairman
26 november 2014