annual report and accounts 2003
ap 2003 reportaccounts  6104  359 pm  page 1 contents
contents
four year financial highlights 1
directors officers and professional advisers 2
chairman’s review 3
chief executive’s review 4
financial review 6
directors’ biographies 7
report on corporate governance 8
report on directors’ remuneration 10
directors’ report 13
independent auditors’ report to the members of triplearc plc 15
consolidated profit and loss account 16
consolidated balance sheet 17
company balance sheet 18
consolidated cash flow statement 19
notes to the financial statements 20
ap 2003 reportaccounts  6104  359 pm  page 2 1
four year record and financial highlights
four year record and financial highlights
year ended 31 december 2000 2001 2002 2003
£’000 £’000 £’000 £’000
turnover  1443 7010 20860
operating lossprofit 606 1596 3012 76
loss before taxation 607 1595 2979 35
lossprofit before taxation 
and exceptional items note 1 607 1595 2979 149
lossprofit before taxation exceptional items 
and non cash charges notes 1 and 2 607 1278 2025 811
loss per share
basic and diluted 207p 380p 458p 029p
lossearnings per share before allowing for 
exceptional items and non cash debits
notes 1 and 2 207p 302p 311p 071p
diluted lossearnings per share before 
allowing for exceptional items and 
non cash charges notes 1 and 2 207p 302p 311p 071p
note 1 during 2003 the company incurred exceptional costs of £0184m
note 2 the company has incurred the following non cash charges
goodwill amortisation  66 281 563
non cash share option expense  251 673 99
ap 2003 reportaccounts  6104  359 pm  page 3 2
directors officers and professional advisers
directors officers and professional advisers
directors tim brettell chairman
jason cromack chief executive officer
peter houston finance director
nick haigh sales director
colin passmore print services director
jt wong corporate development director
chris pople nonexecutive director
david wong non executive director
shane greenan nonexecutive director
company secretary yvonne fowen
registered office 36a linhope street
london
nw1 6hu
financial and nominated advisers altium capital limited
30 st james’s square
london
sw1y 4al
auditors kpmg
chartered accountants
1 stokes place
st stephen’s green
dublin 2
ireland
solicitors berwin leighton paisner
adelaide house
london bridge
london
ec4r 9ha
bankers hsbc bank plc
49 corn street
bristol
bs99 7pp 
registrars computershare investor services plc
po box 82
the pavilions
bridgwater road
bristol
bs99 7nh
registered number 4290300
ap 2003 reportaccounts  6104  359 pm  page 4 3
chairman’s review
chairman’s review
year ended 31 december 2003
2003 was the defining year in the development of triplearc plc the acquisition of controlp in september 2002 was
fully bedded in and is performing well and this was further supported with the acquisition of access plus plc in
november 2003 transforming triplearc into the fourth largest print management company in the united kingdom the
group is well underway in integrating the two businesses and the benefits of this merger are already coming through
in terms of contract wins
the group moved into operating profit and increased turnover dramatically to £209m from £70m this is impressive
when considering that access plus made a contribution of only £55m to the enlarged group’s 2003 revenue
we are now progressing as a new powerful force in print management providing a complete print management
service with a sophisticated and proprietary technology solution underpinning our service to customers since the
year end we have won contracts with matalan bmi healthcare baa and a distribution agreement has been signed
with four51 inc in the us these contracts would not have been possible prior to the acquisition of access plus and
therefore we can look forward to further development and achievements during the course of the current year
it is at this stage i have decided the time is right to retire from the company i have seen through the integration of
access plus into triplearc and i  believe that the company is now well placed to move forward without me i am
delighted that chris pople has agreed to become the new nonexecutive chairman at the forthcoming agm i am
sure his knowledge of the industry together with his ma experience will see triplearc becoming a more significant
force in the future
at the agm colin passmore will also step down from the board colin will be remaining with the company but is
intending to focus on his operational role the company thanks him for his input at board level and looks forward to
continuing to work with him in addition the company proposes to appoint a new senior independent nonexecutive
director to the board in due course
tim brettell
chairman
4 june 2004
ap 2003 reportaccounts  6104  359 pm  page 5 4
chief executive’s review
chief executive’s review
year ended 31 december 2003
overview
print management is one of the most exciting and the fastest growing sectors of the print industry this sector is
estimated to currently be worth some £12bn approximately 10 of the uk print market and is estimated to be
growing at some 15 per annum
the acquisition of access plus in november 2003 has increased the group’s range of services experience and
expertise in the print management sector as well as providing a good geographical and logistical network the
group is now placed in the top five print management companies in the uk triplearc will be able to roll out its sophis
ticated technology solutions across the enlarged print management operation to enhance the service offering to our
customers and streamline the way we do business internally with our clients and with our suppliers
a challenging business environment is pushing companies to adopt best practices in procurement including a
willingness to outsource ‘backoffice’ functions which is helping to fuel the growth of the print management sector
with an increasing number of print management contracts becoming available and the size of contracts increasing
the group’s enlarged scale makes it well positioned to capitalise on the opportunities in this growing market 
technology adoption is continuing to gain momentum throughout the print and graphic arts industry and again the
group is well placed to capitalise on the opportunities becoming available as the industry adopts job definition
format “jdf” the new print industry job ticket standard which remains at the core of our technologies
print management services
the group provides print management services directly to print buying customers across a diversity of industries that
includes the retail financial services leisure public and publishing sectors we save our customers time and expense
by utilising our expertise in project management new digital and workflow technologies purchasing print and
managing suppliers allowing customers to outsource some or all of the complex process of buying print
prior to the acquisition of access plus plc in november 2003 the print management division gl2 had shown dramatic
growth of over 100 our research into the requirements of corporates moving to outsource their print function
demonstrated that there were key requirements necessary to participate  scale technology geographical spread
and a strong service model the acquisition ensured that the group could capitalise on the increasing number of print
management contract opportunities available by enhancing the group’s ability to meet all those requirements
the division offers an effective outsourced print buying solution by taking advantage of the group’s proprietary
collaborative workflow system “cws” the efficiencies of using cws have been demonstrated and the technology
has helped the group win a number of key new customers this technology was firmly implemented within gl2 prior
to the acquisition and is being rolled out and bedded down in stages across access plus
following the combination of access plus and gl2 we are able to offer one of the most ‘rounded’ print management
solutions in the uk servicing a corporates total outsourced printing requirement this current financial year has already
seen the announcement of contract wins with matalan baa plc and bmi healthcare
technology division
the technology division both markets and supports the group’s proprietary solutions edit2print and ipms and
provides internal support to the print management division giving a strong competitive advantage to the division
cws has dramatically enhanced internal processes and reduced process costs and times within gl2 this has led to
improved service levels being achieved with clients as our staff are able to focus on the services they provide to
clients ultimately leading to increased revenue opportunities as the technology is rolled out across the enlarged print
management division we expect these improvements to continue thereby unlocking the massive potential that exists
within access plus’s existing customer base 
ap 2003 reportaccounts  6104  359 pm  page 6 5
chief executive’s review
technology is recognised as playing a pivotal role in allowing organisations to manage and reduce printing costs
triplearc’s jdf compliant technology remains at the core of our offering and the group is benefiting from the
increasing adoption of jdf within the print industry at the drupa trade fair in may 2004 the world’s largest print
exhibition there was an increasing focus on jdf that reinforces the positive outlook for triplearc’s technology
products 
these products place triplearc at the leading edge of print procurement technology we are delighted to confirm
our alliance partner status with hewlettpackard’s print and imaging division and we will be attending drupa in
conjunction with hp promoting the edit2print and ipms solutions integrated into productionflow the workflow solution
for hp’s digital printing devices our association with hp demonstrates the attractiveness of our solutions to hp
customers and will allow us to showcase our software solutions on a worldwide stage
this current financial year has already seen the announcement of an agreement with four51 inc to distribute cws in
the us market a vast market for print again this demonstrates the robustness and attractiveness of the group’s
technology and marks a major achievement of one of our milestones of licensing our technology in new territories
this agreement will see immediate revenues being generated for the group
staff
i would like to thank all members of both triplearc and access plus for their loyalty and level of professionalism over
the past months they have not only been supportive of the merger but have embraced it realising the synergies and
contribution that can be made from the enlarged group the board would like to thank the team for their hard work
and looks forward to achieving further growth together over the years ahead
outlook
triplearc has experienced an excellent start to 2004 the key features being the critical mass that the group now has
and the implementation of its technology the combination of these two factors will enable the group to tender for
further large contracts such as those announced earlier this year with matalan plc  furthermore we have now put in
place strategic partnerships with hewlettpackard and four51 that demonstrate the strength of our offering 
the board remains confident of delivering further growth in the year ahead as we complete the roll out of the group’s
technology across the print management division we will look to focus on our cash generation to rapidly pay down
our borrowing and focus on new strategic partnerships and potential acquisitions that will enhance our service
offering to our clients whilst delivering revenue for the group there are significant opportunities in both europe and
the us and we remain committed to being at the leading edge within the industry the board is positive that we will
deliver shareholder value over the forthcoming year and well into the future
i would like to thank tim brettell for the support he has shown me and the integration process over the last seven
months and i wish him well for the future
jason cromack
chief executive officer
4 june 2004
ap 2003 reportaccounts  6104  359 pm  page 7 6
financial review
financial review
year ended 31 december 2003
revenue for the year was £209m 2002  £70m reflecting the group’s continued progress from a development
oriented company to a services driven business with an expanding revenue stream from print management the
increase in revenue and gross profit was attributable to the continued growth of gl2 the print management
operation and a 6 week contribution from access plus the print management specialist acquired in november 2003
the group’s operations experienced organic growth in sales of 119 to £154m 2002  £70m access plus contributed
£55m of sales in the final weeks of the year on a proformaannualised basis the enlarged group’s combined
revenues were almost £48m during 2003
the consolidated gross profit was £34m for 2003 a 275 increase on the £09m generated in 2002 this significant
growth was achieved by the group’s print management operations on a proformaannualised basis the enlarged
group’s combined gross profit was £113m for 2003
research and development costs were significantly reduced to £79000 2002  £07m following the effective
completion of the group’s collaborative workflow system “cws” technology at the end of 2002 with the
acquisition of access plus there will be some further costs to integrate the cws system into the new business the
group will continue to outsource software development to third parties enabling it to manage its software
enhancement costs in line with operational requirements other overhead costs were reduced with lower selling and
distribution costs as the group was able to focus on developing its newly won clients
there were exceptional costs of £02m relating to the acquisition of access plus amortisation of intangible assets was
£06m during 2003 2002  £03m reflecting a full year’s charge on the intellectual property capitalised on the
acquisition of the software business of controlp and a 6 week charge relating to the acquisition of access plus the
noncash share option compensation expense of £01m was as expected substantially reduced from the 2002
charge of £07m this arose on share options granted prior to triplearc’s listing on aim where the exercise price of the
option was below the prevailing market price at the date of grant this item will continue to decline significantly in
2004
the group recorded its first operating profit of £09m in 2003 before allowing for exceptional costs amortisation and
share option compensation compared to an operating loss of £21m on the same basis in 2002 the loss before tax
in 2003 was £35000 2002 – loss £30m on a proforma annualised basis the enlarged group generated combined
earnings before interest tax amortisation and exceptional costs ‘ebita’ of £43m in 2003
the basic loss per ordinary share was 029 pence 2002 – loss per share of 458p after allowing for the exceptional
costs the amortisation of intangible assets and the noncash share option compensation expense the group had
adjusted earnings per share of 071 pence 2002 – adjusted loss per share 311p
cash generation has also been a significant feature of 2003 with the group recording its first net cash inflow from
operating activities of £16m this is a £34m improvement over the same figure for 2002 on a proformaannualised
basis the enlarged group produced combined operating cash inflows of £56m in 2003 it is anticipated that cash
generation will be an important characteristic of the group’s operating profile over the coming years
peter houston
finance director
22 march 2004
ap 2003 reportaccounts  6104  359 pm  page 8 7
directors’ biographies
directors’ biographies
year ended 31 december 2003
tim brettell 51 – chairman
founder member of access plus plc in 1982 he acted as ceo and chairman of access plus plc since then mr brettell
is a member of the audit committee
jason cromack 33 – chief executive officer
founder and managing director of gl2 a company formed in 1998 to provide print management services to
marketing and advertising agencies gl2 was acquired by triplearc plc 2001 mr cromack has been ceo of triplearc
plc since 2002 
peter houston 49 – finance director
joined the board of access plus plc in 1997 having previously worked for ernst  young he is a chartered accountant
and attends the audit committee 
nick haigh 48 – group sales director
mr haigh was formerly the sales director for access plus plc having previously joined the group from unisys in 1984
colin passmore 57 – print services director
in 1993 mr passmore joined godfrey lang ltd a print management company specialising in the publishing sector that
was subsequently acquired by gl2 he has over 38 years experience in the print industry and was vice president of the
british printing federation in 1991
jt wong 25 – corporate development director
one of the founders of triplearc plc he has previously worked for medisys plc where he assisted in corporate
transactions and also in the programme funding office of the united nations children’s fund in new york 
chris pople 45 – nonexecutive director †
mr pople was previously a nonexecutive director of access plus plc he is a chartered accountant and a member
of the remuneration committee he is also chairman of the audit committee and the senior independent
nonexecutive director
david wong 50 – nonexecutive director  †
dr wong is chairman of medisys plc a medical technology company listed on the london stock exchange in 1998
dr wong founded even holdings limited an investment holding company specialising in electronic commerce
networks which founded triplearc plc in 2000 he was chairman of triplearc plc until the acquisition of access plus
plc he is chairman of the remuneration committee
shane greenan 34 – non executive director †
mr greenan started his career as a chartered accountant with kpmg and subsequently worked as a financial analyst
for cocacola enterprises inc and bt openworld he was previously the finance director of triplearc plc prior to the
acquisition of access plus plc and is a member of both the audit and remuneration committee
†  member of the remuneration committee
  member of the audit committee
ap 2003 reportaccounts  6104  359 pm  page 9 8
report on corporate governance
report on corporate governance
year ended 31 december 2003
statement of compliance
the directors intend where practicable for a company of its size and nature to comply with the combined code on
the principles of good governance and code of best practice at present there are areas of noncompliance with
the code and the company intends to address these items in the future as the company grows and compliance
becomes more appropriate to a company of triplearc’s size
the company has adopted a code of directors’ dealings appropriate for a company whose shares are trading on
aim and takes all reasonable steps to ensure compliance by the directors and any relevant employees the form of
this code is substantially the same as the model code previously appended to the aim rules
board and board committees
the board of nine comprises six executive directors and three nonexecutive directors the full board which met
twelve times in 2003 manages overall control of the groups affairs by the schedule of matters reserved for its
decision these include the approval of financial statements acquisitions and disposals authority levels for
expenditure and review of monthly and other management reports short biographies of all the directors are set out
on page 7 
the directors are able to take independent professional advice in the furtherance of their duties at the companys
expense and all directors have access to the advice and services of the company secretary mr pople is the senior
independent nonexecutive director an independent director is one who has no relationship with the company or
its management which may undermine independence and who is not dependent on the company or its
management for his primary source of income was not within the last 3 years a senior manager of the company and
does not participate in the company’s incentive bonus schemes or pension schemes
the board delegates daytoday and business management control to the executive directors who are in regular
contact with each other formal decisions are communicated throughout the group the executive directors are
responsible for implementing group policy the monitoring and performance of the business and reporting to the full
board thereon
the company has set up an audit committee with effect from 17 november 2003 whose terms of reference cover
the points recommended by the code its duties include monitoring internal control throughout the group approving
the groups accounting policies and reviewing the interim and annual financial statements before submission to the
board the committee is chaired by mr pople and consists of messrs brettell and greenan and is attended by mr
houston the finance director as appropriate at the conclusion of the annual audit and the review of the interim
accounts the audit committee receives and considers a report from the auditors on any material findings
the company has a remuneration committee which is composed of the three nonexecutive directors it is chaired
by dr wong the report of the remuneration committee is set out on page 10 
all executive directors have rolling service contracts with the company terminable on six months’ notice apart from
mr houston and mr haigh who have twelve months’ notice which in all cases may be served by either party
following their first appointment to the board the terms of the articles of association require all directors to retire and
stand for reelection at the earliest opportunity under the articles of association one third of the directors shall retire
from office by rotation and all directors are required to retire once every three years 
in view of the size of the group there is no nominations committee
ap 2003 reportaccounts  6104  359 pm  page 10 9
report on corporate governance
relationship with shareholders
the directors consider the clear and timely communication of information to shareholders as an important part of
their duties the chairman’s and chief executive’s reviews provide a summary of the groups trading performance
and future outlook in addition the financial review contained in this report also provides shareholders with further
background and information about the group the group’s web site also gives shareholders access to additional
information furthermore twice a year the groups financial results are published in conjunction with briefings for
investment managers and institutional analysts following the companys interim and preliminary final announcements 
the board also views the annual general meeting as an ideal opportunity to communicate with both institutional and
private investors alike and aims to comply with all the provisions of the combined code relating to the construc
tive use of annual general meetings this years annual general meeting will be held on tuesday 29th june when all the
directors plan to be present and available to answer questions a notice calling the meeting has been sent to share
holders with this report and accounts 
accountability and internal control
the directors have set out their responsibility for preparing the accounts in the statement of directors’ responsibilities
on page 14 the board has overall responsibility for the systems of internal control implementation and maintenance
of the internal control systems is the responsibility of executive management the board through the audit
committee has reviewed the effectiveness of the systems of internal control for the accounting year and the period
to the date of approval of the financial statements it should be understood however that such systems are designed
to provide reasonable but not absolute assurance against material misstatement or loss
the company has an established framework of internal controls the key features of which are as follows 
control environment – there are clearly defined organisational responsibilities and the board is committed to
employing suitably qualified staff so that the appropriate level of authority can be delegated with regard to account
ability and acceptable levels of risk
information systems – the group operates a number of separate systems of financial and operational reporting to the
board and senior management based upon an annual budget and regular forecasts the board recognises the need
to review and where appropriate improve information technology systems and have implemented plans to develop
new systems during 2004 monthly weekly and other periodic reports of actual results financial and nonfinancial
together with key performance indicators are produced for and discussed by the directors
identification and evaluation of business risks and controls – management control is exercised at all levels of the
group and is regulated by appropriate limits of authority the directors have considered various areas of business risks
and have developed appropriate policies to manage and diffuse those risks these policies are reviewed in the light
of known and perceived changes to the risks
quality and integrity of personnel – the group attaches high importance to the values of trust honesty and integrity
of personnel in responsible positions and operates a policy of recruiting and promoting suitably experienced
personnel with clearly defined accountabilities the group currently employs 111 people in 5 locations there are
regular meetings of the main sales related staff where additional training is carried out and information about new
product technology is exchanged
investment appraisal – although capital investment is not a significant element of the group’s operations all major
expenditure is included in the annual budget and is reported on to the board in addition the board both in the
regular meetings and by ad hoc reports regularly reviews all potential and actual acquisition opportunities
monitoring – given the size of the group and the close daytoday involvement of the executive directors in almost all
of the group’s locations no formal internal audit function is considered necessary
ap 2003 reportaccounts  6104  359 pm  page 11 10
report on directors’ remuneration
report on directors’ remuneration
year ended 31 december 2003
the remuneration committee members are dr wong mr pople and mr greenan
policy on directors’ remuneration
it is an objective of the group to attract and retain executives of high calibre and reward them in a way that
encourages the creation of value for shareholders the committee undertakes the recommendation of executive
directors’ annual remuneration packages and these are reviewed with effect from 1 january each year no
executive director plays a part in the discussion about his own remuneration
executive directors are paid a basic salary in addition certain executive directors receive benefits in kind including
the provision of motor transport fuel and medical expenses insurance 
nonexecutive directors are paid a salary in respect of a predetermined number of days work each year in addition
further per diem payments may be made where the time dedicated to the group’s affairs exceeds the stated
minimum the committee fixes the level of remuneration of nonexecutive directors no nonexecutive director plays
a part in the discussion about his own remuneration
directors’ pension arrangements
the company normally contributes a single annual payment to a defined contribution pension scheme of which mr
brettell is a beneficiary during 2003 this payment amounted to £1500 for the period from the date of acquisition of
access plus to 31 december 2003 the amount of the contribution in any one year is decided by the committee prior
to the date of payment
the company contributes regular monthly payments to defined contribution pension schemes of which mr cromack
and mr houston are separate beneficiaries during 2003 these payments amounted to £6000 the total amount of
the contributions in any one year is decided by the committee
no pension contributions are made in respect of any other director
directors’ contracts
executive directors currently have rolling service contracts of six months apart from  mr houston and mr haigh who
have twelve months’ notice no payments were made during the year under review to any director or former director
as compensation for loss of office or for breach of contract or termination of contract full time executive directors
are not permitted to hold outside directorships under the terms of their service contracts
mr pople mr houston and mr haigh having been appointed in 2003 offer themselves for reelection and mr jt wong
retires by rotation and being eligible offers himself for reelection biographical details of all directors can be found
on page 7
directors’ remuneration
£’000 basic benefits pension total total
fees salary in kind contribution 2003 2002
executive
tim brettell †  9  1 10 
jason cromack  92 14 5 111 108
peter houston †  10 1 1 12 
nick haigh †  10 1  11 
colin passmore  55 11 15 81 81
jt wong  50   50 50
conor o’brien  20   20 65
non executive
chris pople †  2   2 
david wong      
shane greenan  54   54 54
total 302 27 22 351 358
†  remuneration from the date of appointment to the board to the end of the year
ap 2003 reportaccounts  6104  359 pm  page 12 report on directors’ remuneration
the directors who held office at the end of the financial year had the following beneficial interests in the ordinary
shares of the company
ordinary shares at 1 january 2003
 of issued interest at of 5p each at or at date of 
share capital 22 march 2004 31 december 2003 appointment if later
tim brettell 1 669 13452908 13452908 13452908
jason cromack 230 4617705 4617705 4617705
peter houston 2 038 362760 762760 762760
nick haigh 3 209 4205100 4205100 4205100
colin passmore 222 4470521 4470521
jt wong 4 110 2210000 2210000 2210000
chris pople 001 17580 17580 17580
david wong 5 1039 20889860 20889860 20889860
shane greenan 0003 6000 6000 6000
1 13396139 shares in which tim brettell is interested are held by roy nominees limited a company registered in
england and wales as nominee for the trustees of the brettell jersey 1990 trust the beneficiaries of which include
members of the brettell family 32157 shares in which tim brettell is interested are held by his wife mrs rm brettell
2 27041 shares in which peter houston is interested are held by him on trust for his sons and 13181 shares are held
by his wife mrs s c houston 
11
england and wales as trustee of the haigh jersey 1990 trust the beneficiaries of which include members of
mr haigh’s family
4 the shares in which jt wong is interested are held by pertama limited an investment holding company registered
in the british virgin islands which is wholly owned by a trust settled by david wong one of the beneficiaries of
which is jt wong
5 9325860 shares in which dr david wong is interested are held by medical consultant and management limited
mcm an investment holding company registered in jersey which is wholly owned by a trust settled by dr wong
the beneficiaries of which are dr wong’s wife and minor children 11564000 shares in which dr wong is interested
are held by even holdings limited an isle of man company in which mcm is the majority shareholder
6 on 9 january 2004 peter houston sold 400000 shares at 1825p in connecyion with his exercise of options over
access plus plc shares during the offer for that company 
11
3 the shares in which nick haigh is interested are held by roy nominees limited a company registered in
england and wales as trustee of the haigh jersey 1990 trust the beneficiaries of which include members of
mr haigh’s family
4 the shares in which jt wong is interested are held by pertama limited an investment holding company registered
in the british virgin islands which is wholly owned by a trust settled by david wong one of the beneficiaries of
which is jt wong
5 9325860 shares in which dr david wong is interested are held by medical consultant and management limited
mcm an investment holding company registered in jersey which is wholly owned by a trust settled by dr wong
the beneficiaries of which are dr wong’s wife and minor children 11564000 shares in which dr wong is interested
are held by even holdings limited an isle of man company in which mcm is the majority shareholder
6 on 9 january 2004 peter houston sold 400000 shares at 1825p in connecyion with his exercise of options over
access plus plc shares during the offer for that company 
4 the shares in which jt wong is interested are held by pertama limited an investment holding company registered
in the british virgin islands which is wholly owned by a trust settled by david wong one of the beneficiaries of
which is jt wong
5 9325860 shares in which dr david wong is interested are held by medical consultant and management limited
mcm an investment holding company registered in jersey which is wholly owned by a trust settled by dr wong
the beneficiaries of which are dr wong’s wife and minor children 11564000 shares in which dr wong is interested
are held by even holdings limited an isle of man company in which mcm is the majority shareholder
6 on 9 january 2004 peter houston sold 400000 shares at 1825p in connecyion with his exercise of options over
aplplh dithffftht
4 the shares in which jt wong is interested are held by pertama limited an investment holding company registered
in the british virgin islands which is wholly owned by a trust settled by david wong one of the beneficiaries of
which is jt wong
5 9325860 shares in which dr david wong is interested are held by medical consultant and management limited
mcm an investment holding company registered in jersey which is wholly owned by a trust settled by dr wong
the beneficiaries of which are dr wong’s wife and minor children 11564000 shares in which dr wong is interested
are held by even holdings limited an isle of man company in which mcm is the majority shareholder
182 4
5
6
3637188 4470521 4470521
on 9 january 2004 peter houston sold 400000 shares at 1825p in connection with
his exercise of options over access plus plc shares during the offer for that company
on 12 january 2004 colin passmore sold 833333 shares at 18p
5
6
document1  6304  922 am  page 1 12
report on directors’ remuneration
directors’ share options
details of the directors’ beneficial interests in the share options are as follows
at the beginning
of the year or date weighted
of appointment if later average
and the end of the year exercise price first date last date
no of shares under options per share exercisable exercisable
executive
tim brettell    
jason cromack 1403738 1900p  31 october 2007
peter houston 450000 1600p  30 june 2006
nick haigh 450000 1600p  30 june 2006
colin passmore 500000 1600p  30 june 2006
jt wong 3145000 1240p 18 january 2002 31 october 2007
non executive  
chris pople    
david wong    
shane greenan 318182 2200p 15 march 2002 14 october 2011
the ability of certain directors to exercise share options depends on certain trigger events disclosed in note 25 to
these financial statements none of these events have triggered as at the date of approval of these financial
statements
according to the register of directors’ interests no other rights save those shown above to subscribe for shares in or
debentures of the company or any other group company were granted to any director or their immediate families
or exercised by them during the financial year nor in the period up to the date of this report
dr david wong
chairman – remuneration committee
22 march 2004
ap 2003 reportaccounts  6104  359 pm  page 14 13
directors’ report
directors’ report 
year ended 31 december 2003
the directors present their annual report on the affairs of the group together with the financial statements and
auditors’ report for the year ended 31 december 2003
results and dividends
the group loss after taxation for the year amounted to £0231m 2002 loss £299m the directors do not recommend
the payment of a dividend
principal activities and business review
triplearc plc “the company” is an investment holding company the principal activities of the company’s 
subsidiaries are the provision of eprocurement solutions for the print industry and the provision of print management
services a review of the group’s activities during the year and its future prospects can be found in the chief
executive’s review on pages 4 and 5
on 17 november 2003 the company acquired the entire issued share capital of access plus plc the consideration
was satisfied by the issue of 65498542 ordinary shares in the company and a cash consideration of £28 million full
details of this acquisition are provided in note 12 to the financial statements full details of the movements during the
year in the share capital of the group are given in note 24
directors and their interests
the directors who held office during the year were as follows
tim brettell appointed 17 november 2003
jason cromack 
peter houston appointed 17 november 2003
nick haigh appointed 17 november 2003
conor o’brien resigned 24 april 2003
jt wong 
colin passmore 
chris pople appointed 17 november 2003
david wong 
shane greenan  
directors’ interests in the share capital of the company and in any beneficial share options are shown in the 
remuneration report on pages 10 to 12 in accordance with the articles of association of the company peter
houston nick haigh and chris pople having been appointed in 2003 offer themselves for election and the director
retiring by rotation is jt wong and being eligible he offers himself for reelection
substantial shareholdings
in addition to the interest of directors disclosed on page 11 the directors have been notified that schroder investment
mangement limited owns 5925 of the issued share capital of the company
employees
the group is committed to employment policies which follow best practice based on equal opportunities for all
employees irrespective of sex race national origin religion colour disability sexual orientation age or marital status
employees are kept closely involved in major changes affecting them through such measures as team meetings
briefings and internal communications these are well established procedures to ensure that the views of employees
are taken into account in reaching decisions
significant changes in fixed assets
in the opinion of the directors the market value of fixed assets is not materially different from the carrying value at 31
december 2003
creditor payment policy
it is the group’s payment policy for the year ended 31 december 2003 in respect of suppliers to settle agreed
outstanding accounts in accordance with the terms and conditions agreed with suppliers when placing orders the
group will abide by these terms of payment creditors at the year end represented 65 days purchases 2002 95 days
research and development
software research and development expenditure is written off in the period in which it is incurred
ap 2003 reportaccounts  6104  359 pm  page 15 14
directors’ report
going concern
the directors have a reasonable expectation that the company and the group has adequate resources to continue
in operation for the foreseeable future for this reason they continue to adopt the going concern basis in preparing
the financial statements
share option scheme
certain executive directors and senior management participate in the share option scheme under the terms of the
scheme the board is entitled to select the employees to participate in the scheme in order to provide appropriate
incentives to selected individuals details of the terms under which options are exercisable are set out in note 25 to
the financial statements
financial risk management
the group’s financial instruments comprise bank borrowings and cash the main purpose of these financial
instruments is to raise finance for the group’s operations the group’s current policy is that no trading in financial
instruments shall be undertaken
the main risks arising from the group’s financial instruments are interest rate risk and foreign exchange risk the group’s
policies for managing each of these risks are summarised below
foreign exchange risk
a number of the group’s principal suppliers are in europe with expenses arising in euro the group manages the foreign
exchange risk arising on substantial transactions with these suppliers through agreeing exchange rate ranges with
suppliers
interest rate risk
the group has not entered into arrangements whereby it would be exposed to longterm interest rate risk no
derivative instruments are used by the group
charitable donations
during the year the group made charitable donations amounting to £nil 2002  £nil
corporate governance
the board is mindful of the voluntary provisions of the combined code relating to corporate governance and has
been reviewing some of its procedures during 2003 taking into account the size and stage of development of the
group during the year the directors have considered some of the implications of the turnbull report even though
compliance with this report is not required by the group it remains too early to advise on the date by which the
group will elect to be ready to comply with this report
directors’ responsibilities
company law requires the directors to prepare in accordance with applicable united kingdom law and accounting
standards financial statements for each financial year which give a true and fair view of the state of affairs of the
company and group and of the profit or loss for that period in preparing those financial statements the directors
are required to
• select suitable accounting policies and then apply them consistently
• make judgements and estimates that are reasonable and prudent
• state whether applicable accounting standards have been followed subject to any material departures 
disclosed and explained in the financial statements and
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group 
will continue in business
the directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any
time the financial position of the company and the group and to enable them to ensure that the financial
statements comply with the companies act 1985 they have general responsibility for taking such steps as are
reasonable to safeguard the assets of the group and to prevent and detect fraud and other irregularities
auditors
a resolution is to be proposed at the annual general meeting for the reappointment of kpmg as auditors of the company
by order of the board
yvonne fowen
secretary
22 march 2004
ap 2003 reportaccounts  6104  359 pm  page 16 15
independent auditors’ report to the members of triplearc plc
independent auditors’ report to the members of triplearc plc
we have audited the financial statements on pages 16 to 33 we have also examined the directors’ remuneration
table in the directors’ remuneration report 
this report is made solely to the company’s members as a body in accordance with section 235 of the companies
act 1985 our audit work has been undertaken so that we might state to the company’s members those matters we
are required to state to them in an auditor’s report and for no other purpose to the fullest extent permitted by law
we do not accept or assume responsibility to anyone other than the company and the company’s members as a
body for our audit work for this report or for the opinions we have formed
respective responsibilities of directors and auditors
the directors are responsible for preparing the annual report and financial statements as described in the directors
report this includes responsibility for preparing the financial statements in accordance with applicable united
kingdom law and accounting standards our responsibilities as independent auditors are established in the united
kingdom by statute the auditing practices board the listing rules of the united kingdom financial services authority
and by our profession’s ethical guidance
we report to you our opinion as to whether the financial statements give a true and fair view and are properly
prepared in accordance with the companies act 1985 we also report to you if in our opinion the directors’ report
is not consistent with the financial statements if the company has not kept proper accounting records if we have
not received all the information and explanations we require for our audit or if information specified by law or the
listing rules regarding directors’ remuneration and transactions with the group is not disclosed
we read the other information contained in the annual report and consider whether it is consistent with the audited
financial statements we consider the implications for our report if we become aware of any apparent misstatements
or material inconsistencies with the financial statements
basis of audit opinion
we conducted our audit in accordance with auditing standards issued by the auditing practices board an audit
includes examination on a test basis of evidence relevant to the amounts and disclosures in the financial statements
it also includes an assessment of the significant estimates and judgements made by the directors in the preparation
of the financial statements and of whether the accounting policies are appropriate to the group’s circumstances
consistently applied and adequately disclosed
we planned and performed our audit so as to obtain all the information and explanations which we considered
necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements
are free from material misstatement whether caused by fraud or other irregularity or error in forming our opinion we
also evaluated the overall adequacy of the presentation of information in the financial statements 
opinion
in our opinion the financial statements give a true and fair view of the state of affairs of the company and the group
as at 31 december 2003 and of the loss of the group for the year then ended and have been properly prepared in
accordance with the companies act 1985
kpmg
chartered accountants
registered auditors
dublin
ireland
22 march 2004
ap 2003 reportaccounts  6104  359 pm  page 17 16
consolidated profit and loss account
consolidated profit and loss account
for the year ended 31 december 2003
2003 2002
notes £’000 £’000
revenue
 continuing operations 15370 7010
 acquisitions 5490 
2 20860 7010
cost of sales 17434 6098
gross profit 3426 912
selling and distribution costs 537 659
research and development 79 719
administration expenses 1888 1592
exceptional recruitment and integration costs 184 
profitloss before amortisation of intangible assets and 
share option compensation expense 738 2058
amortisation of intangible assets 12 563 281
non cash share option compensation expense 26 99 673
operating profitloss
 continuing operations 551 3012 
 acquisitions 627 
profitloss on ordinary activities before interest and taxation 76 3012
interest receivable 13 45
interest payable and similar charges 8 124 12
loss on ordinary activities before taxation 3 35 2979
tax on loss on ordinary activities 9 196 10
loss for the financial year 26 231 2989
loss per ordinary share
 basic and diluted pence 10 029p 458p
adjusted earnings per share before allowing for goodwill amortisation and share option compensation expense 
earningsloss per ordinary share pence 10 071p 311p
diluted earningsloss per ordinary share pence 10 071p 311p
the group had no recognised gains or losses in the financial year or preceding financial year other than those dealt
with in the profit and loss account
ap 2003 reportaccounts  6104  359 pm  page 18 17
consolidated balance sheet
consolidated balance sheet
at 31 december 2003
2003 2002
notes £’000 £’000
fixed assets
intangible assets and goodwill 12 37692 3790
tangible assets 13 1755 157
39447 3947
current assets
stocks 15 1223 44
debtors 16 11136  1873
cash at bank and in hand 17 2188 740
14547 2657
creditors amounts falling due within one year 18 12921 2798
net current assetsliabilities 1626 141
total assets less current liabilities 41073 3806
creditors amounts falling due after more than one year 19 16612 111
provisions for liabilities and charges deferred taxation 23 68 
net assets 24393 3695
capital and reserves
called up share capital 24 10050 3275
share premium account 26 19533 5478
share option reserve 26 1023 924
merger reserve 26 621 621
group interest in shares of triplearc plc 26 150 150
profit and loss account 26 5442 5211
shareholders’ funds – equity 27 24393 3695
the financial statements set out on pages 16 to 33 were approved by the board of directors on 22 march 2004 and
signed on its behalf by
jason cromack
director
ap 2003 reportaccounts  6104  400 pm  page 19 18
company balance sheet
company balance sheet
at 31 december 2003
2003 2002
notes £’000 £’000
fixed assets
investments 14 45530 5930
current assets
debtors 16 2678 2610
cash at bank and in hand 17 155 207
2833 2817
creditors amounts falling due within one year 18 2550 31
net current assets 283 2786
total assets less current liabilities 45813 8716
creditors amounts falling due after more than one year 19 16535 
net assets 29278 8716
capital and reserves
called up share capital 24 10050 3275
share premium account 26 19533 5478
share option reserve 26 1023 924
profit and loss account 26 1328 961
shareholders’ funds – equity 27 29278 8716
the financial statements set out on pages 16 to 33 were approved by the board of directors on 22 march 2004 and
signed on its behalf by
jason cromack
director
ap 2003 reportaccounts  6104  400 pm  page 20 19
consolidated cash flow statement
consolidated cash flow statement
for the year ended 31 december 2003
2003 2002
notes £’000 £’000
net cash inflowoutflow from operating activities 4 1621 1759
returns on investments and servicing of finance
interest received 13 45
interest paid 124 13
net cash outflowinflow from returns on investments 
and servicing of finance 111 32
corporation tax paid 43 12
capital expenditure and financial investment
purchase of tangible fixed assets 13 8 94
disposal of tangible fixed assets  12
net cash outflow from capital expenditure 8 82
acquisitions and disposals
acquisition of subsidiary undertaking 12 27943 138
costs incurred in connection with acquisition 12 1177 
cash acquired on acquisition 12 673 
overdraft acquired on acquisition 12 1512 
net cash outflow from acquisitions and disposals 29959 138
net cash outflow before use of liquid resources and financing 28500 1959
financing
proceeds from issue of share capital 11200 
expenses paid in connection with share issue 850 104
debentures repaid  50
new long term bank loans 18450 
capital element of finance lease payments 15 8
net cash inflowoutflow from financing 28785 162
increasedecrease in cash 6 285 2121
ap 2003 reportaccounts  6104  400 pm  page 21 20
notes to the financial statements
notes to the financial statements
year ended 31 december 2003
1 accounting policies
the following accounting policies have been applied consistently in dealing with items which are considered
material in relation to the group’s financial statements
a basis of preparation and status of financial statements
the financial statements have been prepared in accordance with applicable accounting standards and under
the historical cost convention on a going concern basis and comply with financial reporting standards of the
accounting standards board
b basis of consolidation
the consolidated financial statements include the financial statements of triplearc plc and its subsidiary undertak
ings prepared up to 31 december 2003 intercompany profits transactions and account balances have been
eliminated the acquisition method of accounting is applied for acquisitions with fair values being attributed to the
identifiable net assets acquired goodwill arising on acquisition is dealt with as set out below the results of
subsidiary undertakings acquired during the year are included in the consolidated profit and loss account from the
date of acquisition 
c turnover
turnover represents the invoiced fair value of goods and services excluding value added tax delivered to third
party customers during the year
d tangible fixed assets and depreciation
depreciation is provided by the group to write off the cost less the estimated residual value of tangible fixed assets
over their estimated useful economic lives as follows
furniture fixtures and fittings  over 4 to 10 years straightline basis
office equipment  over 4 to 10 years straightline basis
software  over 3 to 5 years straightline basis
motor vehicles  over 4 to 5 years straightline basis
freehold land is not depreciated freehold buildings are depreciated on a straightline basis at 25 per annum
leasehold improvements have been depreciated using the straightline method over the period of the lease to
the date of the next optiontobreak clause
the carrying values of tangible fixed assets are reviewed for impairment in periods if events or changes in circum
stances indicate the carrying value may not be recoverable
e intangible assets and goodwill
intangible assets represents intellectual property and goodwill purchased goodwill arising on the acquisition of a
business representing the excess of the fair value of the consideration given over the fair value of the separate
assets acquired is capitalised positive goodwill is amortised on a straightline basis over its estimated useful life the
period during which benefits are expected to accrue purchased goodwill is being amortised over 15 – 20 years
intellectual property acquired together with the related costs of acquisition is being amortised over three years
where events or circumstances are present which indicate that the carrying amount of intangible assets may not
be recoverable the group estimates the recoverable amount based on the present value of future cash flows
expected to result from the use of the asset and its eventual disposition where this amount is less that the carrying
amount of the asset the group will recognise an impairment loss
f investments
investments in subsidiary undertakings are shown at cost less provisions for impairment
g debt
debt is initially stated at the amount of the net proceeds after deduction of issue costs the carrying amount is
increased by the finance cost in respect of the accounting period and reduced by payments made in the period 
ap 2003 reportaccounts  6104  400 pm  page 22 21
notes to the financial statements
1 accounting policies continued
h cash and liquid resources
cash for the purposes of the cash flow statement comprises cash in hand and deposits repayable on demand
less overdrafts payable on demand
liquid resources are current asset investments which are disposable without curtailing or disrupting the business
and are either readily convertible into known amounts of cash or close to their carrying value or traded in an
active market liquid resources comprise term deposits of less than one year other than cash
i foreign currencies
transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction monetary
assets and liabilities denominated in foreign currencies at the balance sheet date are reported at the rates of
exchange prevailing at that date any gain or loss arising from a change in exchange rates subsequent to the
date of the transaction is included as an exchange gain or loss in the profit and loss account
j leased assets
where the group enters into a lease that entails taking substantially all the risks and rewards of ownership of an
asset the lease is treated as a finance lease the asset is recorded in the balance sheet as a tangible fixed asset
and is depreciated over its useful life or the term of the lease whichever is shorter future instalments under such
leases net of finance charges are included within creditors the interest element of finance lease payments are
charged to the profit and loss account
all other leases are accounted for as operating leases and rental charges are charged to the profit and loss
account as incurred
k pension costs
the group makes contributions to the personal pension plans of certain employees group contributions payable
are charged to the profit and loss account 
a stakeholder pension scheme has been setup by certain of the group’s subsidiaries  all employees may elect to
contribute a portion of their pretax earnings into the stakeholder pension plan which is managed by an
independent party
l research and development
software research and development expenditure is written off in the period in which it is incurred
m stocks
stocks and work in progress are stated at the lower of cost and net realisable value after making due allowance
for obsolete and slow moving items 
n taxation
current tax is provided at amounts expected to be paid using the rates and laws that have been enacted or sub
stantially enacted by the balance sheet date
deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance
sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay
less tax in the future have occurred at the balance sheet date provision is made at the rates expected to apply
when the timing differences reverse timing differences are differences between the group’s taxable profits and
its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in
periods different from those in which they are recognised in the financial statements
a net deferred tax asset is regarded as recoverable and therefore recognised only when on the basis of all
available evidence it can be regarded as more likely than not that there will be suitable taxable profits from which
the future reversal of the underlying timing differences can be deducted
o earnings per share 
basic earnings per ordinary share is computed by dividing the net loss attributable to ordinary shareholders by the
weighted average number of ordinary shares in issue during the year
ap 2003 reportaccounts  6104  400 pm  page 23 22
notes to the financial statements
2 turnover and segmental information
the analysis of turnover by class of business is as follows 2003 2002
£’000 £’000
print procurement solutions 285 119
print management 20575 6891
20860 7010
the analysis of turnover by geographical area is as follows
united kingdom 20278 7010
other 582 
20860 7010
the analysis of operating loss by class of business is as follows
print procurement solutions 627 2947
print management 703 65
76 3012
the analysis of net assets by class of business is as follows
print procurement solutions 272 103
print management 24665 3592
24393 3695
3 loss on ordinary activities before taxation 2003 2002
£’000 £’000
loss on ordinary activities before taxation is stated after charging 
auditors’ remuneration
 audit fees 49 25
 nonaudit service fees  12
depreciation and other amounts written off tangible fixed assets
 owned 103 50
 leased 5 12
amortisation of intangible assets 563 281
research and development 79 719
operating lease rentals including property 96 133
auditors’ remuneration for non audit services of £0266m 2002£3000 has been included in additions to
intangible assets
4 reconciliation of operating profitloss to net cash 2003 2002
inflowoutflow from operating activities £’000 £’000
operating profitloss 76 3012
depreciation 108 62
loss on disposal of fixed assets  1
amortisation of intangible assets 563 281
non cash share option compensation expense 99 673
decreaseincrease in stocks 454 17
increase in debtors 2407 421
increase in creditors 2728 674
net cash inflowoutflow from operating activities 1621 1759
ap 2003 reportaccounts  6104  400 pm  page 24 23
notes to the financial statements
5 analysis of changes in net funds
at 31 at 31
december acquisition december 
2002 movements cash flow 2003
£’000 £’000 £’000 £’000
cash at bank and on hand 740 673 775 2188
bank overdrafts 60 1512 349 1223
net cash 680 839 1124    965
debenture loans   18450 18450
total 680 839 17326 17485
6 reconciliation of net cash flow to movements in net debt
2003 2002
£’000 £’000
increasedecrease in cash in the year 285 2121
decrease in debt  50
increasedecrease in net funds resulting from cash flows 285 2071
increase in new loans to fund acquisition 18450 
movement in net debt in the year 18165 2071
net funds at 1 january 680 2751
net debtfunds at 31 december 17485 680
7 staff numbers and costs
the average number of persons employed by the group including executive directors during the year
analysed by category was as follows
number of employees
2003 2002
management and administration 9 7
implementation and support services 3 6
print management 16 7
sales and marketing 10 6
38 26
the aggregate payroll cost of these persons were as follows
2003 2002
£’000 £’000
wages and salaries 1510 1079
social security costs 160 108
other pension costs 39 30
1709 1217
8 interest payable and similar charges
2003 2002
£’000 £’000
bank loans and overdrafts 123 6
debenture loans  2
finance lease and hire purchase charges 1 4
124 12
ap 2003 reportaccounts  6104  400 pm  page 25 24
notes to the financial statements
9 tax on loss on ordinary activities
a the tax charge is made up as follows
2003 2002
£’000 £’000 
current tax
uk corporation tax on profits for the year 185 
adjustment in respect of previous periods  10
185 10
deferred tax
origination of timing differences 11 
196 10
b  factors affecting the current tax charge
the effective rate of tax for the period is lower than the standard rate of tax in the united kingdom  
the differences are set out in the tax reconciliation below  
loss on ordinary activities before taxation 35 2979
loss on ordinary activities multiplied by the standard corporation
tax rate in the united kingdom at 30 2002 30 10 894
effects of
expenses not deductible for tax purposes 23 159
goodwill amortisation 169 84
depreciation in excess of capital allowances 37 16
other timing differences 34 
losses carried forward  635
185 
the company has not recognised any deferred tax assets in respect of operating losses carried forward as the
ultimate utilisation of these losses is uncertain
10earnings per share
a 2003 2002
basic loss per share
loss attributable to ordinary shareholders £’000 231 2989
basic weighted average number of shares 79017127 65273191
basic loss per share pence 029p 458p
basic loss per share has been calculated by dividing the loss for each financial year by the weighted average
number of ordinary shares in issue in each year  there is no difference for 2003 and 2002 between the basic net
loss per share and the diluted net loss per share as the effect of all share options is antidilutive
b
adjusted earningsloss per share
profitloss attributable to ordinary shareholders £’000 559 2035
basic weighted average number of shares 79017127 65273191
dilutive potential ordinary shares from share options 142395 
79159522 65273191
adjusted earningsloss per share pence 071p 311p
losses on ordinary activities after taxation of £02m 2002 £30m are shown after deducting £02m 2002 nil in
respect of exceptional recruitment and integration costs £06m 2002 £03m in respect of goodwill amortisation
and £01m 2002 £07m in respect of share option compensation expense  adjusted earnings per share have
been calculated by dividing the adjusted profit of £06m after allowing for the potential tax credit on exceptional
costs 2002 loss £20m by the weighted average number of shares in issue at 31 december 2003 and 31
december 2002 respectively
ap 2003 reportaccounts  6104  400 pm  page 26 25
notes to the financial statements
11 loss attributable to triplearc plc
the loss for the financial year ending 31 december 2003 dealt with in the accounts of the parent company
triplearc plc was £037m 2002 £0741m as permitted by section 230 of the companies act 1985 no separate
profit and loss account is presented in respect of the parent company
12 intangible assets and goodwill
intellectual
goodwill property total
£’000 £’000 £’000
cost
at 1 january 2003 3836 301 4137
arising on acquisition during the year 34465  34465
at 31 december 2003 38301 301 38602
amortisation
at 1 january 2003 322 25 347
charge for the year 463 100 563
at 31 december 2003 785 125 910
net book value
at 31 december 2003 37516 176 37692
at 31 december 2002 3514 276 3790
the directors consider each acquisition separately for the purpose of determining the amortisation period of any
goodwill or other acquired intangible asset that arises  the goodwill capitalised on the gl2 limited acquisition is
being written off on a straight line basis over its useful life which is estimated at 15 years the goodwill capitalised
on the acquisition of access plus plc is being written off on a straight line basis over its useful life which is estimated
to be 20 years  intellectual property capitalised on the acquisition of the software business of controlp is being
written off on a straightline basis over it useful life which is estimated at 3 years 
acquisition of access plus plc
on 17 november 2003 the group acquired the entire issued share capital of access plus plc the net assets
acquired and consideration paid was as follows
book fair value
value adjustment fair values
£’000 £’000 £’000
tangible fixed assets 1701  1701
stocks 1633  1633
debtors 6856  6856
cash 673  673
creditors 5728  5728
net assets acquired at fair value 5135
goodwill arising on acquisition 34465
consideration 39600
satisfied by £’000
acquisition costs 1177
issue of shares 10480
cash 27943
39600
net cash payment on acquisition of subsidiary undertaking £’000
cash paid for acquisition 27943
costs arising on acquisition 1177
overdraft acquired on acquisition 1512
less cash acquired on acquisition 673
29959
ap 2003 reportaccounts  6104  400 pm  page 27 26
notes to the financial statements
12 intangible assets and goodwill continued
the audited results for access plus plc for the year ended 31 december 2002 together with its results for
the period from 1 january 2003 to 17 november 2003 the most recent practicable date prior to acquisition
were as follows
period to 17 year to 31
november 2003 december 2002
unaudited audited
£’000 £’000
turnover 27021 30453
cost of sales 19114 21868
7907 8585
other operating expenses 5150 5594
operating profit 2757 2991
the effect of access plus plc since its acquisition on the group’s consolidated cash flow for the year ended 
31 december 2003 can be estimated as follows
£’000
net cash inflow from operating activities 1527
interest received 2
taxation paid 43
net cash inflow 1486
13 tangible assets
group office and fixtures
leasehold freehold computer and motor
property property equipment fittings vehicles total
£’000 £’000 £’000 £’000 £’000 £’000
cost
at 1 january 2003   225  11 236
additions   8   8
arising on acquisition 1 933 425 204 138 1701
disposals   3   3
at 31 december 2003 1 933 655 204 149 1942
depreciation
at 1 january 2003   73  6 79
charge for year 1 2 92 3 10 108
disposals 
at 31 december 2003 1 2 165 3 16 187
net book value
at 31 december 2003  931 490 201 133 1755
at 31 december 2002   152  5 157
the net book value of assets held under finance leases amounted to £nil 2002 nil at the balance sheet date
ap 2003 reportaccounts  6104  400 pm  page 28 27
notes to the financial statements
14 investments
company total
£’000
investment in subsidiary undertakings at cost
at 1 january 2003 5930
acquired during the year 39600
at 31 december 2003 45530
in the opinion of the directors the value of the shares in subsidiary undertakings none of which are listed is not
less than cost details of subsidiary undertakings are as follows
country of
registration or principal class of  holding
subsidiary incorporation activity share held company subsidiary
access plus limited england print management ordinary 100 
formerly access plus plc  wales shares
triplearc limited republic of print procurement ordinary 100 
ireland solutions shares
access plus marketing england print management ordinary  100
services limited  wales shares
access plus print england print management ordinary  100
management limited  wales shares
west riding business england print management ordinary  100
forms limited  wales shares
software stationery england holding company ordinary  100
holdings limited  wales shares
software stationery england print management ordinary  100
specialists limited  wales shares
gl2 limited england print management ordinary 100 
 wales shares
godfrey lang limited england dormant ordinary  100
 wales shares
triplearc uk limited england dormant ordinary 100 
 wales shares
all shareholdings comprise of ordinary shares the registered office for all subsidiary undertakings with the
exception of triplearc limited and triplearc plc is access house the promenade clifton down bristol bs8 3aq
the registered office for triplearc plc is 36a linhope street london nw1 6hu the registered office of triplearc
limited is 46 edenvale road ranelagh dublin 6 ireland
15 stocks
group company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
raw materials and consumables 1223 44  
there are no material differences between replacement cost of stocks and their balance sheet amounts
ap 2003 reportaccounts  6104  400 pm  page 29 28
notes to the financial statements
16 debtors
group company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
trade debtors 9564 1702  
amounts owed by subsidiary undertakings   2646 2610
other debtors 954 38 32 
prepayments 618 133  
11136 1873 2678 2610
17 cash
group company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
short term cash balances 2188 740 155 207
amounts required to support loan notes 98   
net free cash 2090 740 155 207
18 creditors amounts falling due within one year
group company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
bank loans and overdrafts 3138 60 1915 
trade creditors 6642 2361  13
taxes and social security 411 104  
deferred consideration on acquisition  35  
corporation tax 527   
other creditors 1284 4 635 
accruals 821 220  18
obligations under finance leases 
and hire purchase contracts  14  
guaranteed loan notes 98   
12921 2798 2550 31
the bank loans and overdraft and the long term loan in creditors greater than one year are in the form of a facility
provided by the hsbc  the facility is secured on the assets of the business  obligations under finance leases
and hire purchase contracts are secured on the assets concerned  interest rates on the bank facility are based
on libor  
19 creditors amounts falling due after more than one year
group company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
deferred consideration on acquisition 55 110  
deferred income – government grants 22   
long term loan 16535  16535 
finance lease liabilities payable 
between two and five years  1  
16612 111 16535 
ap 2003 reportaccounts  6104  400 pm  page 30 29
notes to the financial statements
20financial instruments
an explanation of the group’s objectives and policies regarding financial instruments can be found on page 6 in
the financial review  there is no difference between the book values and the fair values of the group’s financial
assets and financial liabilities either because of the relative shortterm nature of the respective instruments or
because of uncertainty regarding their future amount  the disclosure below excludes shortterm debtors and
creditors
financial liabilities
the group has an annual overdraft facility of £025m at 31 december 2003 2002  £1025m  this facility is secured
by a standard fixed and floating charge over the assets of the company and all subsidiary undertakings  access
plus limited also has a credit facility for £25m that is available to make substantial repurchases of shares  during
the year £054m was utilised by access plus limited prior to its acquisition by triplearc plc
as part of the acquisition of software stationery access plus limited issued 10year guaranteed unsecured floating
rate loan notes to some of the vendors of that company  the loan notes bear interest linked to bank base rates
less 150 basis points and interest is payable twice a year  the loan notes are effectively repayable on demand
on any interest payment date and are guaranteed by the group’s bankers  the guarantee is funded by an equal
cash collateral which earns interest at current money market deposit rates
the group has no fixed rate interest bearing debt
financial assets
all money market deposits are on varying rates depending on the daily demand for shortterm funds  there are
no fixed rate financial assets over one month in length  some of the group’s financial assets are currently used as
collateral for some of the group’s financial liabilities
bank and other loans are repayable within one year as follows £’000
repayable other than by instalments
bank overdraft 683
21borrowing facilities
the group had the following undrawn committed borrowing facilities available at 31 december 2003 and the date
of approval of the financial statements in respect of which all conditions precedent had been met 
at date of
at 31    approval
december financial
2003 statements
£’000 £’000
expiring in one year or less 700 700
the group’s borrowing facilities at the year end were in the form of a secured overdraft facility and the provision
of a long term loan by hsbc bank  the facility is secured over the assets of the group 
the hsbc facility represents a £16m term loan facility and a £4m revolving credit facility the facility bears interest
at specific margins over libor plus standard regulatory cost loans under the term facility are repayable in
quarterly instalments commencing on 31 march 2004 and must be fully repaid on 31 december 2010
ap 2003 reportaccounts  6104  400 pm  page 31 30
notes to the financial statements
22loans
group company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
bank loan
in one year or less or on demand 2000  2000 
in more than one year but not more than two years 2000  2000 
between three and five years 6000  6000 
greater than five years 6000  6000 
16000  16000 
the loans are secured over the assets of the group by a fixed and floating charge
23 provisions for liabilities and charges
group company
2003 2002 2003 2002
£’000 £’000 £’000 £’000
deferred taxation
at 1 january 2003 
arising on acquisition 57  57 
arising during the year 11  11 
68  68 
24 called up share capital    
2003 2002
£’000 £’000
authorised 
300000000 2002 120000000 ordinary shares of 5p each 15000 6000
allotted called up and fully paid
201003703 2002 65505161 ordinary shares of 5p each 10050 3275
on 28 september 2002 313589 ordinary shares of 5p each were issued to the shareholders of documedia solutions
plc in part consideration for the purchase of the business of controlp by the group
on 17 november 2003 a special resolution was passed to increase the authorised share capital of the company
by 180000000 ordinary shares of 5p each
the cost of gl2’s shares in the company have been deducted from shareholders’ funds as the directors believe
that it is appropriate to invoke the true and fair override and not show these shares as an investment on the group
balance sheet in accordance with the companies act 1985 but instead as a deduction from shareholders’ funds
the directors consider that the arrangements are such that the shares owned by gl2 limited have effectively been
repurchased by the group and so do not constitute an asset of the group and that to show them as such would
fail to show a true and fair view
on 17 november 2003 65498542 5p ordinary shares were issued to the shareholders of access plus plc in part 
consideration for the entire share capital of access plus plc the share value consideration of these shares at the
date of acquisition was £10480m
on 19 november 2003 70000000 5p ordinary shares were placed with certain institutional and other investors on
the readmission of the company to the alternative investment market the total proceeds were £112m
ap 2003 reportaccounts  6104  400 pm  page 32 31
notes to the financial statements
25share options 
during the year the company granted options over an aggregate of 102857 2002 1399326 ordinary shares on
the terms of the company’s share option scheme at subscription prices varying from 16p to 2075p per ordinary
share
options granted in the share option scheme vest and become exercisable in six tranches over the period of three
years from the date of grant or if earlier the date on which the option was promised options expire after 10 years 
options over a further 3650000 shares were issued to certain executive directors and senior management at an
option price of 16p options issued in favour of peter houston nick haigh and jt wong are exercisable in two equal
tranches depending on whether earnings targets are achieved for the financial years ending 31 december 2004
and 31 december 2005 respectively the options in favour of jason cromack are in three equal tranches the first
two tranches may be exercised if the two foregoing earnings targets are met the third tranche may only be
exercised if the company’s share price average a predetermined target over a three month period between 1
january 2005 and 30 june 2006 the option in favour of colin passmore may only be exercised if he secures sales
producing a predetermined level of gross profit for the 12 month period expiring on 31 december 2004 if any
targets are not met the options will lapse
the company recognised a compensation expense of £01m 2002 £0673m during the year ended 31 december
2003 for those instances in which the exercise price of the company’s options was less than the estimated fair
market value of the underlying shares at the date of grant
the company listed on the alternative investment market on 10 december 2001  the price of the company’s
shares at 31 december 2003 was 1750p 2002 9p  during the year the average market price of the company’s
shares was 1325p  all options granted subsequent to the company’s aim listing in december 2001 have been
granted with exercise prices equal to the market value at the date of grant
the following table summarises the transactions for the company’s share options for the year ending
31 december 2003
weighted
number of average
options exercise price
at 1 january 2003 11522565 018
granted in year 3752857 016
lapsed in year 1000000 
exercised in year 17647 
cancelled in year 479481 
outstanding at 31 december 2003 13778294 017
26 reserves
group
share interest in profit and
share option merger shares of loss
premium reserve reserve triplearc plc account
£’000 £’000 £’000 £’000 £’000
group
at 1 january 2003 5478 924 621 150 5211
retained loss for the year  231
share option compensation 
expense  99   
arising on share issue  14905 
share issue costs 850 
at 31 december 2003 19533 1023 621 150 5442
ap 2003 reportaccounts  6104  400 pm  page 33 32
notes to the financial statements
26 reserves continued
group
share interest in profit and
share option merger shares of loss
premium reserve reserve triplearc plc account
£’000 £’000 £’000 £’000 £’000
company
at 1 january 2003 5478 924   961
retained loss for the year  367
share option compensation 
expense  99   
arising on share issue  14905 
share issue costs 850
at 31 december 2003 19533 1023   1328
27 reconciliation of movements in equity shareholders’ funds
2003 2002
£’000 £’000
group
opening equity shareholders’ funds 3695 5965 
total recognised gains and losses 231 2989
issued share capital including premium net of expenses 20830 46
increase in share option reserve 99 673
closing equity shareholders’ funds 24393 3695
company
opening equity shareholders’ funds 8716 8695
total recognised gains and losses 367 698
issued share capital including premium net of expenses 20830 46
increase in share option reserve 99 673
closing equity shareholders’ funds 29278 8716
28 commitments
at the end of the financial year the group had annual commitments under noncancellable operating leases as
follows
2003 2002
land and land and
buildings other buildings other
£’000 £’000 £’000 £’000
group
operating leases which expire
within one year 249 43 41 
in the second to fifth year inclusive  
249 43 41 
ap 2003 reportaccounts  6104  400 pm  page 34 33
29 pensions
triplearc plc does not operate a pension plan for its employees  however the group makes pension contributions
on behalf of certain employees to their personal pension plan as part of their total remuneration package  group
contributions payable are charged to the profit and loss account  relevant employees may also elect to
contribute a portion of their pretax earnings into their personal pension plan  employee personal pension plans
are managed by an independent third party
total pension contributions for the year ended 31 december 2003 amounted to £39000 2002 £30000
a stakeholder pension scheme has been established by some of the group’s subsidiaries   all employees may
elect to contribute a portion of their pretax earnings into the stakeholder pension plan that is managed by an
independent third party
30 related party disclosures
by virtue of the exemption in financial reporting standard 8 for 90 per cent subsidiaries transactions between
companies in the group are not disclosed  
details on related party share details are included within the directors’ report
during 2003 triplearc plc rented 36a linhope street from even uk limited a subsidiary of even holdings limited
rent for the period amounted to £70000 2002 £114000
dr wong provides consultancy services to pacific corporate consultants limited “pacific” which in turn provides
consultancy services to triplearc plc outside the uk pursuant to an agreement dated 1 september 2003 between
triplearc plc and pacific  under this agreement pacific agreed to provide global management consultancy
services to the company for a period of three years and thereafter until terminated by either party giving six
months’ notice or by way of certain automatic termination provisions in the contact  the consideration payable
to pacific under the agreement is £15000 per month subject to an annual upward only review which payment
has been waived until 1 january 2004  of the £15000 per month payable to pacific under the agreement approx
imately £5000 per month is attributed to dr wong
the group leases its head office premises at access house the promenade clifton bristol at an annual rent of
£45000  the landlord is the defined contribution pension scheme of which mr brettell is a beneficiary with effect
from 25 march 2004 the date of the scheduled rent review an independent chartered surveyor fixed a new
annual rental payment at £57000 with effect from that date
31 post balance sheet events
there were no significant post balance sheet events
32 board approval
the board of directors approved these financial statements on 22 march 2004
notes to the financial statements
ap 2003 reportaccounts  6104  400 pm  page 35 triplearc plc  linhope house
36a linhope street  london nw1 6hu
tel 44 0 20 7258 6290  fax 44 0 20 7258 6271
email infotriplearccom  url wwwtriplearccom
registered number 4290300
ap 2003 reportaccounts  6104  400 pm  page 36


Summary:
 3
chairman’s review
chairman’s review
year ended 31 december 2003
2003 was the defining year in the development of triplearc plc the acquisition of controlp in september 2002 was
fully bedded in and is performing well and this was further supported with the acquisition of access plus plc in
november 2003 transforming triplearc into the fourth largest print management company in the united kingdom the
group is well underway in integrating the two businesses and the benefits of this merger are already coming through
in terms of contract wins
the group moved into operating profit and increased turnover dramatically to £209m from £70m this is impressive
when considering that access plus made a contribution of only £55m to the enlarged group’s 2003 revenue
we are now progressing as a new powerful force in print management providing a complete print management
service with a sophisticated and proprietary technology solution underpinning our service to customers since the
year end we have won contracts with matalan bmi healthcare baa and a distribution agreement has been signed
with four51 inc in the us these contracts would not have been possible prior to the acquisition of access plus and
therefore we can look forward to further development and achievements during the course of the current year
it is at this stage i have decided the time is right to retire from the company i have seen through the integration of
access plus into triplearc and i  believe that the company is now well placed to move forward without me i am
delighted that chris pople has agreed to become the new nonexecutive chairman at the forthcoming agm i am
sure his knowledge of the industry together with his ma experience will see triplearc becoming a more significant
force in the future
at the agm colin passmore will also step down from the board colin will be remaining with the company but is
intending to focus on his operational role the company thanks him for his input at board level and looks forward to
continuing to work with him in addition the company proposes to appoint a new senior independent nonexecutive
director to the board in due course
tim brettell
chairman
4 june 2004
ap 2003 reportaccounts  6104  359 pm  page 5