thorntons plc 
thornton park 
somercotes 
alfreton 
derbyshire de55 4xj 
tel 0845 075 7565 
wwwthorntonscouk
thorntons direct 
tel 0845 121 1911 
wwwthorntonscouk
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wwwthorntonscouk
thorntons plc
annual report and 
accounts 2009
too much of a good thing can be wonderful…
thorntons plc annual report and accounts 2009
1thtar09coverindd   1 22092009   111938 our business consists of
uk retail
379 own stores and cafés 
across the uk and ireland
a franchise estate of nearly 
200 stores
thorntons direct – our online 
corporate and consumer 
delivery service
sales  operations
comprising commercial sales 
purchasing manufacturing 
and distribution
tasty
thorntons is the number one “chocolate 
and confectionery” brand in the uk
our delicious treats have been delighting 
customers for more than 90 years today 
thorntons is a £200m turnover company 
and our products can be found across 
a strong commercial network that 
includes 379 shops and cafés and 
197 franchises
 ifc corporate statement 
 01 highlights
 02 chairman’s statement
 06 chief executive’s report
 14 finance director’s report
 18 corporate social responsibility
 23 board of directors
 24  corporate information 
and financial calendar
 25 report of the directors
 29 corporate governance
 34  report on the directors’ remuneration
 42 independent auditors’ report 
 44 consolidated income statement
 44  statements of recognised income 
and expense
 45 balance sheets
 46 cash flow statements
 47 statement of accounting policies
 54 notes to the financial statements
 87 five year summary
 88 shareholder analysis
1thtar09coverindd   2 22092009   111945 wwwthorntonscouk
thorntons plc 
annual report and accounts 2009 01
our values shape our 
success to find out more 
turn to the following pages
04 imagination 
08 excellence 
12 togetherness
profit before tax decreased by 45 to £81m 2008 £85m 
revenue increased by 32 to £2148m 2008 £2081m
earnings per share decreased 407 to 54p 2008 91p 
recommended final dividend of 485p 2008 485p
highlight s
revenue
£2148m
recommended dividend
485p
pr ofit before t ax
£81m
earnings per share
54p
2thtar09frontindd   1 22092009   113214 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 02
three years ago we started to implement 
a new strategy putting the customer at the 
forefront of our thinking and strengthening 
the foundations of the business in line with 
our longterm goals since then we have grown 
sales by almost £40 million from £176 million 
to £215 million introduced many successful 
new products increased our multichannel offer 
and invested significant sums in new point 
of sale systems and factory automation 
however thorntons has not been immune to 
the global economic downturn the pressures 
which were most evident during the first half 
of the financial year resulted in us taking the 
prudent but difficult decision to reduce the 
first half dividend in line with the reduction in 
earnings i am pleased to report however that 
following the implementation of a number 
of management initiatives earlier in the year 
performance in the second half improved 
significantly and we delivered net sales growth 
of 61 and reduced the loss before taxation 
and exceptionals by £25 million we also 
reduced net debt over the year by £16 million 
in august 2009 the company agreed new 
committed bank facilities for three years and 
as a result the company is well placed to 
continue its longterm growth strategy and 
i remain optimistic about the future
our strategy remains just as relevant now 
as it was before the recession and we remain 
focused on driving the business forward and 
delivering sustainable growth in earnings per 
share supported by a strong balance sheet 
we will achieve this by
q  continuing to develop innovative new products
q  improving our uk retail performance across 
all three channels own stores franchise 
and thorntons direct
q further expanding commercial sales
q  improving productivity in operations 
purchasing manufacturing and logistics 
q selective development of export sales
in july we took a further step towards 
“decoupling” the business by creating two 
business units namely “sales  operations” 
and “retail” barry bloomer md sales 
 operations will run commercial sales 
in addition to his existing role in charge of 
purchasing manufacturing and distribution 
the retail business unit will continue 
to be headed by the director of retail 
lysanne mccallion adding responsibility for 
thorntons direct to that for store operations 
trading property and franchise while 
there is still a clear interdependence between 
the two business units the split will allow 
us greater clarity in communicating our 
strategy and an ability to benchmark our 
performance against other successful retailers 
and manufacturers marketing finance and 
hr remain as single functions supporting 
both businesses
the progress we have made most notably 
in the second half would not have been 
possible without the hard work dedication 
and commitment of all our staff and i would 
like to express my deep gratitude for all 
their efforts
earlier this year john wall our finance director 
informed us of his decision to step down from 
the board by january 2010 on behalf of 
the board i would like to thank john for his 
invaluable service to thorntons over the past 
five years and for his commitment to ensuring 
an orderly transition prior to his departure 
while we will be sorry to lose john i am 
delighted that mark robson has agreed to join 
thorntons as his successor mark has extensive 
experience in the retail and consumer goods 
sectors most recently with somerfield ltd 
good p r os pects
we remain focused on driving the business 
forward and delivering sustainable growth 
in earnings per share supported by a 
strong balance sheet
chairm an’s s tatement
john von spreckelsen chairman
2thtar09frontindd   2 22092009   113215 03 wwwthorntonscouk
thorntons plc 
annual report and accounts 2009
now part of the cooperative group i would 
also like to thank martin davey who retired 
from the board as nonexecutive director 
in december for his valuable contribution to 
the company and welcome diana houghton 
as a new nonexecutive director to the board 
diana brings with her a wealth of experience 
in branded product manufacturing and 
strategy consulting and has taken on the 
role of chair of the audit committee
i am pleased to report that the board has 
recommended a final dividend of 485p 
per share unchanged from last year which 
subject to shareholder approval will be 
paid on 27 november 2009
john von spreckelsen
chairman
8 september 2009
a selection 
from our delicious 
chocolate ranges
2thtar09frontindd   3 22092009   113224 04
if you thought  
you had a s weet too th
try this for size
imagination
q  because we see the world with 
wideeyed wonder
q  because if we can dream it we 
can make it
q  because all that we do should 
be wonderful
wwwthorntonscouk
thorntons plc 
annual report and accounts 2009
2thtar09frontindd   4 22092009   113226 wwwthorntonscouk
thorntons plc 
annual report and accounts 2009 05
1  
imagination
2thtar09frontindd   5 22092009   113231 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 06
over the past year we acted decisively to 
manage the business during the recession 
and i am pleased with the overall result 
sales increased by 32 profit before 
taxation fell 45 to £81 million including 
exceptional items and we reduced our debt 
by £16 million by the year end from a retail 
perspective the peak of the crisis in the eight 
to ten weeks before christmas could not have 
hit us at a worse time as historically 40 
of thorntons’ annual sales and most of its 
profits are generated during the christmas 
quarter this reinforces the importance of 
our longterm goal to reduce our financial 
dependency on christmas
the decision to focus on the balance sheet 
by discounting to clear stocks and collect cash 
before christmas and by implementing further 
cost management initiatives to protect the business 
going forward paid off in the second half of the 
year supported by a 61 sales growth the 
second half operating loss excluding exceptionals 
reduced from £28 million last year to £06 million 
and our debt was reduced by £16 million over the 
year to £267 million all this was achieved despite 
losing woolworths as a major customer before 
christmas and incurring a bad debt of £05 million 
when our largest franchisee birthdays ltd 
was placed into administration in may
notwithstanding the impact of the recession 
we continued to focus on the implementation 
of our strategy as follows
product innovation
2009 has seen a series of product success 
stories for thorntons most notably amongst 
our leading sharing brand ‘thorntons moments’ 
and our stylish luxury bar range ‘chocolate 
blocks’ family favourite ‘moments’ hit 
£10 million sales in its first full year of 
trading and ‘chocolate blocks’ doubled the 
sales of the old range however the success 
of ‘chocolate blocks’ isn’t just evident in its 
sales figures new additions to the range 
in 2009 have picked up an impressive 
five industry awards from the prestigious 
academy of chocolate and the great taste 
awards these award winning bars have 
been created by thorntons’ master chocolatier 
keith hurdman using the finest single origin 
chocolate and flavours that have surprised 
and delighted our customers such as tonka 
bean salted macadamia and salted pistachio 
other firm favourites such as hazelnut and 
raisin strawberry and raspberry have recently 
been added to the range and we continue to 
look to introduce more new exciting flavours 
for our customers 
solid resul t s
we make excellent products and by 
continuing to live up to our values of imagination 
togetherness and excellence i strongly believe 
that the prospects for thorntons are good
chief executive’s report
mike davies chief executive
thorntons will deliver 
sustainable profitable 
growth by
q  developing innovative 
new products
q  improving performance 
in uk retail
q  further expanding 
commercial sales
q  improving productivity 
in operations
q  selective development 
of export sales
2thtar09frontindd   6 22092009   113231 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 07
the spring 2009 seasonal products included 
new designs for valentine’s day mother’s day 
and easter which were on trend with their 
bright folk design and included new creations 
with personalisation at the heart delivering 
improved sales and fantastic customer feedback 
with the aim of driving sales during 
the traditionally quieter summer months 
we have invested in our ice cream offering 
firstly we have extended the range of both 
our sticks and scoops and secondly we have 
increased awareness of the ice cream brand 
new ice cream sticks launched this year 
include white delight and mint choc truffle 
a tropical twist exotic fruit sorbet swirled 
with natural frozen yoghurt was added 
to the scoop range 
we also invested in an ice cream marquee 
featuring a nostalgic seaside theme the 
marquee has been on tour to several music 
festivals and countrywide events and has 
been a resounding success both in terms 
of sales and brand awareness
looking ahead this autumn is an exciting time 
for thorntons not only will our new christmas 
range which includes some exciting product 
innovations and eyecatching packaging 
be launched in our stores but we also have 
two new product collections launching in 
store and online 
the ‘continental city boxes’ which include 
the milk chocolate ‘paris collection’ and dark 
chocolate ‘milan collection’ are a little taste 
of contemporary europe and are inspired 
by the flavours from the cities themselves 
they are the latest addition to the famous 
‘continental’ range 
‘metropolitan’ is another exciting proposition 
from thorntons this stylish gift box is 
beautifully designed and is made with the 
finest dominican republic and ecuador 
single origin chocolate paired with unusual 
flavours such as cloudberry and quince 
which will delight our discerning foodie fans 
with many other stimulating innovations in 
the pipeline for 2010 it is an exciting time 
for thorntons
5165
7081
8470
8088
2006 2007 2008 2009
profit before taxation
 £’000
r evenue
 £’000
2006 2007 2008 2009
176626
185989
208122
214805
2thtar09frontindd   7 22092009   113232 2 excellence
wwwthorntonscouk
thorntons plc 
annual report and accounts 2009 08
whether your ta s tes are
con tinen tal or metropolitan
it ’s a
w o r ld
w ond er ful
wonderful
2thtar09frontindd   8 22092009   113246 orange blossom quince 
vanilla salted caramel and 
cloudberry are just some of 
the delicious new flavours 
in our chocolates
wwwthorntonscouk
thorntons plc 
annual report and accounts 2009 09
excellence 
q  because we will fulfil our dream 
to be the best “sweetshop” 
in town
q  because we should 
never disappoint
q  because we inspire one another 
to do better
2thtar09frontindd   9 22092009   113304 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 10
solid result s
the second half operating loss excluding 
exceptionals reduced from £28 million 
last year to £06 million and our debt was 
reduced by £16 million
chief executive’s report con tinued
uk retail
overall uk retail sales including own store 
franchise and thorntons direct declined by 
05 to £1579 million from £1586 million 
in 2008
own store performance declined by 04 
during the year with the vast majority of the 
shortfall occurring in the christmas quarter 
during the course of the year we opened 
five new stores resited one and closed six 
therefore the retail estate ended the year 
with 379 stores unchanged from last year
with the benefit of hindsight the recessionary 
environment during the autumn and christmas 
2008 selling season was not the ideal time to 
trial our new concept stores more work is 
being done to further improve the concept 
before we proceed to roll it out
the uncertainties in the property market are 
ongoing and we continue to pursue opportunities 
to reduce our costs at the time of lease renewals 
and rent reviews as well as by renegotiating 
service charges with 379 stores owned by more 
than 150 different landlords and the opportunity 
to review terms arising only once every five years 
for each store this is a laborious process but 
one that should bear fruit in the long term
like for like sales declined by 20 for the 
year as a whole again mostly due to the poor 
trading in the christmas quarter
franchise store sales grew by 22 during the 
year and i would like to thank all our franchisees 
for their hard work and commitment to thorntons 
during this particularly difficult year unfortunately 
sales were adversely affected at the end of the 
year by the collapse of the birthday stores that 
were placed into administration in may and 
accounted for 94 of our 254 franchise stores
clinton cards plc have since bought back a 
number of birthday stores from the administrators 
including 37 that have a thorntons franchise 
these have now resumed business as usual 
negotiations are progressing swiftly to appoint 
new franchisees in the remaining locations 
and we would expect to have reopened most 
of them in time for christmas
thorntons direct delivered mixed results 
overall sales to consumers from the website 
and the call centre increased by 139 during 
the year but sales to corporate end users declined 
by 307 resulting in an overall decline in 
sales of 52 historically our growth in 
corporate sales was driven by our success in 
the financial services and automotive sectors 
both of which were unfortunately hit hard by 
the economic downturn and all discretionary 
expenditure on gifts ceased we have since 
redirected our sales efforts into other sectors 
and are beginning to see some recovery 
in corporate sales particularly in the leisure 
and hospitality sectors
commercial sales
commercial sales continued to outperform 
the rest of the business and grew by 149 
to £568 million and now account for 265 
of total company sales we achieved good 
growth in all major multiples and now have 
more than 25 of the inlaid box chocolate 
market in the uk ac nielsen june 2009 
excluding sales in thorntons retail
in november woolworths one of our largest 
commercial customers went out of business 
as this had been anticipated well in advance 
the resulting bad debt was minimal i would 
like to express my particular thanks to the 
commercial team for their quick response 
to the opportunities available to them at 
the time and for the growth achieved 
through the channel as a whole
2thtar09frontindd   10 22092009   113304 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 11
operations
the purchasing team have once again done 
an excellent job of mitigating the volatility of 
the cocoa bean market with prices reaching 
a 24year high in february 2009 fortunately 
dairy prices remained low for most of the year 
helping us avoid the need for any significant 
price increases
an ongoing area of focus is the productivity 
of our manufacturing facility and a significant 
step was taken this year with the investment 
of more than £11 million in a second robotic 
packaging line this is now fully operational 
and should improve productivity and gross 
margins in the coming year
we took another step to reduce costs as well 
as to mitigate our impact on the environment 
by outsourcing distribution of our products to 
the south east of england particularly within 
the m25 to a third party
overall supply service levels to all our customers 
including our own stores improved further 
from 95 to 96
export sales
export sales have been on the radar for 
some time and we believe now is the right 
moment to dedicate resources to exploring this 
opportunity this is a longterm objective and 
we will carefully evaluate the options and learn 
from past experience before embarking on a 
controlled expansion of export sales
outlook
as i write this report there are very early 
signs that the worst of the recession might 
be over and this together with all the work we 
have put into product innovation reducing costs 
and improving productivity gives me confidence 
we make excellent products and by continuing to 
live up to our values of imagination togetherness 
and excellence i strongly believe that the 
prospects for thorntons are good
mike davies
chief executive
8 september 2009
q  delivered sales growth 
in a difficult trading 
environment
q  continued to innovate 
and invest
q  added focus on cost 
management and 
efficiencies
q  substantially reduced 
losses in h2
q reduced debt
q  the strategy is delivering
2thtar09frontindd   11 22092009   113311 thorntons plc 
annual report and accounts 2009 12
 s al t  pepper
 umbrella  rain
 ice crea m  summer
 pic ture  fra me
working t ogether like
togetherness
q  because our best ideas come 
from bringing different types 
of people together
q  because we take individual 
responsibility for our 
collective future
q  because we respect appreciate 
and energise each other
wwwthorntonscouk
2thtar09frontindd   12 22092009   113320 wwwthorntonscouk 13
thorntons plc 
annual report and accounts 2009
3  
togetherness
2thtar09frontindd   13 22092009   113331 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 14
solid result s
decisive steps were taken at that 
time to contain operating expenses
profits and tax
operating profit in the second half improved 
significantly which helped to limit the fall in 
the full year preexceptional operating profit 
of £79 million 2008 £97 million to just 
231 compared to the decline of 352 
seen at the interim stage thorntons historically 
generates an operating loss in the second half 
of the year but during 2009 this loss was reduced 
to £06 million excluding exceptional items 
down from £28 million the previous year this 
was helped by a relatively modest 61 growth 
in sales over the period 
percentage margins declined slightly in the 
second half but less so than in the first half of 
the year which was adversely affected by the 
downturn in consumer spending in the months 
before christmas decisive steps were taken 
at that time to contain operating expenses with 
the result that second half expenses excluding 
exceptional items were 05 below last 
year’s level
profit before taxation “pbt” decreased by 45 
to £81 million 2008 £85 million and pbt 
preexceptionals decreased 258 to £63 million 
the exceptional items which give rise to the 
£18 million net credit in the full year income 
statement consist of a oneoff curtailment gain 
relating to the group’s defined benefit pension 
scheme of £23 million which is described 
in more detail on page 17 and an unusually 
large writeoff of a £05 million bad debt 
arising from the insolvency of birthdays 
our largest franchise partner
the £45 million tax charge for the year 
represents 554 of pbt compared with last 
year’s tax charge of 284 the main reason 
for the increase in the tax charge is that the 
finance act 2008 included legislation which 
had the effect of phasing out over four years 
the benefit of industrial buildings allowances 
“ibas” which are deductible for tax purposes 
this change generated a oneoff deferred tax 
charge in 2009 of approximately £20 million 
or 251 of pbt a provision of £29 million 
was made in the interim accounts for the 
deferred tax consequences of the abolition 
of ibas since then however we have taken 
steps to reclassify certain industrial building 
assets as plant and machinery for which capital 
allowances are available thus reducing the 
interim deferred tax charge by £09 million 
once the iba tax allowances are fully phased 
out the group’s annual tax cash cost will 
increase by some £150000
prior year tax credits amounted to 07 of 
pbt which left an underlying current year tax 
charge of 310 this as in previous years 
is higher than the effective statutory rate of 
280 mainly because of a historic element 
of capital investment for which no tax 
allowances are available
shareholder returns and dividends
basic earnings per share have decreased by 
407 from 91p to 54p if the exceptional 
items are excluded the underlying decrease 
in earnings per share is 286
finance direc tor ’s report
john wall finance director
2thtar09frontindd   14 22092009   113332 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 15
dividends paid in the year amounted to 
605p per share as a result of the uncertain 
economic outlook the board felt it prudent 
to pay a reduced interim dividend of 12p 
2008 195p during the financial year 
it is the intention of the board to recommend 
at the annual general meeting that a final 
dividend of 485p be paid to shareholders in 
november 2009 thus making a total dividend 
in respect of the year’s earnings of 605p 
2008 680p
cash and debt
cash generated from operations before 
taxation improved from £140 million in 2008 
to £190 million this year operating cash flow 
before working capital movements was virtually 
unchanged from 2008 but management action 
to control inventory levels and receivables 
collection and to improve payment terms from 
suppliers reduced working capital outflows to 
£28 million down from £79 million the 
previous year 
cash investment in fixed assets totalled 
£100 million 2008 £75 million of which 
£30 million was funded through finance leasing 
the net balance sheet addition to fixed assets 
of £102 million was slightly more than the cash 
figure and included £30 million of expenditure on 
new epos systems described below £11 million 
on a second robotic packing line which will help 
to reduce product costs and £17 million on 
new stores and store improvements the balance 
was invested in new product tooling and other 
supply chain and it improvements
shortly after the end of the financial 
year the group negotiated new committed 
banking facilities with hsbc lloyds tsb bank 
and santanderalliance  leicester totalling 
£525 million for a three year period the costs 
of these facilities are higher than those of existing 
facilities but are in line with market rates 
and provide certainty of funding for the medium 
term covenants are set at levels which 
are broadly similar to those in the 
previous agreements
thorntons online sweet 
shop – filled with your 
childhood favourites
2thtar09frontindd   15 22092009   113339 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 16
business performance
the board continues to apply the following 
key performance indicators in order to measure 
progress towards achieving shareholder value
q  net sales growth – the year on year increase 
in sales revenue excluding any impact from 
acquisitions or disposals
q  like for like sales growth – the change in 
the sales of those of our own shops which 
are open for trading for corresponding 
periods comparing the current year 
with the previous year
q  gross return on sales – gross margin 
as a percentage of net sales revenue
q    profit before tax – current year profit 
before tax compared with the  
previous year
q    operating cash flow – cash generated 
from operations before working capital 
movements taxation asset investment 
and financing activities
performance against these was as shown 
in the table opposite
sales
the group’s sales are made through a 
number of channels whose performance is 
summarised as shown in the table opposite
margins
there was a decrease in gross margin 
of £01 million which was caused by a 
decline in percentage margins from 505 in 
2008 to 489 this year more than offsetting 
the £67 million growth in sales over the 
same period the main factor in the decline in 
margin was the need in a recessionary trading 
environment to attract customers to our own 
stores by offering higher levels of promotional 
discounts than in the previous year and to 
ensure that stock was cleared before christmas 
the change in the proportion of sales through 
the various channels which is largely mitigated 
by the lower costs of serving the faster growing 
channels also had an adverse effect on gross 
profit we succeeded in increasing our prices 
during the year in order to offset increases in 
raw material and manufacturing costs
costs
operating expense growth excluding exceptional 
items was 26 a figure lower than the rate of 
sales growth and this combination lead to a drop 
in operating expenses as a percentage of sales 
from 461 in 2008 to 458 this year this 
was the result of a number of cost management 
initiatives that were put in place when it became 
apparent in the early part of the year that there 
would be a downturn in consumer spending 
caused by the banking crisis these initiatives 
included freezing external recruitment inviting 
staff to take unpaid leave reducing discretionary 
spend wherever possible and tightly managing 
shop costs
profits on asset mainly property disposals 
declined from £143000 last year to £16000 
in the current year
finance direc tor ’s report con tinued
2thtar09frontindd   16 22092009   113339 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 17
other operating income
there was a 238 improvement in other 
operating income during the year from £11 million 
to £14 million which was mainly the result of 
increased sales into major multiples by existing 
licensees of thorntons branded products 
mainly cakes and ice cream
pensions
the ias 19 pension scheme deficit increased 
from £160 million in 2008 to £213 million 
at the end of 2009 during the year the group 
implemented a “career average” change to the 
terms of the defined benefit pension scheme 
which reduced liabilities for future pensions 
by £23 million and generated a corresponding 
income statement curtailment gain however 
a number of other factors contributed to the 
net increase in the deficit of £53 million 
the general decline in the value of equity 
markets accounted for a £45 million 
reduction in the market value of the 
scheme’s assets 
the liabilities of the scheme excluding the 
effect of the oneoff curtailment gain have 
increased by £44 million which includes 
the effect of improving life expectancy 
the company continues to inject funds into 
the scheme in order to reduce the scheme 
deficit over time and made deficit reduction 
payments totalling £17 million during  
the year
information systems
the major achievement of the year 
was the successful replacement of all our 
outdated store tills credit card terminals 
and central supporting software with state 
of the art equipment and software which 
has provided us with a competitive advantage 
in many aspects of our retail operations 
the improvements include a significant 
reduction in transaction times helping to 
shorten customer queues at peak periods 
the rollout of this project was achieved 
in a challengingly short time period 
and enabled us to go live before 
christmas 2008 
by the end of the financial year we had 
upgraded all our credit card systems both for 
our retail business and for thorntons direct 
such that they are fully compliant with the 
credit card industry’s pcidss standard 
which sets the security standards for 
handling credit card transactions
we also successfully upgraded our oracle 
systems which are the core of our financial 
manufacturing and purchasing systems 
this was achieved with minimum disruption 
to the business
john wall
finance director
8 september 2009
key performance indica tors sales performance by channel
    
 2009  2008  2007
net sales growth 32 119 53
like for like sales growth  20  29  08
gross return on sales  489 505 537
profit before tax  £81m  £85m  £71m
operating cash flow £218m  £219m  £198m
a review of each of the above is included under the 
appropriate heading elsewhere in this report
 2009  2008   increase 
 £m £m decrease
own stores 1345 1351 04
franchise 153 149 22
commercial 568 495 149
thorntons direct 82  86  52
total 2148  2081  32
a detailed review of the sales performance by channel 
is included in the chief executive’s report
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annual report and accounts 2009 wwwthorntonscouk 18
corporate social responsibility
thorntons plc recognises it has social ethical 
and environmental responsibilities arising from 
its operations and is committed to the welfare 
of our colleagues customers suppliers and 
the communities in which we operate 
marketplace
manufacturing our products
food safety is paramount to our manufacturing 
processes and our single site production facilities 
at thornton park are regularly independently 
audited against the exacting requirements of 
the british retail consortium’s global standard 
for food safety and recently retained its highest 
grade a status additionally our commercial 
and retailer brand customers regularly audit 
and monitor our performance against their 
own high standards
sourcing our materials
our products use over 300 different raw 
materials which are sourced by our suppliers 
from all around the world the majority of our 
product range is made with natural colouring 
and flavours and our entire children’s range 
contains no artificial colours or added 
preservatives our product range includes 
an organic range and we launched our 
first ‘fairtrade’ products during the year 
we ensure ethical social and environmental 
standards are maintained throughout the 
supply chain by auditing and visiting 95 
of our suppliers on a regular basis our main 
concern is food safety but our audits also 
review ethics health and safety employee 
pay employment conditions use of child 
labour and environmental policies 
and practices 
thorntons is a member of the world cocoa 
foundation “wcf” one of the wcf’s 
objectives is to encourage responsible 
sustainable cocoa farming amongst 
small family run businesses and to help 
improve the conditions of cocoa farmers
customers
we believe in offering customers choices about 
what they purchase and offer both organic and 
diabetic ranges during the year we introduced a 
range of fairtrade products and dairyfree easter 
eggs as our products are luxury gift items they 
are not viewed as part of a balanced diet but we 
can provide advice on consumption and do inform 
consumers about nutrients through the pack 
labelling where size permits thorntons also 
provides information on specific ingredients on 
request eg whether products are glutenfree 
or contain alcohol
committed to integrity
we are committed to the welfare of our 
colleagues customers suppliers and the 
communities in which we operate
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we undertake regular consumer surveys which 
include questions about ethics and respond to 
the results of these surveys when developing 
our products in addition we obtain feedback 
from staff serving customers in our stores of 
their perception of issues that affect customer 
satisfaction and build this feedback into our plans
customer complaints are handled centrally and 
we are proud of the process we have established 
all complaint investigations are started within 
24 hours of receipt and we attempt to resolve 
each one to the satisfaction of our customers 
our policy is to communicate with our customers 
in “plain english” all complaints are recorded 
so that we can undertake a detailed analysis 
monitor trends and identify key issues to 
improve our performance
workplace
our employees
in addition to providing core remuneration 
benefits including annual incentive schemes 
holidays sick pay life assurance and pension 
provision thorntons offers a flexible benefits 
programme training and development 
programmes discounts on products and 
services and participation in company share 
scheme offers employees and their immediate 
families also have access to a confidential 
counselling and legal assistance helpline which 
operates 24 hours a day 365 days a year and 
the company has a published procedure 
“whistle blowing policy” for employees 
to report any concerns confidentially 
we survey all of our employees covering 
a wide range of issues including company 
benefits working conditions and working 
relationships with the results of the survey 
fed back to all employees and used to 
identify and implement improvements 
the company has a formal process for 
succession planning to ensure we develop 
the capability to grow the business in line 
with our longterm goals management 
performance and development reviews are 
conducted annually we also regularly monitor 
our staff turnover rates and use exit interviews 
to understand the reasons why staff leave 
and ensure improvements are made 
where appropriate
training is available to all staff and we aim 
to develop both individuals and teams in line 
with our business needs such that we grow 
our organisational capability
health and safety 
in order to ensure continual improvement in 
health and safety thorntons has a threeyear 
safety improvement programme and central to 
this programme are regular health and safety 
risk assessments manual handling and slips 
trips and falls are our major causes of losttime 
accidents clear manual handling control 
measures introduced have resulted in the 
reduction of manual handling by up to 75 
on one of our main production lines 
we monitor and review the incidents and 
accidents in the workplace so that we can 
take appropriate action to improve working 
conditions and we remain focused on reducing 
both the absolute number of accidents and 
the number of reportable accidents in order 
to improve the safety of visitors employees and 
contractors around the site we have introduced 
pedestrian and vehicle segregation in areas of 
high traffic flow there are also formal procedures 
for accepting visitors and contractors on to the 
production site and into the retail estate
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annual report and accounts 2009 wwwthorntonscouk 20
corporate social responsibility con tinued
workplace continued
health and safety continued
a health and safety site committee meets 
regularly to discuss unresolved health and 
safety matters and review accident statistics 
an independent external health and safety 
audit was conducted during the year and 
accident reporting procedures were 
significantly improved
occupational health
whilst always aiming to minimise accidents 
occurring in the workplace we also work 
with our insurers and have improved our 
occupational health service to employees 
by providing post accident access to private 
medical services which will assist with the 
rehabilitation process we also use an external 
occupational health company to provide us 
with health management services and a doctor 
attends thornton park weekly free eye tests 
and spectacles where required are provided 
for all users of vdus we have also introduced 
a wellbeing policy to help deal with stress 
at work during the year noise assessments 
across thornton park were conducted 
together with audiometric screening for 
all relevant employees 
envir onment
the replacement of the air‑conditioning 
equipment means that the estate should 
be completely free from ozone depleting 
refrigerants by the end of 2010
key issuesobjectives how we monitor our performance
marketplace
q food safety
q  sourcing our cocoa and other 
raw materials ethically
q customer service
grade a brc global standard for food safety
always use reputable global cocoa suppliers 
with proven track records in ethical standards 
member of world cocoa foundation 95 of 
suppliers visited andor audited regularly
all complaints recorded analysed and trends 
monitored to identify emerging patterns to 
improve our performance
workplace
q wellbeing of our people
businesswide employee satisfaction survey 
results monitored fed back to employees 
and improvements made
riddor accident incident rate down 
to 63 from 83 in 2007 
community
q  having a positive impact on the communities 
in which we operate
staff raised in excess of £35000 for children 
with leukemia the elected charity for 2009
environment
waste
q using less material
q reducing waste to landfill
q recycling more
energy
q energy usage
committed to continue reducing packaging 
22 on core easter 2009 range equivalent 
to 73 tonnes of packaging
721 tonnes waste to landfill 2009 38 
1191 tonnes waste recycled 2009 62 
department of energy and climate change 
reduction targets exceeded in each of last  
4 years 
 figures excl retail estate
thorntons is working closely with business in the community to further improve its processes 
and performance monitoring across all areas that its business touches
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annual report and accounts 2009 wwwthorntonscouk 21
environment 
energy and waste
our major impact on the environment is waste 
management and energy use and our priorities 
lie in improving our environmental performance 
in these areas our usage of gas electricity 
and water is regularly monitored as is our 
waste recycling and landfill performance 
submeters for all utilities have been installed 
throughout our manufacturing facility during 
the year which will further improve our 
monitoring and aid us to target specific 
areas for improvements 
a number of initiatives helped reduce energy 
consumption at our production site such as 
reducing compressed air and steam leaks 
and high frequency battery chargers where 
possible when replacing or purchasing 
new equipment energy efficient equipment 
is selected 
a programme to replace the lighting in all 
our retail stores was completed during the 
year and we took the opportunity to install 
energy efficient fittings and lamps throughout 
we also embarked on a rolling programme 
to replace our air conditioning with energy 
efficient equipment delivering energy savings 
of around 20 per site nearly 50 of the 
estate will have the new equipment by the 
autumn of this year with the balance planned 
to be finished during 2010 the replacement 
of the airconditioning equipment means that 
the estate should be completely free from 
ozone depleting refrigerants by the end 
of 2010
with regard to waste management 
an integrated waste management contract 
with our contractor improved both the 
segregation and the proportion of waste 
recycled including plastic wrapping sheets 
and moulds metal straps and cardboard 
cardboard generated in our retail outlets 
is returned to our production site at 
thornton park in the returning empty 
lorries all staff are encouraged to recycle 
general office consumables including 
paper and printer toners
we have introduced 
the back hauling of raw 
materials and packaging 
from suppliers as well 
as cardboard for recycling 
from our retail stores 
in vehicles returning to 
our production site
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annual report and accounts 2009 wwwthorntonscouk 22
corporate social responsibility con tinued
environment continued
packaging
packaging is also a key issue for the company 
and we have developed environmental policies 
for the procurement of packaging and continue 
to progress towards sourcing forest stewardship 
council “fsc” approved materials for our 
cartons we continue to monitor the overall 
environmental impact of using more recycled 
materials in all components 
a major initiative to reduce packaging on our 
2009 easter eggs and products successfully 
resulted in a 22 reduction as measured 
by the percentage of cardboard packaging 
to product 
transport
initiatives to reduce the impact of our products 
on the environment are principally designed 
to reduce fuel consumption through improved 
efficiency of vehicles or their movements 
as vehicles are replaced we purchase more 
fuel efficient and lower emission vehicles 
which exceed current european emission 
requirements the vehicle manufacturer 
also provides training to drivers on more 
efficient driving methods
with regard to lorry movements we have 
introduced the back hauling of raw materials 
and packaging from suppliers as well as 
cardboard for recycling from our retail stores 
in empty vehicles returning to our production 
site we also make use of ‘thermal containers’ 
in our trailers which are frozen at our production 
site and loaded onto vehicles at the last possible 
moment as chiller units are not required fuel 
efficiency increases and there is more efficient 
utilisation of space within the trailer
the frequency of deliveries fuel costs and 
consumption have all been reduced in the 
year by reviewing the mix of vehicles used 
and ensuring that wherever possible full 
loads are carried 
community 
the seasonal nature of our business means that 
we employ a large number of temporary staff 
from the local community in our production and 
indeed we have a policy to recruit staff locally in 
order to provide a benefit to the local community 
we have been able to offer a number of 
temporary staff permanent positions 
many of our ingredients are sourced from 
local uk based suppliers and this factor 
is considered in our purchasing decisions 
for both ingredients and packaging of goods 
thorntons retains links with its former staff 
through annual outings and dinners and builds 
new relationships through local school activities 
and work placement schemes
a staff charity committee is actively involved 
in raising money for children’s charities last 
year the committee raised over £35000 for 
children with leukaemia by coordinating a 
range of initiatives including sponsorship from 
suppliers and staff for runners in the london 
marathon arranging collection points in stores 
and running a charity football day for the 
company’s suppliers at derby county’s football 
ground our retail stores are encouraged to 
support local charitable activities and another 
project raises money for guide dogs for the 
blind through sponsorship of participants in 
the coniston challenge it is the policy of the 
board not to make any political donations
packaging
a major initiative to reduce packaging 
on our 2009 easter eggs and products 
successfully resulted in a 22 reduction
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annual report and accounts 2009 wwwthorntonscouk 23
john von spreckelsen 
nonexecutive chairman n
joined thorntons in june 2006 he was 
previously chief executive officer of budgens plc 
and chairman of somerfield plc currently his 
other appointments include those of an operating 
partner of merchant equity partners llp in the 
uk and chairman of but sas in france he is 
chairman of the nomination committee
mike davies
chief executive 
joined thorntons in october 2006 previously 
held a number of senior positions in mars inc 
including managing director of the uk and 
ireland european vicepresident sales and 
latterly as president of latin america sitting 
on mars inc’s worldwide operating board 
prior to joining mars mr davies spent 
three years with procter  gamble
barry bloomer
managing director sales  operations
joined thorntons in july 2005 and was 
appointed to the board in july 2006 he 
previously spent ten years at black  decker 
latterly as european operations director and 
prior to that eight years in various positions 
including manufacturing and quality director 
for philips components ltd
john wall
finance director 
a chartered accountant joined thorntons 
in december 2004 prior to this he had a 
number of finance director roles including 
group finance director lee cooper group 
and controller of the european division 
of thomas  betts corporation
peter wright
marketing director 
joined thorntons in august 2007 previously 
held a number of senior marketing positions 
in tesco plc including uk director for brand 
marketing uk director for stores and nonfood 
marketing and latterly as marketing director for 
tesco ireland prior to joining tesco he held a 
number of senior marketing positions both in 
the uk and internationally with diageo
diana houghton
nonexecutive director a r n
joined thorntons in december 2008 a corporate 
development and strategy specialist with broad 
experience of the consumer goods and leisure retail 
sectors and extensive corporate finance expertise 
she spent six years as corporate development 
director of allied domecq before working as a 
consultant to a number of companies investment 
banks and private equity houses she is chair 
of the audit committee
paul wilkinson 
nonexecutive director a r n
joined thorntons in august 2006 he holds a 
portfolio of executive nonexecutive and advisory 
roles in the food consumer and retail sectors as 
well as the public sector previous appointments 
include chairman of rank hovis mcdougall and 
prior to that he held management roles at unilever 
and grand metropolitan he was an independent 
director of aryzta ag a major international food 
group based in zurich until 31 july 2009 and 
other appointments include produce world 
big bear group and first day lawson also 
chairs the national skills academy he is 
chairman of the remuneration committee 
and the senior independent director
executive directors non‑executive directors
chairman
key  
a audit committee  
n nomination committee  
r remuneration committee
bo ard of direc tors
2thtar09frontindd   23 22092009   113346 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 24
corporate inform ation
secretary and registered office
mark r henson fcis 
thornton park 
somercotes 
derbyshire de55 4xj
tel 0845 075 7565 
wwwthorntonscouk
registered in the united kingdom no 174706 
independent auditors
pricewaterhousecoopers llp
chartered accountants and registered auditors 
leeds
registrars
capita registrars 
northern house 
woodsome park  
fenay bridge 
huddersfield hd8 0ga
tel 01484 600904  
fax 01484 600911  
wwwcapitaregistrarscom
principal bankers
alliance  leicester plc
barclays bank plc
fortis bank sanv uk branch 
hsbc plc
lloyds tsb bank plc
financial advisors and corporate brokers
investec investment banking 
financial pr advisors
cardew group limited
for 52 weeks ended 27 june 2009
22 october 2009 agm 
27 november 2009 final dividend payable
share dealing service
if you want to buy or sell shares capita share dealing service offer an easytouse 
competitive executiononly service this means that they will only buy and sell shares 
and will not offer any other service for example financial advice if you want to use 
this service phone 0871 664 0364 or visit wwwcapitadealcom the service is 
provided by capita irg trustees limited which is authorised and regulated by the 
financial services authority wwwfsagovukregister 184113 and is a subsidiary 
of capita irg plc terms and conditions apply
financial c alend ar
for 52 weeks ending 26 june 2010
9 january 2010  interim accounting period end 28 weeks 
february 2010 interim results and dividend announced 
april 2010  interim dividend payable 
26 june 2010 accounting period end 52 weeks 
september 2010  results and final dividend announced 
september 2010 annual report circulated 
october 2010 agm
2thtar09frontindd   24 22092009   113347 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 25
repor t of the directors
the directors of thorntons plc have pleasure in presenting their annual report and the audited financial statements of the company and group 
for the 52 weeks ended 27 june 2009
principal activities and business review
the principal activities of the group during the period were focused on the manufacturing retailing and distribution of high quality confectionery 
and other sweet foods a review of the group’s performance during the period with commentary on the financial results future development and 
principal risks and uncertainties facing the company is contained in the chairman’s statement pages 2 and 3 the chief executive’s report 
pages 6 to 11 the finance director’s report pages 14 to 17 the corporate responsibility report pages 18 to 22 and the corporate 
governance statement pages 29 to 33 which are incorporated into this report by reference
results and dividends
the profit for the financial year before tax was £81 million an interim dividend of 120p per share was paid on 30 april 2009 2008 195p 
the directors recommend a final dividend of 485p per share 2008 485p which is not reflected in the attached accounts representing 
a total for the period of 605p 2008 680p subject to shareholder approval the final dividend will be paid on 27 november 2009 to 
shareholders on the register at the close of business on 30 october 2009
financial risk management
details of the group’s financial risk management policies are set out in note 18 on pages 65 to 69
directors
the current directors of the company together with their biographical details are shown on page 23 the directors during the year who served 
for the whole of the period and up to the date of signing the financial statements except where stated were
chairman
j a von spreckelsen 
nonexecutive directors
m t p davey resigned 5 december 2008 
d j houghton appointed 5 december 2008 
p n wilkinson 
executive directors
b bloomer  
m r davies  
d prendergast resigned 1 august 2008 
j r wall 
p d j wright 
the directors retiring by rotation at the annual general meeting “agm” are m r davies and p d j wright who being eligible offer themselves 
for reappointment d j houghton having been appointed by the board since the last agm also offers herself for reappointment in accordance with 
the company’s articles of association the interests of the directors and their immediate families in the shares of the company and in options 
over such shares granted under the company’s share option schemes are shown in the report on the directors’ remuneration on pages 34 to 41 
no director held a material interest either during or at the end of the period in any contract of significance in relation to the business of the 
company or its subsidiaries
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annual report and accounts 2009 wwwthorntonscouk 26
repor t of the directors continued
share capital
details of the company’s voting and share capital structure and any changes during the year under review are shown in note 23 to the accounts 
on pages 76 to 78 no person has any special rights of control over the company’s share capital and all issued shares are fully paid
the directors were granted a general authority at the 2008 agm to allot relevant securities up to a nominal amount of £1665176 and the authority 
applies until the conclusion of this year’s agm when shareholders will be asked to grant a similar authority in line with current investor guidelines 
separate authorities will also be proposed to renew the directors’ limited authority to disapply shareholders’ preemption rights and to purchase 
a proportion of the company’s share capital in the market again in line with investor guidelines 
significant agreements
there are no agreements that the company considers significant and to which the company is a party that would take effect alter or terminate 
upon change of control of the company following a takeover bid other than the company is party to a number of banking agreements which 
upon a change of control of the company are terminable at the banks’ discretion
interests in voting rights
the company has been notified of the following significant interests in voting rights of the company’s issued share capital as at 8 september 2009
       ordinary  
       shares 
svg capital plc incl strategic equity capital plc below      7523111 110
oppenheimer funds      6974640 102
joseph rowntree charitable trust      4000000 58
ameriprise financial inc threadneedle asset management      3430955 50
ms p a thornton

      3177611 48
mrs j s harcus

      2806186 42
fidelity international ltd      2794616 41
strategic equity capital plc      2790618 41
highclere international investors ltd      2054956 30

 these include joint holdings as trustees and consequently certain shares are allocated against more than one name
employee share schemes
the company operates a number of share option schemes for the benefit of employees information regarding the schemes and the number 
of options outstanding is given in note 23 on pages 76 to 78
employee involvement
it is the group’s policy to keep employees fully informed of matters affecting them as employees and to make them aware of the financial and 
economic factors influencing group performance the views of employees are taken into account in making decisions affecting their interests 
and information of relevance to all employees is communicated through a council system of employee representation and regular business 
updates encouragement is given to colleagues to contribute towards the group’s financial performance by annual bonus schemes and 
participation in the company’s share schemes
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annual report and accounts 2009 wwwthorntonscouk 27
equal opportunities and employment of disabled persons
employment policies are designed to provide equal opportunity irrespective of age gender sexual orientation disability religion race or marital 
status applications for employment by disabled persons are given full and fair consideration and whenever practicable provision is made for 
their special needs the group applies the same criteria to disabled employees for training career development and promotion as to any other 
employee if existing employees become disabled every effort is made to ensure their continued employment
research and development
the group continues an active programme of research and development in all areas of its activities with the constant review of existing products 
and development of new products being an integral part of this programme
charitable and political contributions
during the period the group made charitable contributions of £1000 2008 £5000 and gave £8000 2008 £3000 to local causes 
it is the policy of the board not to make political donations and accordingly none were made in the period 2008 £nil
payment of suppliers
the group does not follow any specific external code or standard on payment practice its policy is to
q agree the terms of payment with suppliers when agreeing the terms of each transaction
q ensure that those suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts and
q pay in accordance with its contractual and other legal obligations
the payment policy applies to all creditors for revenue and capital supplies of goods and services without exception the group and company’s 
average creditor payment period at 27 june 2009 was 31 days 2008 27 days
auditors
following a recommendation of the audit committee to the board a resolution to reappoint pricewaterhousecoopers llp as auditors to the 
company will be proposed at the agm
disclosure of information to auditors
in the case of each of the persons who were directors at the date this report was approved
q  so far as each of the directors is aware there is no relevant audit information as defined in the companies act 2006 of which the company’s 
auditors are unaware and
q  each of the directors has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any 
relevant audit information and to establish that the company’s auditors are aware of that information
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statement of directors’ responsibilities in respect of the annual report the report on the directors’ remuneration and the financial statements
the directors are responsible for preparing the annual report the report on the directors’ remuneration and the financial statements in accordance 
with applicable law and regulations
company law requires the directors to prepare financial statements for each financial year under that law the directors have elected to prepare 
the group and parent company financial statements in accordance with international financial reporting standards “ifrs” as adopted by 
the european union “eu” 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 the company and of the profit or loss of the group for that period in preparing these 
financial statements the directors are required to
q select suitable accounting policies and then apply them consistently
q make judgements and accounting estimates that are reasonable and prudent
q  state whether applicable ifrs as adopted by the eu have been followed subject to any material departures disclosed and explained 
in the financial statements and
q  prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business
the directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions 
and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the 
financial statements and the report on the directors’ remuneration comply with the companies act 2006 and as regards the group financial statements 
article 4 of the ias regulation they are also responsible for safeguarding the assets of the company and the group and hence for taking 
reasonable steps for the prevention and detection of fraud and other irregularities
the directors are responsible for the maintenance and integrity of the company’s website legislation in the united kingdom governing 
the preparation and dissemination of financial statements may differ from legislation in other jurisdictions 
each of the directors whose names and functions are listed on page 23 confirm that to the best of their knowledge
q  the group financial statements which have been prepared in accordance with ifrs as adopted by the eu give a true and fair view 
of the assets liabilities financial position and profit of the group and
q  the report of the directors on pages 25 to 28 includes a fair review of the development and performance of the business and the position 
of the group together with a description of the principal risks and uncertainties that it faces
articles of association
the company’s articles of association may only be amended by a special resolution at a general meeting of shareholders
annual general meeting
the notice convening the company’s agm on 22 october 2009 can be found in the separate notice of agm accompanying this annual report 
and includes full details of the business to be transacted
approved by the board on 8 september 2009 and signed on its behalf by
mark r henson 
company secretary
repor t of the directors continued
2thtar09backindd   4 22092009   112143 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 29
corpora te governance
statement on compliance
the company recognises the importance of and is committed to high standards of corporate governance the board is accountable to the 
shareholders for good corporate governance this report describes how the board applies the principles of good governance and best practice 
as set out in the combined code on corporate governance issued by the financial reporting council in june 2008 the “combined code”
throughout the year under review the board considers that the company has complied fully with all provisions recommended in section 1 
of the combined code 
the board
the company is headed by a board of directors collectively responsible for the success of the company the board provides leadership within a 
framework of prudent and effective controls designed to enable risk to be assessed and managed it sets the company’s strategy and is responsible 
for reviewing management performance and for ensuring the necessary financial and human resources are in place in order to meet the company’s 
objectives the board also sets the company’s values and standards mindful of its obligations to shareholders and other stakeholders
the board currently comprises the chairman four executive directors and two nonexecutive directors the board regards p n wilkinson and 
d j houghton as being independent the chairman and chief executive both have clearly defined roles and responsibilities which are set out 
in writing and approved by the board the chairman has responsibility for the leadership and the running of the board including but not limited 
to ensuring that a fixed schedule of matters is exclusively retained for the board’s review and approval and that a framework exists to allow the 
clear dissemination of relevant and timely information to all directors for such discussion to occur he is also responsible for communications with 
shareholders and for ensuring effective contributions from the nonexecutive directors the chairman has commitments outside of the company 
as detailed in his biography on page 23 all directors are subject to reappointment by shareholders at the first agm following their appointment 
and thereafter at intervals of no more than three years
the board meets regularly normally nine times per financial year and during the period under review there was full attendance at the nine 
board meetings that took place by directors eligible to attend except for apologies received from b bloomer in respect of one meeting the board 
regularly reviews the operational performance and plans of the company and as necessary determines the company’s current and proposed 
strategy the executive directors also meet under the chairmanship of the chief executive on a weekly basis to discuss operational matters 
all board members receive agendas and comprehensive papers prior to each board meeting all directors have access to the services of the 
company secretary who is responsible to the board for ensuring that board procedures are followed and that applicable rules and regulations 
are adhered to during the year the board has maintained a register of potential conflicts of interest with its directors which is reviewedupdated 
as necessary directors may also obtain further information from any manager or employee of the company and there is a procedure for directors 
to obtain independent advice from external advisors consultants or any such further professional individual or entity at the company’s expense 
the company maintains appropriate liability insurance for the benefit of its directors 
the chairman meets at least annually with the nonexecutive directors without executive directors present and the nonexecutive directors 
led by the senior independent director p n wilkinson meet annually to consider the chairman’s performance taking into account the executive 
directors’ views the senior independent director is also available to shareholders if they have any concerns which contact through the normal 
channels of the chairman chief executive or finance director has failed to resolve or for which such contact is inappropriate
the terms and conditions of appointment of the nonexecutive directors are available during normal business hours at the company’s registered 
office and will be available for inspection at the agm
new appointments to the board receive an appropriate induction to gain an understanding of the company’s business which includes meetings 
with senior management
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corpora te governance continued
the board continued
given the skills and experience of the nonexecutive directors their general training requirements are left to their own discretion the company 
makes the necessary resources available to meet any identified requirements the chairman conducts a formal annual appraisal process for the 
board its committees and individual directors including those directors due to offer themselves for reappointment at the agm through submission 
of a questionnaire which facilitates a board discussion and where appropriate agreed actions for improvements the executive directors are also 
included in the company’s annual performance appraisal arrangements which include development and training requirements
the board delegates its authority for certain matters to its audit remuneration and nomination committees the board approves the terms 
of reference of each of the committees and they are available on the company’s website wwwthorntonscouk and upon request from 
the company secretary during the period under review there were three meetings of the audit committee and two formal meetings of the 
remuneration and nomination committees with full attendance of all eligible directors in addition to formal committee meetings ad hoc 
decisions of the committees are taken after discussion throughout the year as necessary through the form of written resolutions
nomination committee
the nomination committee is composed of the two independent directors and the chairman of the board j a von spreckelsen the committee is 
chaired by j a von spreckelsen and is responsible for reviewing the credentials of each and every potential director before such nominee is proposed 
to the board in considering potential appointments to the board the committee evaluates the balance of skills knowledge and experience on the 
board when considering the role and capabilities required for a particular appointment when appointments are being considered the committee 
uses professional external recruitment specialists as and when appropriate as well as contacts of its directors and the company’s advisors 
as was the case in the appointment of d j houghton the committee also reviews the contribution of directors offering themselves for 
reappointment by shareholders
remuneration committee
the remuneration committee is composed of the two independent directors and is chaired by p n wilkinson the board has delegated authority 
to the committee for setting the chairman’s the executive directors’ and the company secretary’s remuneration and performancerelated awards 
further details of the committee and directors’ remuneration are set out in the report on the directors’ remuneration on pages 34 to 41
audit committee
the audit committee throughout the year comprised of the two independent directors and is chaired by d j houghton who succeeded m t p davey 
on his resignation in december 2008 it meets three times a year with the external auditors and considers any issues which are identified during 
the course of their audit work the board is satisfied that both committee members have recent and relevant financial experience meetings are 
also attended by invitation by the chairman chief executive finance director and financial controller the committee meets at least annually 
with the external auditors without the executive directors present 
the audit committee is responsible for monitoring the integrity of the company’s financial statements reviewing the company’s internal financial 
controls and internal control and risk management systems monitoring and reviewing the effectiveness of the internal audit function making 
recommendations to the board regarding the appointment reappointment or removal of the external auditors and approving their remuneration 
and terms of engagement reviewing and monitoring the external auditors’ independence and objectivity and the effectiveness of the audit process 
and developing and implementing a policy on the engagement of the external auditors to supply nonaudit services
in respect of safeguarding the objectivity and independence of the external auditors the committee has a formal policy regarding the provision 
of nonaudit services by the external auditors including certain services which they cannot provide so as not to compromise their independence 
for example bookkeeping or other internal accounting services internal audit management roles or legal services the policy also provides for 
tendering for services where appropriate and has specific preapproved categories of work subject to the level of fees involved a formal rotation 
policy of the audit partner also exists which limits tenure to a maximum of five years 
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audit committee continued
the committee also specifically reviews the levels of all fees paid to the auditors for audit and nonaudit services annually the external auditors 
report to the audit committee each year on the actions they have taken to comply with professional and regulatory requirements and best practice 
designed to ensure their independence the committee reviews whether the auditors believe there are any relationships that may affect their 
independence and additionally the auditors formally confirm their independence in writing to the board in respect of the period covered by these 
financial statements
the committee also receives regular detailed reports from the internal audit function and to ensure its activities are appropriate reviews its 
proposed workplan for future periods
internal controls
the company’s control environment is the responsibility of the company’s directors and managers at all levels the board is therefore responsible 
for establishing and maintaining the company’s system of internal control and for reviewing its effectiveness no control system can provide absolute 
protection against material misstatement or loss but it is designed to manage rather than eliminate the risk of failure to achieve business objectives 
and to provide the directors with reasonable assurance that problems should be identified on a timely basis and dealt with appropriately
the board has delegated responsibility for reviewing the company’s system of internal control and its effectiveness to the audit committee 
due to the size of the company the executive directors are able to monitor performance and evaluate and manage on a continual basis 
the risks faced by the company the key procedures that have been established to provide effective internal control and to comply with the 
financial reporting council’s guidance on internal control revised guidance for directors on the combined code october 2005 include
q  a formalised reporting structure which includes the setting of detailed annual budgets and key performance indicators which are updated 
on a regular basis to form forecasts which are reviewed at both management and board meetings
q  regular board meetings are held at which all key aspects of the business are discussed including comparison of actual performance 
with budgets
q monthly reports are made to the board by the chief executive finance director and other executive directors
q there is a weekly review of operational performance and operational matters by the executive directors
q  meetings are held by each executive director on a weekly and monthly basis to review the progress of specific financial and nonfinancial 
responsibilities within their functions
q  the control review and monitoring of key business projects by specific steering committees each headed by an executive director who 
sponsors the project
q there are defined authorisation levels for capital expenditure
q there are defined authorisation levels for the placing of orders and contracts
q there are clear authorisation levels and segregation of accounting duties to control major financial risks
q  daily cash movements are reconciled and monitored by the treasury department and the company’s cash flow is monitored monthly 
in comparison to budget and forecast
q the company’s reporting systems provide weekly updates on key statistics including sales production and gross margin analysis
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internal controls continued
q  a committee comprising executive directors meets to identify and review key operational and compliance risks and then implement 
appropriate procedures to address those risks a review of the committee’s work is included in the board’s agenda
q  major commercial technological and financial risks are assessed by the board throughout each financial year the conclusions 
are then incorporated in the company’s business strategy and adopted by the board and
q there is a formal arrangement for staff to raise any concerns over financial reporting or other matters in confidence
the board and audit committee review management reports prepared by the external and internal auditors and consider the suitability 
of suggested improvements to the system of internal controls
the board and audit committee have reviewed the effectiveness of the internal control system including financial operational and compliance 
controls and risk management in accordance with the code on an ongoing basis for the period from 29 june 2008 to the date of this report 
and have determined that they were not aware of any significant failings or weaknesses in the system of internal control
principal risks and uncertainties
as described above in the internal control procedures key risks are reviewed by the executive committee the assessment of risks on the basis 
of likelihood and potential impact together with the controls and actions to manage or mitigate them are passed to the full board for approval 
the key risks and uncertainties facing the business are considered to be as follows
a very competitive market
the uk confectionery market has many strong players and maintaining our competitive position depends on our continued ability to offer products 
that have a strong appeal to consumers consumer preferences may shift due to a variety of factors including changes in demographic and social 
trends any significant shift in consumer preferences coupled with our failure to anticipate and react to such changes could reduce the demand 
for certain products in our portfolio resulting in reduced sales or harm to the image of our brand product innovation is critical to maintaining 
consumer relevance and hence demand the company has a rigorous process for identifying researching and developing new product ideas 
which is regularly reviewed and improved the company’s multichannel strategy is also a means by which it can satisfy consumers’ needs 
better than its competitors
sales may be disproportionately affected by an economic downturn or recession
we believe that during times of economic uncertainty or hardship consumers may choose to purchase lower value consumer goods as opposed 
to higher value consumer goods which include our premium branded chocolates the current economic climate may also result in the failure 
of customer businesses or customers defaulting on supply payments reduced sales as a result of an economic downturn or recession in the 
united kingdom may have an adverse effect on the results of operations of our business 
the company’s products are prominent in the national debate on health
thorntons has always sought to make products with wholesome recipes for example only using cocoa butter in its chocolate in line with other 
premium confectionery developments in food science are monitored directly and via industry associations production changes arising from these 
types of concerns include the phase out of hydrogenated vegetable oil and artificial colours thorntons seeks to inform consumers about the strong 
provenance of its ingredients and beneficial effects of cocoa consumption
food products must have the highest integrity
product contamination accidental or malicious is a risk faced by all food producers thorntons has extremely rigorous policies and security 
systems for guarding against accidental or malicious contamination of ingredients or finished products in the unlikely event that these policies 
and systems fail a robust process for product recall and consumer communication in addition to comprehensive insurance cover is in place
corpora te governance continued
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principal risks and uncertainties continued
a substantial decrease in our ability to supply our customers with our products could adversely affect the results of our operations
an interruption or substantial decrease in our ability to supply customers of our brands could damage our sales and image as well as our 
relationships with customers and consumers most of the company’s products for sale are produced at thornton park in alfreton derbyshire 
the remainder is bought in from suppliers who have a particular expertise or cost advantage over the company’s own facility the operating 
site has been built up over the last 20 years with varying standards of fire protection recognising this vulnerability the company invested 
over £2 million in firewalls and a sprinkler system to improve the protection of the site contingency and recovery plans for it and utilities 
are also regularly reviewed
input prices are driven by commodity markets
the company buys key inputs forward and works with suppliers to choose the optimal time and quantity for purchases whilst this policy 
may sometimes prevent the company taking advantage of shortterm dips in prices it provides a sound cost base for the company to make 
its trading decisions
the business is dependent up on the skills enthusiasm and wellbeing of its people
management evaluates the balance of skills knowledge and experience within the team when considering the role and capabilities required for 
a particular senior appointment the company uses professional external recruitment specialists as and when appropriate as well as contacts of 
its directors and the company’s advisors management aspires to keep colleagues informed of internal and external developments and regularly 
reviews how they are feeling through surveys and communication sessions a channel outside the normal line structures for communication and 
resolution of issues exists through the joint industrial council for thornton park and the retail council for storebased colleagues 
relations with shareholders
communications with shareholders are given high priority following the announcement of the company’s interim and final results the directors 
normally represented by at least the chairman chief executive and finance director make detailed business presentations to institutional shareholders 
the senior independent director is also available to all shareholders feedback via the company’s brokers after these regular analyst and shareholder 
meetings ensures the board understands shareholder views and messages finally the company’s website wwwthorntonscoukinvestor allows 
shareholders to view company results and announcements and other relevant information and also raise questions to put back to the company
the board uses the agm to communicate with private and institutional investors and welcomes their participation each year the board reviews 
the governance and voting guidelines issued by the principle representative bodies of its shareholders the directors present at each agm a 
business review to all attending shareholders who may ask any questions they wish it is not a requirement that these be previously submitted 
to the company in writing furthermore at each agm the chairman aims to ensure that the chairmen of the board committees are available 
all code provisions regarding constructive use of the agm are complied with
going concern
the directors are satisfied on the basis of current financial projections and facilities available that the company and the group have adequate 
financial resources to continue to operate for the foreseeable future for this reason the directors continue to adopt the going concern basis in 
preparing the financial statements 
approved by the board on 8 september 2009 and signed on its behalf by
mark r henson
company secretary
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repor t on the directors’ remunera tion
information not subject to audit
remuneration committee
the remuneration committee is composed of the company’s two independent nonexecutive directors p n wilkinson chairman 
and d j houghton who succeeded m t p davey on his resignation in december 2008 j a von spreckelsen was also a member 
of the committee throughout the period and until 13 july 2009 when he resigned from the committee
the committee is responsible for setting the chairman’s executive directors’ and company secretary’s remuneration and performancerelated 
awards it also monitors the remuneration of the company’s senior managers during the period the chief executive attended committee meetings by 
invitation and provided advice on issues other than those relating to his remuneration the company secretary attends the meetings as secretary to 
the committee during the year the committee received independent general remuneration and share scheme advice from deloitte llp who were 
appointed by the committee and also advised the company on tax matters the committee also had access to professional market surveys on 
boardroom pay no director is involved in any decision relating to his own remuneration the terms of reference of the committee are available 
on the company’s website wwwthorntonscouk and upon request from the company secretary
remuneration policy
the policy for the current and future periods for the remuneration and incentivisation of the executive directors is as follows
q to ensure that individual rewards and incentives are aligned with the performance of the company and the interests of shareholders
q to ensure that performancerelated elements of remuneration constitute a significant proportion of an executive’s remuneration package and
q to maintain a competitive remuneration package which enables the company to attract retain and motivate high calibre executives
the committee reviews the company’s executive remuneration arrangements and implements incentive arrangements to support the objective 
of rewarding those individuals who deliver real and genuine shareholder value in developing the arrangements the committee and its advisors 
carefully consider the best practice provisions in the combined code and current market practice
salaries
salaries for the executive directors are targeted at remaining competitive for the market size of the business and unless they fall below what 
the committee considers to be competitive will not normally be changed beyond a cost of living increase outside of this target the level of 
salary of the executive directors is reviewed each year by the remuneration committee and takes into account a range of issues including 
primarily underlying group performance and also comparative salary levels within the company and externally during the second half of the 
financial year executive and nonexecutive directors agreed to a temporary reduction in salaryfees of 5 until 27 june 2009 and given the 
continuing uncertainty over the economic outlook and taking into account the awards under discussion for the general workforce no increase 
in annual salary is being awarded to the executive directors for the new financial year
taxable benefits comprise principally healthcare insurance policies a fully expensed company car or car allowance and a fuel allowance
annual incentive plan
the remuneration committee reviews and approves the annual bonus scheme targets each year for the 2010 financial year the bonus potential 
for executive directors is 20 of base salary for ontarget profit performance and 100 of base salary for exceptional outperformance there 
are clear financial targets based on the achievement of group profit and the committee is satisfied that these are challenging and in order for 
the maximum bonus to be earned will demonstrate significant improvement in the profit performance of the business 
despite further sales growth achieved in the year in a very difficult trading environment the profit targets set at the beginning of the year were 
understandably not met and consequently the executive directors will receive no bonus in respect of the 2009 year
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information not subject to audit continued
longterm incentive plan “ltip”
the committee introduced longterm incentive arrangements approved by shareholders in october 2007 which deliver genuine performancerelated 
pay with a clear line of sight for executives and a direct alignment with shareholders’ interests
under the ltip  annual awards of share options will be granted with an exercise price equal to the market value of the shares at the date of grant 
executive directors may receive an award under the ltip in any financial year over shares worth 150 of their basic annual salary excluding 
bonuses commissions and benefits in kind provided that to the extent that an award exceeds 100 of their basic annual salary the vesting 
of such excess will be dependent on the achievement of a significantly more stretching performance target
the participants will not be entitled to exercise their options for a period determined by the committee which is generally no earlier than three years 
from the date of award the vesting of awards at the end of the performance period will be subject to the relevant participant remaining in employment 
and the achievement of specified stretching performance conditions
there are currently two grants of awards in respect of the periods 2007 to 2010 and 2008 to 2011 under the ltip with a performance target 
based on the company’s total shareholder return “tsr” tsr will normally be averaged across a period of three months before the start of 
the performance period and three months before the date on which the performance period ends this is in keeping with normal market practice 
and is a practical adjustment to smooth out the impact of shortterm market influences and to provide a more robust measure of the company’s 
performance awards will vest on a sliding scale between each step as follows
    compound equivalent over 
 of total award vesting annual tsr growth required  three year vesting period
150    20   73
100    15   52
25    8   26
in order to reassure shareholders that executives will not benefit simply from an upward turn in the market the committee will require underlying 
real eps performance to increase by at least retail prices index “rpi”  10 per annum before any awards vest even if the tsr targets are 
achieved in addition for any award above 100 to vest the underlying annual growth in real eps must be at least rpi  12
absolute tsr was chosen as the measure for awards under the ltip because it creates a direct line of sight for executives to increase shareholder 
value against the company’s current business position the remuneration committee monitors the performance of existing awards against the 
above targets on an annual basis and reviews the performance conditions for future awards to ensure that the conditions continue to be appropriate 
for the company and the prevailing market based on the company’s tsr performance to date since the operation of the ltip  no options awarded 
would vest the actual percentage of the award vesting will be determined by the remuneration committee at the end of the three year 
performance period 
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repor t on the directors’ remunera tion continued
information not subject to audit continued
share option scheme
under the thorntons plc 2001 executive share option scheme the chairman and executive directors have all previously been granted share 
options subject to the achievement of performance targets these options may be exercised between three and ten years after the date of grant 
following the introduction of the ltip in 2007 no further awards under this scheme to directors are anticipated
executive directors with twelve months’ service along with all eligible employees are also entitled to participate in the company’s all employee 
sharesave scheme
supplementary notes regarding existing share scheme options and awards
the thorntons plc 2001 executive share option scheme “the scheme”
options granted under the scheme can be exercised at any time between three and ten years after the grant date subject to the fulfilment 
of certain performance criteria 
options granted in 2006 and 2007 were split into three equal tranches with a requirement that a share price of 160p 2006 and 200p 2007 
be achieved within a minimum of three and a maximum of six years from the date of grant before the first tranche could be exercised with regard to 
the second and third tranches the share price is required to reach 185p 2006 and 225p 2007 and 210p 2006 and 250p 2007 respectively 
in addition before any tranche may be exercised growth in earnings per share must exceed the rpi by at least 3 per annum cumulatively 
over at least a three year and a maximum six year period the share price must have reached the relevant targets on the day prior to the exercise 
and the remuneration committee must be satisfied that there has been an improvement in the underlying performance of the company
under the scheme rules in the event of a change of control of the company options may be exercised within one month or such longer period 
as the remuneration committee determines and provided that such options have met their attaching performance criteria the remuneration 
committee also has discretion but always acting fairly reasonably and objectively to determine whether and if so to what extent beyond that 
indicated by the performance condition options shall be exercisable having regard to all the circumstances
sharesave scheme
options granted under the hm revenue  customs approved sharesave scheme can be exercised at any time during the six month period 
commencing three or five years from the start of the savings contract options may be granted under the sharesave scheme at a discount of up 
to 20 of the market value of a share in the company on the date immediately preceding the date on which employees are invited to participate 
in the scheme there are no performance criteria under the sharesave scheme
share price
the midmarket price of the ordinary shares at 27 june 2008 the last dealing day prior to 28 june 2008 was 114p and at 26 june 2009 
the last dealing day prior to 27 june 2009 was 74p and the range for the period was from 38p to 130p
the company’s register of directors’ interests which is open to inspection contains full details of directors’ shareholdings and options to subscribe 
during the period from 28 june 2009 to 8 september 2009 the interests of the directors named in the table on page 40 in the shares of the 
company were unchanged
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information not subject to audit continued
performance graph
the graph below shows the total shareholder return performance for the company’s shares in comparison to the ftse small cap index for 
the five years to 27 june 2009 for the purposes of the graph total shareholder return has been calculated as the percentage change during 
the five year period in the market price of the shares assuming that dividends are reinvested
this graph shows the value by the end of the 2009 financial year of £100 invested in thorntons over the last five financial years compared 
with £100 invested in the ftse small cap index which given the company forms a constituent part the directors believe is the most appropriate 
comparative index
pensions
the executive directors with the exception of m r davies who does not participate in any company pension arrangement have private pensions 
to which the company contributes a fixed percentage of basic salary
a table identifying the accrued benefits of executive directors who participate in the approved pension arrangements and the contributions made 
on behalf of directors to defined contribution arrangements are identified in the directors’ pension benefits table on page 40
pensionable salary is based on basic salary only and excludes any other form of remuneration including bonus payments or benefits in kind
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repor t on the directors’ remunera tion continued
information not subject to audit continued
contracts of service and early termination
all of the executive directors have service contracts with the company currently these contracts may be terminated by the company or 
director by giving one year’s notice the notice period of all executive directors’ service contracts is kept under review by the remuneration 
committee it is the remuneration committee’s view that the notice period for the executive directors is appropriate and consistent with current 
market practice it is the practice of the committee that if the employment of an executive director is terminated any compensation payment 
is calculated in accordance with normal legal principles including the application of mitigation to the extent appropriate to the circumstances 
of the termination there are no contractual obligations in the event of a change of control of the company
all nonexecutive directors have initial fixedterm agreements with the company of no more than three years there is no entitlement to any 
compensation in the event of such agreement not being renewed or the agreement terminating earlier save for a one year notice period required 
from either party in the case of the chairman j a von spreckelsen
details of the directors’ service contracts notice periods and where applicable expiry dates are set out below
    notice 
name commencement expiry period
b bloomer 18 july 2006 — 1 year
m r davies 2 october 2006 — 1 year
d j houghton 5 december 2008 5 december 2011 na
j a von spreckelsen 5 june 2006 — 1 year
j r wall 7 december 2004 — 1 year
p n wilkinson 15 august 2006 15 august 2012 na
p d j wright 13 august 2007 — 1 year
nonexecutive directors’ fees
the fees paid to nonexecutive directors for their services are approved by the board these fees are paid on a pro rata basis if they hold office 
for part of the year in recognition of increased legislative and corporate governance responsibilities a supplement of £5000 per annum is paid 
to the senior independent director and nonexecutives who chair one or more board committees
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information subject to audit
directors’ remuneration
the following table shows an analysis of the various elements of remuneration receivable by those directors who served during the period 
to 27 june 2009
    compensation performance   basic annual 
  salary taxable for loss of related   salaryfees 
  and fees benefits office payments total total julyˆ 
  2009 2009 2009 2009 2009 2008 2009 
  £’000 £’000 £’000 £’000 £’000 £’000  £’000
chairman       
j a von spreckelsen

 147 — — — 147 95 150
executive directors       
b bloomer 161 17 — — 178 175 164
m r davies 333 20 — — 353 345 339
d prendergast resigned 1 august 2008 19 8 160 — 187 177 na
j r wall 186 18 — — 204 195 186
p d j wright 167 18 — — 185 217 171
nonexecutive directors       
m t p davey
†
 resigned 5 december 2008 19 — — — 19 43 na
d j houghton appointed 5 december 2008 20 — — — 20 — 38
p n wilkinson
§
 40 — — — 40 38 43
  1092 81 160 — 1333 1285 1091

  j a von spreckelsen received basic fees of £147116 2008 £91667 with no further contributions 2008 £58333 being paid directly by the company into his personal pension
†
 fees paid in respect of the services provided by m t p davey were paid directly to cranswick plc
§
 fees paid in respect of the services provided by p n wilkinson were paid to parkside capital limited
ˆ  the annual salariesfees for 2010 have received no increase over 2009 but reflect a reversion to full annual salariesfees following a temporary voluntary reduction of 5 during 
the second half of 2009 
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repor t on the directors’ remunera tion continued
information subject to audit continued
directors’ pension benefits
    transfer transfer      
   total value value total  transfer   
  gross accrued of accrued of accrued change increase value of net   
  increase pension at pension at pension at in value in accrued increase pension pension 
  in accrued 27 june 27 june 28 june during pension net in accrual contributions contributions 
  pension 2009 2009 2008 period of inflation over period 2009 2008 
  £’000 pa £’000 pa £’000
§
 £’000
§
 £’000
†
 £’000 pa £’000 pa
†
 £’000 £’000
       
chairman         
j a von spreckelsen — — — — — — — — 58
executive directors         
b bloomer — — — — — — — 23 22
m r davies — — — — — — — — —
d prendergast

 resigned 1 august 2008 3 18 200 149 51 2 20 — —
j r wall — — — — — — — 26 25
p d j wright — — — — — — — 24 20
†
 items are calculated after deducting the directors’ contributions 
§
  these values have been prepared in accordance with the pension trustees’ direction that the allowance for pre6 april 1997 discretionary pension increases in payment 
is removed from the calculation of cash equivalent transfer values

 the pension accrual shown above is the deferred pension at 27 june 2009 following d prendergast leaving the scheme on 1 august 2008
pension accruals shown are the amounts to which the member would be entitled as a leaving service benefit based on service to the end of the financial year
directors’ interests
the interests of the directors and their immediate families in the company’s ordinary shares as at 28 june 2008 or date of appointment if later 
and 27 june 2009 were as follows
ordinary shares
the directors’ holdings in ordinary shares were
       27 june 28 june 
       2009 2008 
       number number
chairman  
j a von spreckelsen      1000000 650000
executive directors  
b bloomer      5512 5512
m r davies      190000 120000
j r wall      6000 6000
p d j wright      30000 5000
nonexecutive directors  
d j houghton      100000 —
p n wilkinson      25000 25000
all the above are beneficial interests
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information subject to audit continued
ordinary shares continued
it is a policy of the board that all directors must hold a minimum of 1000 shares such shares must be purchased as soon as practicable 
following the director’s appointment subject to the restrictions imposed by the model code on directors’ dealings
share options and awards
the interests of the executive directors in share options held under the executive share option schemes and the sharesave scheme were as follows
     awards      
     and      
     options    awards last date 
     held at awards   and awards 
      28 june and   options and 
   date subscription 2008 options   held at options 
   of price or date of granted options options 27 june can be 
director scheme grant pence appointment in period exercised lapsed 2009 exercised
j a von spreckelsen 2001 executive 5 jun 2006 116 1200000 — — — 1200000 5 jun 2016
b bloomer 2001 executive 11 jul 2006 1285 500000 — — — 500000 11 jul 2016
  ltip 2007 23 nov 2007 192 123904 — — — 123904 23 nov 2017
  ltip 2007 16 oct 2008 113 — 218038 — — 218038 16 oct 2018
  sharesave 9 oct 2006 113 5151 — — — 5151 31 may 2010
  sharesave 10 oct 2007 148 4358 — — — 4358 31 may 2013
m r davies 2001 executive 2 oct 2006 153 1200000 — — — 1200000 2 oct 2016
  ltip 2007 23 nov 2007 192 255849 — — — 255849 23 nov 2017
  ltip 2007 16 oct 2008 113 — 450226 — — 450226 16 oct 2018
j r wall 2001 executive 3 apr 2006 119 500000 — — — 500000 3 apr 2016
  ltip 2007 23 nov 2007 192 140455 — — — 140455 23 nov 2017
  ltip 2007 16 oct 2008 113 — 247164 — — 247164 16 oct 2018
  sharesave 9 oct 2006 113 5151 — — — 5151 31 may 2010
  sharesave 10 oct 2007 148 2490 — — — 2490 31 may 2011
p d j wright 2001 executive 13 sep 2007 170 500000 — — — 500000 13 sep 2017
  ltip 2007 16 oct 2008 113 — 226692 — — 226692 16 oct 2018
there is no requirement for the directors to pay any contributions on the granting of any options under any of the company’s share schemes
the earliest date of exercise for the options set out in the table above are shown in note 23 on page 77
approved by the board on 8 september 2009 and signed on its behalf by
paul wilkinson
chairman of the remuneration committee
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we have audited the financial statements of thorntons plc for the year ended 27 june 2009 which comprise the consolidated income statement 
the balance sheets the cash flow statements the statements of recognised income and expense the statement of accounting policies and the 
related notes the financial reporting framework that has been applied in their preparation is applicable law and international financial reporting 
standards “ifrs” as adopted by the eu and as regards the parent company financial statements as applied in accordance with the provisions 
of the companies act 2006
respective responsibilities of directors and auditors 
as explained more fully in the statement of directors’ responsibilities set out on page 28 the directors are responsible for the preparation of the 
financial statements and for being satisfied that they give a true and fair view our responsibility is to audit the financial statements in accordance 
with applicable law and international standards on auditing uk and ireland those standards require us to comply with the auditing practices 
board’s ethical standards for auditors 
this report including the opinions has been prepared for and only for the company’s members as a body in accordance with sections 495 to 497 
of the companies act 2006 and for no other purpose we do not in giving these opinions accept or assume responsibility for any other purpose 
or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing
scope of the audit of the financial statements 
an audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance 
that the financial statements are free from material misstatement whether caused by fraud or error this includes an assessment of whether the 
accounting policies are appropriate to the group’s and the parent company’s circumstances and have been consistently applied and adequately 
disclosed the reasonableness of significant accounting estimates made by the directors and the overall presentation of the financial statements
opinion on financial statements 
in our opinion 
q  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 27 june 2009 
and of the group’s profit and group’s and parent company’s cash flows for the year then ended
q the group financial statements have been properly prepared in accordance with ifrs as adopted by the eu 
q  the parent company financial statements have been properly prepared in accordance with ifrs as adopted by the eu and as applied 
in accordance with the provisions of the companies act 2006 and
q  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 las regulation 
independent a uditors’ repor t
to the members of thorntons plc
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opinion on other matters prescribed by the companies act 2006 
in our opinion 
q the part of the report on the directors’ remuneration to be audited has been properly prepared in accordance with the companies act 2006 and
q  the information given in the report of the directors for the financial year for which the financial statements are prepared is consistent 
with the financial statements 
matters on which we are required to report by exception 
we have nothing to report in respect of the following 
under the companies act 2006 we are required to report to you if in our opinion 
q  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 
q  the parent company financial statements and the part of the report on the directors’ remuneration to be audited are not in agreement 
with the accounting records and returns or 
q certain disclosures of directors’ remuneration specified by law are not made or 
q we have not received all the information and explanations we require for our audit 
under the listing rules we are required to review 
q the directors’ statement set out on page 28 in relation to going concern and
q  the parts of the corporate governance statement relating to the company’s compliance with the nine provisions of the june 2008 
combined code specified for our review
steve denison senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
leeds
8 september 2009 
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 52 weeks ended 27 june 2009  52 weeks ended 28 june 2008  
   before   before   
   exceptionals exceptionals total exceptionals exceptionals total 
  note £’000 £’000 £’000 £’000 £’000 £’000
revenue 1 214805 — 214805 208122 — 208122
cost of sales  109836 — 109836 103017 — 103017
gross profit  104969 — 104969 105105 — 105105
operating expenses 2 98439 1800 96639 95918 — 95918
other operating income 3 1410 — 1410 1139 — 1139
operating profit  7940 1800 9740 10326 — 10326
finance income 4 38 — 38 45 — 45
finance costs 5 1690 — 1690 1901 — 1901
profit before taxation 6 6288 1800 8088 8470 — 8470
taxation 7 1946 2537 4483 2402 — 2402
profit attributable to equity shareholders  4342 737 3605 6068 — 6068
earnings per share 9      
basic  65p 11p 54p 91p — 91p
diluted  65p 11p 54p 90p — 90p
all activities in both the current and previous year relate to continuing operations 
the accounting policies and notes on pages 47 to 86 are an integral part of these consolidated financial statements
st atements of recognised income and expense
52 weeks ended 27 june 2009
     group group company company 
     52 weeks 52 weeks 52 weeks 52 weeks 
     ended ended ended ended 
     27 june 28 june 27 june 28 june 
     2009 2008 2009 2008 
    note £’000 £’000 £’000 £’000
actuarial loss recognised in the defined benefit pension scheme   21 8629 2148 8629 2148
movement of deferred tax on actuarial loss   20 2416 601 2416 601
net expense recognised directly in equity    6213 1547 6213 1547
profit attributable to equity shareholders    3605 6068 9418 5984
total recognised expenseincome attributable to equity shareholders  
for the financial period   25 2608 4521 3205 4437
the accounting policies and notes on pages 47 to 86 are an integral part of these consolidated financial statements 
consolida ted income st atement
52 weeks ended 27 june 2009
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     group group company company 
     2009 2008 2009 2008 
    note £’000 £’000 £’000 £’000
assets     
noncurrent assets     
intangible assets   11 4850 4786 4850 4786
property plant and equipment   12 62759 64084 35174 63893
investment in subsidiaries   13 — — 27368 18
deferred tax assets   20 — — 2991 —
     67609 68870 70383 68697
current assets     
inventories   14 25370 24307 25363 24299
trade and other receivables   15 14056 15155 14156 15501
cash and cash equivalents    588 1088 680 1005
     40014 40550 40199 40805
liabilities     
current liabilities     
trade and other payables   16 22628 22014 25038 24455
borrowings   17 22625 24057 22769 24224
current tax liabilities    1043 984 1000 942
provisions for liabilities   19 254 122 253 122
     46550 47177 49060 49743
net current liabilities    6536 6627 8861 8938
noncurrent liabilities     
borrowings   17 4637 5295 4637 5295
deferred tax liabilities   20 2917 2750 — 2714
retirement benefit obligations   21 21313 15965 21313 15965
other noncurrent liabilities   22 2816 2612 2816 2612
provisions for liabilities   19 652 586 652 585
     32335 27208 29418 27171
net assets    28738 35035 32104 32588
shareholders’ equity     
ordinary shares   23 6835 6835 6835 6835
share premium   25 13752 13750 13752 13750
retained earnings   25 8151 14450 11517 12003
total equity attributable to parent’s equity holders    28738 35035 32104 32588
the accounting policies and notes on pages 47 to 86 are an integral part of these consolidated financial statements
the financial statements on pages 44 to 86 were approved by the board of directors on 8 september 2009 and were signed on its behalf by
mike davies john wall
chief executive finance director
b alance sheets
as at 27 june 2009
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     group group company company 
     52 weeks 52 weeks 52 weeks 52 weeks 
     ended ended ended ended 
     27 june 28 june 27 june 28 june 
     2009 2008 2009 2008 
    note £’000 £’000 £’000 £’000
cash flows from operating activities   26a 17138 11481 17233 11465
cash flows from investing activities     
proceeds from sale of property plant and equipment    51 262 27401 262
purchase of investments    — — 27350 —
purchase of property plant and equipment    7112 5680 7008 5680
net cash used in investing activities    7061 5418 6957 5418
cash flows from financing activities     
net proceeds from issue of ordinary shares    2 223 2 223
interest paid    1469 1831 1470 1815
interest received    27 37 27 21
capital element of finance lease rental payments    3297 3712 3297 3712
borrowings repaidadvanced    1800 2000 1800 2000
dividends paid   10 4040 4550 4040 4550
net cash used in financing activities    10577 7833 10578 7833
net decrease in cash and cash equivalents and bank overdrafts    500 1770 302 1786
cash and cash equivalents at beginning of period   26b 1088 2858 838 2624
cash and cash equivalents at end of period   26b 588 1088 536 838
c ash flow st atements
52 weeks ended 27 june 2009
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basis of preparation
these consolidated financial statements have been prepared in accordance with international financial reporting standards “ifrs” and 
international financial reporting interpretations committee “ifric” interpretations as adopted by the eu and with those parts of the companies 
act 2006 applicable to companies reporting under ifrs these consolidated financial statements have been prepared under the historical cost 
convention with the exception of derivative financial instruments and sharebased payments which are recognised at fair value a summary of 
the more important group accounting policies adopted in the preparation of the consolidated financial statements is set out below together with 
an explanation of where changes have been made to previous policies on the adoption of new accounting standards in the financial year these 
policies have been consistently applied to all the years presented unless otherwise stated
the preparation of financial statements in conformity with ifrs requires the use of estimates and assumptions that affect the reported amounts 
of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period 
although these estimates are based on management’s best knowledge actual results may ultimately differ
interpretations effective in the period ended 27 june 2009 but which had no significant impact
the following interpretations to existing standards are mandatory for the accounting period ended 27 june 2009 but they have not had 
a significant impact on the group or company
q ifric 10 ‘interims and impairment’ and
q ifric 11 ‘ifrs 2 – group and treasury share transactions’
standards amendments and interpretations that are not yet effective and have not been early adopted
the following standard and interpretation have been published and are mandatory for accounting periods beginning on or after 27 june 2009 
or later periods but which the group and the company have not early adopted
q ifrs 8 ‘operating segments’ – management have undertaken analysis of the operating segments within the business and have identified 
two reportable segments ‘sales  operations’ and ‘retail’ this has been reflected in the management structure of the group and will be 
reported in the financial statements for the period ended 26 june 2010 and
q ifric 14 ‘the limit on a defined benefit asset minimum funding requirements and their interaction’ – work is currently being undertaken to 
establish how this interpretation will impact on the value of the group and company’s retirement benefit obligation going forward this assessment 
will take account of the latest actuarial valuation however it is expected that the adoption of ifric 14 will have no material financial impact
amendments and interpretations that are not yet effective and have not been early adopted which are not expected to have an impact
the following amendments to existing standards and interpretations have been published and are mandatory for accounting periods beginning 
on or after 27 june 2009 or later periods and are not expected to have a significant impact on the group or company
q revised ias 1 ‘presentation of financial statements’
q revised ias 23 ‘borrowing costs’
q revised ias 27 ‘consolidated and separate financial statements’
q ias 32 amendment ‘financial instruments presentation’ and ias 1 amendment ‘presentation of financial statements’
st atement of a ccounting policies
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basis of preparation continued
amendments and interpretations that are not yet effective and have not been early adopted which are not expected to have an impact continued
q ias 39 amendment ‘financial instruments recognition and measurement’
q ifrs 1 amendment ‘first time adoption of ifrs’ and ias 27 amendment ‘consolidated and separate financial statements’
q revised ifrs 3 ‘business combinations’
q ifrs 2 amendment ‘sharebased payments’
q ifrs 7 amendment ‘financial instruments disclosures’
q ifric 9 amendment ‘reassessment of embedded derivatives’
q ifric 12 ‘service concession arrangements’
q ifric 13 ‘customer loyalty programmes relating to ias 18 revenue’
q ifric 15 ‘agreements for construction of real estates’
q ifric 16 ‘ hedges of a net investment in a foreign operation’
q ifric 17 ‘distributions of non cash assets to owners’ and
q ifric 18 ‘transfer of assets from customers’
basis of consolidation
the consolidated financial statements incorporate the results of the company and each of its subsidiaries for the financial year ended 27 june 2009 
subsidiaries are entities controlled by the group where control is deemed to exist when the group has the power directly or indirectly to govern 
the financial and operating policies of an entity so as to obtain benefits from its activities the results of subsidiaries are included in the 
consolidated financial statements from the date the control commences until the date that control ceases
the purchase method of accounting is used to account for the acquisition of subsidiaries by the group the cost of an acquisition is measured as the 
fair value of the assets given equity instruments issued and liabilities incurred or assumed at the date of exchange plus costs directly attributable 
to the acquisition identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at 
their fair values at the acquisition date irrespective of the extent of any minority interest the excess of the cost of acquisition over the fair value of 
the group’s share of the identifiable net assets acquired is recorded as goodwill if the cost of acquisition is less than the fair value of the net assets 
of the subsidiary acquired the difference is recognised directly in the income statement
intercompany transactions balances and unrealised gains on transactions between group companies are eliminated unrealised losses are 
also eliminated but considered an impairment indicator of the asset transferred accounting policies of subsidiaries have been changed where 
necessary to ensure consistency with the policies adopted by the group
st atement of a ccounting policies continued
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property plant and equipment
property plant and equipment are stated at cost less accumulated depreciation cost comprises the purchase price of property plant and 
equipment together with any incidental costs of acquisition
subsequent costs are included in the asset’s carrying value or recognised as a separate asset as appropriate only when it is probable that 
future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably all other repairs 
and maintenance expenditure is charged to the income statement as incurred
all property plant and equipment other than land and assets in the course of construction are depreciated to write their cost down to residual 
value over their remaining useful lives by equal annual instalments as follows
long leasehold and freehold premises 50 years 
short leasehold land and buildings  period of the lease 
other plant vehicles and equipment 3–15 years 
retail fittings and equipment up to 10 years
the assets’ residual values and useful lives are reviewed and adjusted if appropriate at each balance sheet date the need for an impairment 
writedown is assessed by comparison of the carrying value of the asset against the higher of its net realisable value or value in use
gains and losses on disposals are determined by comparing the proceeds net of disposal costs with the carrying amount and are recognised 
within operating expenses in the income statement
intangible assets
acquired computer software licences are capitalised on the basis of the costs incurred to acquire and bring into use the specific software 
these costs are amortised over their estimated useful lives three to five years
costs associated with maintaining computer software programmes are recognised as an expense as incurred costs that are directly associated 
with the production of identifiable and unique software products controlled by the group and that will probably generate economic benefits 
exceeding costs beyond one year are recognised as intangible assets
computer software development costs are recognised as assets and are amortised over their estimated useful lives not exceeding five years
employee share option schemes
where share options are granted to employees as part of their remuneration the fair value of options granted is recognised as an employee 
expense in the income statement with a corresponding increase in equity the fair value is measured at the grant date and expensed through 
the income statement over the period during which the employees become unconditionally entitled to the options the amount recognised in the 
income statement is adjusted each balance sheet date for the expected and actual number of options vesting with a corresponding entry in equity
the fair value of the options is measured using a blackscholes option valuation model of options with nonmarket performance conditions 
and a monte carlo model for options with market performance conditions
the proceeds received net of any directly attributable transaction costs are credited to share capital and share premium when the options 
are exercised exercised options are equity settled
own shares held by the employee share ownership plan “esop” trusts are carried at cost and disclosed within note 25
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st atement of a ccounting policies continued
investments in subsidiaries
investments in subsidiaries are stated at cost provision being made where appropriate for impairment assessed by comparing the carrying value 
to the higher of net realisable value or value in use
inventories
inventories are stated at the lower of cost and net realisable value cost includes materials direct labour and an attributable proportion 
of manufacturing overheads based on normal operating capacity according to the stage of production reached and valued on a fifo basis 
net realisable value is the estimated value which would be realised after deducting all costs of completion marketing and selling provision 
is made to reduce the cost to net realisable value having regard to the age and condition of inventory as well as its anticipated saleability
trade receivables
trade receivables are recognised initially at fair value and subsequently carried net of provisions for impairment a provision for impairment 
is established where there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the 
receivables significant financial difficulties of the debtor probability that the debtor will enter bankruptcy or financial reorganisation and default 
or delinquency in payments more than 60 days overdue are considered indicators that the trade receivable is impaired the amount of the 
provision is the difference between the asset’s carrying amount and the present value of estimated future cash flows the carrying amount of 
the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the income statement within operating 
expenses when a trade receivable is uncollectible it is written off against the allowance account for trade receivables subsequent recoveries of 
amounts previously written off are credited against operating expenses in the income statement 
cash and equivalents
cash and cash equivalents include cash in hand deposits on call with banks other shortterm liquid investments with maturities of three months 
or less and bank overdrafts bank overdrafts are shown within borrowings in current liabilities on the balance sheet
trade and other payables
trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
borrowings
borrowings are recognised initially at fair value net of transaction costs subsequent measurement is based on amortised cost and any difference 
between the proceeds net of transaction costs and the redemption value is recognised in the income statement over the period of the borrowings 
using the effective interest rate method
borrowing facilities are provided by a number of different banks and are subject to continued covenant compliance these covenants being 
measured half yearly in line with the annual and interim reporting cycles use of these facilities is generally shortterm in nature with loan 
maturity dates ranging from less than one week to several months borrowings are actively monitored in order to manage their cost and level 
of exposure to each individual bank which in the normal course of business results in the settlement of these liabilities and the separate 
drawdown of new loans within twelve months of the balance sheet date in light of this borrowings are classified as current
current taxation
the charge for current tax is based on the results for the period after making allowance for nonassessable or disallowable items it is calculated 
using rates of tax that have been enacted at the balance sheet date
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deferred taxation
deferred tax is recognised using the liability method on temporary differences arising between the tax bases of assets and liabilities and their 
carrying amounts in the consolidated financial statements
deferred tax liabilities are recognised in full for all taxable temporary differences and deferred tax assets are recognised to the extent that it is 
probable that taxable profits will be available against which deductible temporary differences can be utilised however if the deferred tax arises 
from the initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects 
neither accounting nor taxable profit it is not accounted for deferred taxation is measured based on tax rates and laws enacted or substantively 
enacted at the balance sheet date and are expected to apply when the related deferred income tax asset is realised or deferred income tax liability 
is settled
deferred tax assets and liabilities are offset when there is a legal enforceable right to set off current tax assets against current tax liabilities 
and when they relate to income taxes levied by the same taxation authority and the group intends to settle its current tax assets and liabilities 
on a net basis
provisions
a provision is recognised in the balance sheet when the group has a legal or constructive obligation whereby as a result of a past event it is 
probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the 
obligation if the effect is material provisions are determined by discounting the expected future cash flows at a pretax rate that reflects current 
market assessments of the time value of money and where appropriate the risks specific to the liability
share capital
ordinary shares are classified as equity
incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction net of tax from the proceeds 
when applicable
revenue
revenue comprises the amounts receivable for goods and services provided outside the group in the normal course of business net of trade 
discounts and value added tax
retail sales and allowances are recognised at the date of the transaction with consumers in addition provisions are made for expected returns 
as necessary for sales promotion purposes thorntons plc operates a variety of schemes that give rise to goods being sold at a discount to 
the standard retail price these include staff discounts and the redemption of promotional vouchers revenue is adjusted to show sales net 
of all related discounts
wholesale sales including sales to franchise outlets are recognised either when goods are dispatched to customers or the customer has accepted 
the products depending on the sales channel provision is made for expected returns and allowances as necessary
other operating income
other operating income comprises amounts receivable in respect of licensing income franchise fees and rental income net of value added tax 
where applicable licence income and rental income are recognised on an accruals basis in accordance with the risks and rewards of the relevant 
agreements franchise fees are nonrefundable and are charged in return for the initial grant of a five year franchise and the income is therefore 
released to the income statement on a straightline basis over this five year period fees in respect of subsequent renewals are likewise amortised 
over the renewal period
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postretirement benefits
defined benefit pension scheme
the retirement benefit obligation recognised in the balance sheet represents the present value of the defined benefit obligation and unfunded 
liabilities as reduced by the fair value of defined benefit scheme assets this scheme was closed to new entrants with effect from august 2002
the defined benefit obligation is calculated annually by independent actuaries using the projected unit method the present value of the defined 
benefit obligation is determined by discounting the estimated future cash outflows using interest rates of high quality corporate bonds that are 
denominated in the currency in which the benefits will be paid and that have terms to maturity approximating to the terms of the related 
pension liability
with effect from 6 april 2009 benefits under the scheme for active members were amended for service from that date from the previous basis 
of final salary accrual to a career average revalued earnings “care” basis
actuarial gains and losses are recognised in full in the period in which they occur they are recognised directly in equity and are presented 
in the statement of recognised income and expense other income and administrative expenses associated with the defined benefit scheme 
are recognised in the income statement
the contributions made by the employees and the group are held in a trust fund separate from the group’s finances
defined contribution pension scheme
the group also operates a defined contribution pension scheme which requires contributions to be made to a separately administered fund 
contributions to the fund are determined as a percentage of employees’ earnings and are charged to the income statement as incurred the group 
has no legal or constructive obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees the benefits 
relating to employee service in the current and prior periods
foreign currencies
transactions in foreign currencies are translated in sterling at the exchange rate ruling at the date of transaction monetary assets and liabilities 
denominated in foreign currencies are retranslated to sterling at the exchange rates ruling at the balance sheet date and any exchange differences 
arising are taken to the income statement
finance leases
leases are classified as finance leases where the terms of the lease transfer substantially all the risks and rewards of ownership to the group 
all other leases are classified as operating leases
property plant and equipment held under finance leases are capitalised in the balance sheet at fair value of leased assets or if lower the present 
value of the minimum lease payments assets are depreciated over the shorter of their lease term and their expected useful lives the interest 
element of leasing payments represents a constant proportion of the capital balance outstanding and is charged to the income statement over 
the period of the lease
operating leases
the costs of all operating leases are charged against operating profit on a straightline basis at existing rental levels incentives to sign leases 
including reverse premiums and rentfree periods are treated as deferred income and are credited to the income statement in equal instalments 
over the term of the lease
rental income from operating leases is recognised on a straightline basis over the period of the lease at current rental levels
new store expenditure
pretrading expenditure on new stores is charged to the income statement as incurred
st atement of a ccounting policies continued
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derivatives and other financial instruments
derivatives are initially recognised at fair value on the date the contract is entered into and are subsequently remeasured at fair value where 
appropriate the group enters into derivatives in order to minimise relevant currency and interest rate exposure these are designated as hedges 
of the cost of a highly probable forecast transaction or commitment “cash flow hedging instrument”
to qualify for hedge accounting the group is required at inception to document in advance the relationship between the item being hedged 
and the hedging instrument and to document and reassess at each reporting date whether the hedge will be highly effective in offsetting changes 
in cash flows of the hedged item on an ongoing basis
the effective portion of changes in the fair value of cash flow hedging derivatives is recognised in equity within the hedging reserve the change 
in fair value relating to the ineffective portion of the hedge is recognised in the income statement immediately within finance costs amounts 
accumulated within equity are recycled to the income statement in the periods when the hedged item will affect profit
when a hedging instrument expires or is sold or no longer meets the criteria for hedge accounting any cumulative gain or loss on the hedging 
instrument previously recognised in equity is retained in equity and is recognised when the forecast transaction is ultimately recognised in the 
income statement if the hedged transaction is no longer expected to occur the cumulative gain or loss that was recognised in equity is 
immediately transferred to the income statement
grants
grants and other contributions towards the cost of property plant and equipment are included in payables as deferred income and credited 
to the income statement over the life of the asset and recognised at fair value where there is a reasonable assurance the grant will be received 
and that the group will comply with conditions of the grant 
exceptional items
exceptional items are material items which derive from events or transactions which individually or if of a similar type in aggregate need 
to be disclosed by virtue of their size or incidence if the financial statements are to give a true and fair view
dividends
final dividends are recognised as a liability in the period in which they are approved by the company’s shareholders interim dividends 
are recognised when they are paid
net debt
net debt is cash and cash equivalents bank and other loans and finance leases
research and development
expenditure in respect of research and development is written off against profits in the period in which it is incurred unless the development costs 
meet the criteria for capitalisation under ias 38 ‘intangible assets’
critical accounting estimates and judgements
provisions
judgement is required in the areas of inventory and store dilapidation provisioning but the directors do not consider the impact on reported results 
to be material
retirement benefit obligation
the valuation of the retirement benefit obligation is dependent upon a series of assumptions the key ones being discount rates mortality rates 
investment returns salary inflation and the rate of pension increases these are set out in note 21 to the financial statements
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notes to the financial st atements
1 segmental reporting
the group’s operations consist of the vertically integrated manufacture distribution and retail of confectionery products given this level 
of integration the directors consider that there is only one business segment and therefore the disclosures are given in the primary 
financial statements or related notes
two reportable segments “sales  operations” and “retail” have been identified by the business and reflected in the management structure  
of the group and will be reported in the financial statements for the period ending 26 june 2010 in accordance with ifrs 8
revenue arises from uk operations and therefore no separate reporting for geographical segments is required
2 exceptional items 
exceptional items comprise
       52 weeks 
       ended 
       27 june 
       2009 
       £’000
pension curtailment gain      2300
franchisee bad debt      500
       1800
tax charge attributable to exceptional items      504
net tax impact of withdrawal of ibas      2033
       2537
pension curtailment gain
during the year the group implemented a change to the defined benefit pension scheme from a final salary to a care basis under the care scheme 
pension benefits are built up each year linked to the members’ pensionable salaries in that year this reduction in pension benefits has resulted 
in a curtailment gain which in line with ias 19 has been valued at £2300000
franchisee bad debt
this charge relates to the creation of a provision against an unusually large bad debt following the insolvency of a major franchisee
tax charge attributable to exceptional items
this is the tax charge arising in relation to the exceptional profit and loss items calculated at the standard rate of 28
net tax impact of withdrawal of industrial buildings allowances
this relates to a oneoff charge of £3053000 arising from the withdrawal of ibas this is offset by a £1020000 tax credit arising from 
a revision of capital allowance claims made in respect of plant and machinery
3 other operating income
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
franchise fee income     197 209
licensing income     938 648
rent receivable     275 282
      1410 1139
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4 finance income
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
interest on bank deposits     9 37
other finance income     29 8
      38 45
5 finance costs
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
interest payable on bank borrowings     1118 1305
net exchange differences on foreign currency payments     74 23
interest payable on finance leases     498 540
other finance costs     — 33
      1690 1901
6 profit before taxation
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
the following items have been included in arriving at profit before taxation  
employee benefits expense note 28     64607 61479
exceptional curtailment gain note 2      2300 —
cost of inventories recognised as an expense     64845 59126
depreciation of property plant and equipment note 12  
– owned assets     6953 6933
– under finance leases     2356 2295
amortisation of intangible assets note 11     2263 2018
profit on disposal of property plant and equipment     16 143
operating lease rentals payable  
– land and buildings     21255 20275
– other     844 976
repairs and maintenance expenditure on property plant and equipment     4775 5207
trade receivables impairment     223 125
exceptional trade receivables impairment note 2      500 —
government grant income     21 21
product research and development     535 412
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notes to the financial st atements continued
6 profit before taxation continued
services provided by the group’s auditors
during the period the group obtained the following services from the group’s auditors as detailed below
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
audit services
– audit of the parent and consolidated accounts     93 95
– audit of thorntons plc subsidiaries pursuant to legislation     4 3
– other services supplied pursuant to legislation     28 27
advice in respect of the company’s pension scheme     44 18
      169 143
7 taxation
analysis of charge in period
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
current tax    
– current period     2246 2517
– adjustment in respect of prior period     175 444
      2071 2073
deferred tax note 20  
– current period     261 159
– adjustment in respect of prior period     106 170
– effect of change in law concerning ibas     3053 —
– effect of revision of capital allowances claimed in respect of plant and machinery     1020 —
– effect of change in tax rate     12 —
      4483 2402
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7 taxation continued
tax on items charged to equity
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
deferred tax charge on sharebased payments     171 510
deferred tax credit on actuarial gain     2416 601
      2245 91
the legislation removing ibas from 1 april 2011 has resulted in a deferred tax charge of £3053000 steps have been taken by the group 
to reclassify assets previously classified as industrial buildings as plant and machinery for which capital allowances are available resulting 
in a credit of £1020000 the net impact on the deferred tax charge is therefore £2033000
tax reconciliation
the tax for the period is higher 2008 lower than the standard rate of corporation tax in the uk 28 2008 295 the differences are 
explained below
      52 weeks 52 weeks 
      ended ended 
      27 june 28 june 
      2009 2008 
      £’000 £’000
profit on ordinary activities before tax     8088 8470
profit on ordinary activities multiplied by rate of corporation tax in the uk of 28 2008 295   2265 2499
effects of  
– adjustments to tax provision in respect of prior periods     69 274
– expenses not deductible for tax purposes     242 177
– effect of reduction in tax rate     12 —
– effect of change in law concerning ibas     2033 —
total taxation     4483 2402
8 profit for the financial period
the parent company has not prepared its own profit and loss account as permitted by section 408 of the companies act 2006 of the group 
profit attributable to shareholders a profit after tax of £9418000 2008 £5984000 has been dealt with in the accounts of the company
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notes to the financial st atements continued
9 earnings per share
basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary 
shares outstanding during the period excluding those held in the esop trusts which are treated as cancelled
for diluted earnings per share the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential 
ordinary shares dilutive potential ordinary shares are those share options granted to employees where the exercise price is less than the average 
market price of the company’s ordinary shares during the period
reconciliations of the earnings and weighted average number of shares used in the calculations are set out below
 52 weeks ended 27 june 2009  52 weeks ended 28 june 2008 
   basic diluted  basic  diluted 
  earnings earnings earnings earnings earnings earnings 
  £’000 per share per share £’000 per share per share
profit before exceptional items 4342 65p 65p 6068 91p 90p
effect of exceptional items 737 11p 11p — — —
profit attributable to equity shareholders 3605 54p 54p 6068 91p 90p
  2009 2008
weighted average number of ordinary shares 66939333 66810143
dilutive effect from share options 824 456486
fully diluted weighted average number of ordinary shares 66940157 67266629
10 ordinary dividends
      2009 2008 
group and company    note £’000 £’000
final dividend paid for the 52 weeks ended 28 june 2008 of 485p   
53 weeks ended 30 june 2007 485p     3237 3235
interim dividend paid in respect of the 52 weeks ended 27 june 2009    
of 120p 52 weeks ended 28 june 2008 195p     803 1315
amounts recognised as distributions to equity holders    25 4040 4550
in addition the directors are proposing a final dividend in respect of the year ended 27 june 2009 of 485p per share which will absorb 
an estimated £3200000 of shareholders’ funds it will be paid on 27 november 2009 to shareholders who are on the register of members 
on 30 october 2009
the trusts operating the longterm incentive plan scheme “ltip 2007” have fully waived dividends on the 504610 shares 2008 504610 
held at 27 june 2009 and all but 001p per share on the 905070 2008 905070 shares held in respect of the 2001 executive share 
option scheme
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11 intangible assets
       computer 
       software 
group and company      £’000
cost 
at 28 june 2008      23570 
additions – externally acquired      2320
additions – internally generated      7
disposals      100
at 27 june 2009      25797
aggregate amortisation 
at 28 june 2008      18784
charge for the year      2263
disposals      100
at 27 june 2009      20947
net book amount at 27 june 2009      4850
       computer 
       software 
group and company      £’000
cost
at 30 june 2007       22716 
additions – externally acquired      848
additions – internally generated       6 
at 28 june 2008       23570 
aggregate amortisation 
at 30 june 2007      16766 
charge for the year       2018 
at 28 june 2008       18784 
net book amount at 28 june 2008       4786
net book amount at 30 june 2007       5950 
intangible assets held under finance leases were valued at £1901000 2008 £2465000
amortisation costs for intangible assets directly involved in production are recognised in cost of sales within the income statement all other 
amortisation costs are recognised within operating expenses 
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notes to the financial st atements continued
12 property plant and equipment
 land and buildings   
   long  other plant retail  
   leasehold short vehicles and fittings and  
   and freehold leasehold equipment equipment total 
group  £’000 £’000 £’000 £’000 £’000
cost
at 28 june 2008  38691 7647 79000 53002 178340
additions at cost  50 448 3672 3744 7914
disposals  — 51 435 4412 4898
at 27 june 2009  38741 8044 82237 52334 181356
accumulated depreciation     
at 28 june 2008  9744 4780 53746 45986 114256
charge for the year  832 531 5197 2749 9309
disposals  — 49 434 4381 4864
at 27 june 2009  10576 5262 58509 44354 118701
net book amount at 27 june 2009  28165 2782 23728 7980 62655
 land and buildings   
   long  other plant retail  
   leasehold short vehicles and fittings and  
   and freehold leasehold equipment equipment total 
group  £’000 £’000 £’000 £’000 £’000
cost     
at 30 june 2007  38672 6899 76944 50046 172561
additions at cost  19 820 2581 3631 7051
disposals  — 72 525 675 1272
at 28 june 2008  38691 7647 79000 53002 178340
accumulated depreciation     
at 30 june 2007  8913 4386 48947 43937 106183
charge for the year  831 453 5303 2641 9228
disposals  — 59 504 592 1155
at 28 june 2008  9744 4780 53746 45986 114256
net book amount at 28 june 2008  28947 2867 25254 7016 64084
net book amount at 30 june 2007  29759 2513 27997 6109 66378
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12 property plant and equipment continued
 land and buildings   
   long  other plant retail  
   leasehold short vehicles and fittings and  
   and freehold leasehold equipment equipment total 
company  £’000 £’000 £’000 £’000 £’000
cost     
at 28 june 2008  38482 7608 79000 52858 177948
additions at cost  44 448 3672 3743 7907
disposals  — 51 435 4412 4898
intragroup transfers  37658 — — — 37658
at 27 june 2009  868 8005 82237 52189 143299
accumulated depreciation     
at 28 june 2008  9710 4754 53746 45845 114055
charge for the year  828 528 5197 2748 9301
disposals  — 49 434 4381 4864
intragroup transfers  10367 — — — 10367
at 27 june 2009  171 5233 58509 44212 108125
net book amount at 27 june 2009  697 2772 23728 7977 35174
 land and buildings   
   long  other plant retail  
   leasehold short vehicles and fittings and  
   and freehold leasehold equipment equipment total 
company  £’000 £’000 £’000 £’000 £’000
cost     
at 30 june 2007  38463 6860 76944 49902 172169
additions at cost  19 820 2581 3631 7051
disposals  — 72 525 675 1272
at 28 june 2008  38482 7608 79000 52858 177948
accumulated depreciation     
at 30 june 2007  8883 4362 48947 43797 105989
charge for the year  827 451 5303 2640 9221
disposals  — 59 504 592 1155
at 28 june 2008  9710 4754 53746 45845 114055
net book amount at 28 june 2008  28772 2854 25254 7013 63893
net book amount at 30 june 2007  29580 2498 27997 6105 66180
depreciation costs for tangible fixed assets directly involved in production are recognised within cost of sales within the income statement all other 
depreciation costs are recognised within operating expenses
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notes to the financial st atements continued
12 property plant and equipment continued
tangible assets held under finance leases have the following net book amount
  land and   land and   
  buildings   buildings    
  – long other plant retail – long other plant retail 
  leasehold vehicles and fittings and leasehold vehicles and fittings and 
  and freehold equipment equipment and freehold equipment equipment 
  2009 2009 2009 2008 2008 2008 
group and company £’000 £’000 £’000 £’000 £’000 £’000
cost  784 9608 13570 784 9125 15886
aggregate depreciation 185 6880 10045 133 6052 12680
net book amount 599 2728 3525 651 3073 3206
13 investment in subsidiaries
      company company 
      2009 2008 
      £’000 £’000
cost  
at 28 june 2008     19 19
additions at cost     27350 —
at 27 june 2009     27369 19
provisions for impairment  
at 28 june 2008 and 27 june 2009     1 1
net book value     27368 18
the company owns the whole of the issued ordinary share capital of the following principal operating subsidiaries to avoid a statement of 
excessive length details of investments in dormant companies included in the consolidated accounts have been omitted a full list of subsidiaries 
can be obtained upon request from the company’s registered office
subsidiary country of incorporation principal activity country of operation
strand court properties limited england property investment united kingdom
thorntons jersey limited jersey retail trading company jersey
the directors believe that the carrying value of the investments is supported by their underlying net assets
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14 inventories
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
raw materials   3101 2557 3101 2557
work in progress   2715 2963 2715 2963
finished goods and goods for resale   19554 18787 19547 18779
    25370 24307 25363 24299
during the year £415000 2008 £80000 relating to the writedown of inventory to net realisable value in prior years was released and reflected 
in cost of sales 
15 trade and other receivables
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
trade receivables   8079 7597 8079 7597
less provision for impairment   855 354 855 354
net trade receivables   7224 7243 7224 7243
amounts owed by group undertakings   — — 112 359
other receivables   724 1199 724 1199
prepayments and accrued income   6212 6713 6096 6700
    14160 15155 14156 15501
the group’s exposure to credit risk and impairment losses related to trade receivables is disclosed in note 18
amounts owed from other group companies are unsecured interest free and have no fixed repayment terms
prepayments and accrued income include £4800000 2008 £5200000 of property related rent rates insurances and surcharge prepayments
16 trade and other payables – current
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
trade payables   11206 9387 11206 9387
other taxation and social security payable   2927 3149 2925 3147
amounts owed to other group companies   — — 2426 2451
other payables   84 97 84 97
accruals and deferred income   8411 9381 8397 9373
    22628 22014 25038 24455
amounts owed to other group companies are unsecured interest free and have no fixed repayment terms
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notes to the financial st atements continued
16 trade and other payables – current continued
within accruals and deferred income is a balance in respect of government grants within the group and company of £21035 2008 £21035 
primarily relating to a grant received in the year ending june 2004 in respect of the relocation of toffee manufacturing operations from the original 
belper site to thornton park this government grant totalling £400000 is being released to the income statement on a straightline basis over 
20 years
17 borrowings
    group group company company 
    2009 2008 2009 2008 
current   £’000 £’000 £’000 £’000
bank loans and overdrafts due within one year or on demand    
– unsecured bank loans and overdrafts   19200 21000 19344 21167
– finance lease obligations   3425 3057 3425 3057
    22625 24057 22769 24224
    group group company company 
    2009 2008 2009 2008 
noncurrent   £’000 £’000 £’000 £’000
finance lease obligations   4637 5295 4637 5295
bank loans and overdrafts are denominated in sterling and bear interest based on libor or uk base rates 
the effective interest rates at the balance sheet dates were as follows
      2009 2008 
       
bank borrowings     263 604
finance leases     390 448
the group’s borrowings of £27262000 2008 £29352000 are all denominated in sterling
maturity of financial liabilities
the table below analyses the group’s financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date 
to the contractual maturity date the amounts disclosed in the table below are the contractual undiscounted cash flows
   finance 2009  finance 2008 
  debt leases total debt leases total 
  £’000 £’000 £’000 £’000 £’000 £’000
less than one year 19425 3776 23201 21044 3090 24134
between one and two years — 3815 3815 — 5129 5129
between two and five years — 1199 1199 — 894 894
  19425 8790 28215 21044 9113 30157
debt due in less than one year reflects the ongoing utilisation on a shortterm basis of three year revolving facilities described in the following 
borrowing facilities note and in line with group accounting policy all loans in place at 27 june 2009 are classified as current on the basis that 
they will be settled within twelve months
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17 borrowings continued
borrowing facilities
the group has the following undrawn committed floating rate borrowing facilities available at 27 june 2009 the group must comply with 
the principal lending covenants in respect of interest cover the net debt to earnings before interest tax depreciation and amortisation “ebitda” 
ratio and earnings before interest tax depreciation amortisation and rent “ebitdar” to fixed costs ratio at 27 june 2009 none of these 
covenants had been breached
      2009 2008 
      £’000 £’000
expiring within one year     5000 5000
expiring between two and five years     30800 29000
      35800 34000
the facilities in place at 27 june 2009 expire between two and five years being part of three year revolving facilities due for renewal prior 
to august 2010 their utilisation being managed via regular review during their term all these facilities incur commitment fees at market rates
the minimum lease payments under finance leases fall due as follows
 27 june 2009  28 june 2008 
    present   present 
    value of   value of 
  minimum future finance minimum future finance 
  lease finance lease lease finance lease 
  payments  charges liabilities payments  charges liabilities 
  £’000 £’000 £’000 £’000 £’000 £’000
less than one year 3776 351 3425 3090 333 2757
between one and two years 3815 322 3493 5129 380 4749
between two and five years 1199 55 1144 894 48 846
  8790 728 8062 9113 761 8352
the fair value of obligations under finance lease equates to their carrying value as the interest rates being paid on these are substantially those 
prevailing in the open market the fair values of other financial instruments are not materially different to their carrying value due to their relatively 
short maturity or small size
18 derivatives and other financial instruments
the group’s financial instruments comprise cash and cash equivalents bank loans liquid resources finance leases onerous lease and dilapidation 
provisions and other items such as trade payables and trade receivables that arise from its operations the principal function of these financial 
instruments is to raise finance for the group’s operations the main risks arising from the group’s financial instruments can be analysed as follows
interest rate risk 
funding received from banks is at floating rates fixed in the short term for the duration of each loan floating rate borrowings are exposed to 
the risk of rising interest rates borrowings of a longerterm nature such as those required to fund fixed asset acquisitions are funded through 
finance leases such that total finance lease exposure remains broadly constant from year to year and to this extent provides an element of fixed 
interest borrowing
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notes to the financial st atements continued
18 derivatives and other financial instruments continued
liquidity risk 
the group uses banking facilities and finance leases as its primary sources of funding the group has historically been very cash generative 
the bank position and headroom of the group is monitored daily and capital expenditure has to be approved in accordance with its policy which 
defines the level of authorisation required since the end of the financial year the group negotiated new committed banking facilities totalling 
£525 million for a three year period which consist of a revolving credit facility of £525 million shared among three banks and committed for 
three years the group also has a shortterm committed overdraft facility of £25 million
capital risk
the group’s objectives when managing capital are to safeguard the group’s ability to continue as a going concern in order to provide returns 
for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital
in order to maintain or adjust the capital structure the group may adjust the amount of dividends paid to shareholders return capital to shareholders 
issue new shares or sell assets to reduce debt further details on the group’s borrowings and the dividends proposed by the group are outlined in 
the finance director’s report on page 15 and the chairman’s statement on pages 2 and 3
consistent with others in the industry the group monitors capital on the basis of gearing ratio this ratio is calculated as net debt divided by total 
equity net debt is calculated as total borrowings including ‘current and noncurrent borrowings’ as shown in the balance sheet less cash and 
cash equivalents 
the group’s strategy is to seek to maintain or reduce the level of net debt and improve operating cash flow the gearing ratios at 27 june 2009 
and 28 june 2008 were as follows
      2009 2008 
      £’000 £’000
total borrowings     27262 29352
less cash and cash equivalents     588 1088
net debt     26674 28264
equity     28738 35035
gearing ratio     928 807
price risk 
the group seeks to limit its exposure to volatility in raw material and energy costs by buying these forward where possible for a period of up to a year
foreign currency risk 
the group’s exposure to foreign currency risk on trading transactions is not significant however hedging arrangements are made in respect of 
the largest purchase contracts when placed it is the group’s policy to hedge significant fixed asset or capital transactions where appropriate
credit risk 
retail sales represent a large proportion of the group’s sales and present no credit risk as they are made for cash where credit sales are concerned 
the group operates effective credit control procedures in order to minimise exposure to overdue debts and also carries insurance against the cost 
of significant bad debts counterparties involved in transactions are limited to high quality financial institutions
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18 derivatives and other financial instruments continued
credit risk continued
the carrying amount of financial assets representing the maximum credit exposure at the reporting date was
      2009 2008 
      £’000 £’000
trade receivables     7224 7243
the carrying amounts of the group’s trade and other receivables are denominated in sterling 
the maximum exposure to credit risk for trade receivables at the reporting date by geographic region was
      2009 2008 
      £’000 £’000
uk      7135 7119
europe     58 124
rest of world     31 —
      7224 7243
the maximum exposure to credit risk for trade receivables at the reporting date by sales channel was
      2009 2008 
      £’000 £’000
commercial     5641 5057
franchise     1583 2186
      7224 7243
the aging of gross trade receivables at the reporting date was
 2009  2008 
    gross impaired gross impaired 
    £’000 £’000 £’000 £’000
current   5905 2 5442 —
30 days past due   1095 82 1163 —
60 days past due   390 277 192 1
more than 60 days past due   689 494 800 353
    8079 855 7597 354
a significant proportion of the receivables less than 60 days past due relate to large corporate customers for which there is no objective evidence 
that the group will not be able to recover amounts owing and therefore no impairment has been made 
receivables more than 60 days not impaired of £nil 2008 £447000 equal and opposite payable and receivable balances were held in 2008 
in respect of a major supplier and customer negating the need for impairment
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notes to the financial st atements continued
18 derivatives and other financial instruments continued
credit risk continued
the movement in impairment in respect of trade receivables during the year was as follows
       2009 
       £’000
at 28 june 2008      354
charged to profit and loss account      723
utilised in period      222
at 27 june 2009      855
the impairment charge recognised in the income statement net of amounts recovered previously written off amounted to £723000 2008 £125000
the other classes within trade and other receivables do not contain impaired assets
currency exposure
net monetary assets and liabilities of the group that are not denominated in the local functional currency were as follows
    euro euro usd usd 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
net foreign currency monetary assetsliabilities    
cash and cash overdraft   60 70 — —
trade and other payables   825 547 27 —
    765 477 27 —
the following significant exchange rate applied during the year
 average rate  reporting date spot rate 
    2009 2008 2009 2008
euro   11744 13391 11736 12659
usd   16182 20044 16464 19887
sensitivity analysis
the group has used a sensitivity analysis technique that measures the estimated change to the income statement and equity had a 10 
weakening in sterling occurred against all other currencies from the rates applicable at 27 june 2009 this analysis assumes that all other 
variables in particular interest rates remain constant the analysis has been prepared on the same basis for 2008
the amounts generated from the sensitivity analysis are estimates of the impact of market risk assuming that specified changes occur
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18 derivatives and other financial instruments continued 
sensitivity analysis continued
a 10 weakening of sterling against the following currencies at 27 june 2009 would have decreased profit and loss by the following amounts
      profit profit 
      and loss and loss 
      2009 2008 
      £’000 £’000
euro     85 53
usd     3 —
a 10 strengthening of sterling against the above currency would have had an equal and opposite effect to the amounts shown
interest rate risk
the financial assets of the group that were exposed to interest rate risk at 27 june 2009 consisted of cash and shortterm deposits and financial 
liabilities consisted of shortterm bank borrowings and finance leases these are detailed along with their effective interest rates in note 17 
sensitivity analysis
a 05 adverse movement in the effective interest rates applicable to these financial liabilities at 27 june 2009 would have decreased profit 
by the amounts shown below
      profit profit 
      and loss and loss 
      2009 2008 
      £’000 £’000
bank borrowings     38 4
finance leases     17 77
      55 81
19 provisions for liabilities
      group company 
      onerous onerous 
      leases and leases and 
      dilapidation dilapidation 
      £’000 £’000
at 28 june 2008     708 707
charged to profit and loss account     287 287
utilised in period     23 23
released in period     66 66
at 27 june 2009     906 906
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notes to the financial st atements continued
19 provisions for liabilities continued
provisions are analysed between current and noncurrent as follows
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
current   254 122 253 122
noncurrent   652 586 652 585
    906 708 905 707
the provision for onerous leases is held in respect of leasehold properties for which the group is liable to fulfil rent and other property commitments 
for stores from which either the group no longer trades or for which future trading cash flows are projected to be insufficient to cover these costs 
amounts have been provided for the shortfall between projected cash flows and the property costs up to the lease expiry date on a discounted basis 
future rent reviews could require additional provisions to be made
obligations are payable within a range of one to eight years 2008 one to nine years the weighted average being three years 2008 three years 
the group provides for property dilapidations where appropriate based on estimated undiscounted costs of the dilapidation repairs spread over 
the period of the tenancy
20 deferred tax
deferred tax is calculated in full on temporary differences under the liability method using a tax rate of 28 2008 28
the movement on the deferred tax account is shown below
deferred tax liabilitiesassets
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
at beginning of period   2750 2512 2714 2476
income statement charge   379 329 125 329
taken to equity employee benefits   171 510 171 510
actuarial loss   2416 601 2416 601
effect of change in law concerning ibas   2033 — 3585 —
at end of period   2917 2750 2991 2714
of the total group and company deferred tax balance at 27 june 2009 £571000 2008 £86000 is expected to be released within one year
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20 deferred tax continued
the movements in deferred tax assets and liabilities prior to the offsetting of balances within the same jurisdiction as permitted by ias 12 during 
the period are as follows
deferred tax liabilities
     accelerated   
     capital   
     allowances other total 
group    £’000 £’000 £’000
at 28 june 2008    7215 36 7251
charged to income statement    1620 12 1632
at 27 june 2009    8835 48 8883
deferred tax assets
     retirement   
     benefit   
    provisions obligations other total 
group   £’000 £’000 £’000 £’000
at 28 june 2008   8 4470 23 4501
chargedcredited to income statement   7 920 147 780
deferred tax on sharebased payments charged to equity   — — 171 171
deferred tax on actuarial loss credited to equity   — 2416 — 2416
at 27 june 2009   1 5966 1 5966
deferred tax liabilities
     accelerated   
     capital   
     allowances other total 
company    £’000 £’000 £’000
at 28 june 2008    7215 — 7215
credited to income statement    4240 — 4240
at 27 june 2009    2975 — 2975
deferred tax assets
     retirement   
     benefit   
    provisions obligations other total 
company   £’000 £’000 £’000 £’000
at 28 june 2008   8 4470 23 4501
chargedcredited to income statement   7 920 147 780
deferred tax on sharebased payments charged to equity   — — 171 171
deferred tax on actuarial loss credited to equity   — 2416 — 2416
at 27 june 2009   1 5966 1 5966
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notes to the financial st atements continued
20 deferred tax continued
deferred tax liabilities
     accelerated   
     capital   
     allowances other total 
group    £’000 £’000 £’000
at 30 june 2007    7301 50 7351
credited to income statement    86 14 100
at 28 june 2008    7215 36 7251
deferred tax assets
     retirement   
     benefit   
    provisions obligations other total 
group   £’000 £’000 £’000 £’000
at 30 june 2007   67 4317 455 4839
chargedcredited to income statement   59 448 78 429
deferred tax on sharebased payments credited to equity   — — 510 510
deferred tax on actuarial loss credited to equity   — 601 — 601
at 28 june 2008   8 4470 23 4501
deferred tax liabilities
     accelerated   
     capital   
     allowances other total 
company    £’000 £’000 £’000
at 30 june 2007    7301 14 7315
credited to income statement    86 14 100
at 28 june 2008    7215 — 7215
deferred tax assets
     retirement   
     benefit   
    provisions obligations other total 
company   £’000 £’000 £’000 £’000
at 30 june 2007   67 4317 455 4839
chargedcredited to income statement   59 448 78 429
deferred tax on sharebased payments credited to equity   — — 510 510
deferred tax on actuarial loss credited to equity   — 601 — 601
at 28 june 2008   8 4470 23 4501
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annual report and accounts 2009 wwwthorntonscouk 73
21 retirement benefit obligations
pension arrangements are operated through a defined contribution scheme and a defined benefit scheme for both the group and the company
defined contribution scheme
pension costs for defined contribution scheme are as follows
      2009 2008 
      £’000 £’000
defined contribution scheme     219 229
defined benefit scheme
the company operates a defined benefit pension scheme with effect from 6 april 2009 the benefit structure changed from a final salary basis 
to a care basis pension benefits are built up each year linked to the members’ pensionable salaries in that year the benefits are then increased 
each year in line with inflation the scheme has been closed to new entrants since 31 july 2002
the company has opted to recognise all actuarial gains and losses immediately via the statement of recognised income and expenditure
a formal actuarial valuation is being carried out with an effective date of 31 may 2008 the preliminary results of this valuation have been 
updated to 27 june 2009 by a qualified independent actuary
the thorntons’ pension and life assurance scheme was actuarially valued by an independent professionally qualified actuary as at 27 june 2009 
under ias 19 the principal actuarial assumptions at the balance sheet date were
     2009 2008 2007 
       
rate of increase in pensionable salaries    na 495 430
rate of increase to care benefits before retirement    350 — —
rate of increase in pensions   
– in deferment    350 380 315
– preapril 1997    000 000 000
– postapril 1997    340 360 310
discount rate    640 630 550
inflation assumption    350 380 315
expected return on plan assets    610 700 710
the assumption as to how many members will take up the maximum taxfree commutation on retirement is based on the scheme’s own 
experience of commutation levels
the sensitivities regarding the principal assumptions used to measure the scheme liabilities are set out below
     impact on 
   change in scheme 
   assumption liabilities
rate of increase in pensions postapril 1997  increase by 01 increase by £03m
discount rate  increase by 01 decrease by £11m
inflation assumption  increase by 01 increase by £10m
2thtar09backindd   49 22092009   112152 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 74
notes to the financial st atements continued
21 retirement benefit obligations continued
defined benefit scheme continued
the mortality rates used are as follows
   life expectancy  
   at age 65 years 
   mortality table male female
current pensioners  pa92mc yob  1935 3 191 221
future pensioners  pa92mc yob  1965 3 213 244
the expected return on plan assets is a blended average of projected longterm returns for the various asset classes equity returns are based on a 
selection of an equity risk premium above the riskfree rate which is measured in accordance with the yields on government bonds bond returns 
are selected by reference to yields on government and corporate debt as appropriate to the scheme’s holdings of these instruments returns are 
projected over the entire life of the benefit obligation
the assets of the scheme were invested as follows
   27 june 27 june 28 june 28 june 30 june 30 june 
   2009 2009 2008 2008 2007 2007 
   £’000  £’000  £’000 
equities 20977 60 24338 64 27164 69
bonds 8481 25 6845 18 5905 15
gilts 5211 15 6845 18 5905 15
other 81 — — — 394 1
  34750 100 38028 100 39368 100
actual return on plan assets  4466  2975   4284 
pensions and other postretirement obligations
the amounts recognised in the balance sheet are determined as follows
    2009 2008 2007 2006 
    £’000 £’000 £’000 £’000
present value of funded obligations   56063 53993 54785 51527
fair value of plan assets   34750 38028 39368 33586
net deficit   21313 15965 15417 17941
2thtar09backindd   50 22092009   112152 thorntons plc 
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21 retirement benefit obligations continued
pensions and other postretirement obligations continued
the amounts recognised in the income statement are as follows
      2009 2008 
      £’000 £’000
current service cost     676 784
interest cost     3381 2997
expected return on plan assets     2535 2662
past service cost     32 —
curtailment gain     2300 —
total included within staff employment benefits expense note 28     746 1119
of the total charge £11 million 2008 £07 million and £18 million credit 2008 £04 million were included in cost of sales and administrative 
expenses respectively
changes in the present value of the defined benefit obligations are as follows
      2009 2008 
      £’000 £’000
present value of obligation at beginning of period     53993 54785
current service cost     676 784
interest cost     3381 2997
employee contributions     880 980
past service cost     32 —
curtailment gain     2300 —
benefit payments     2227 2064
actuarial gainslosses     1628 3489
present value of obligation at end of period     56063 53993
changes in the fair value of plan assets are as follows
      2009 2008 
      £’000 £’000
fair value of plan assets at beginning of period     38028 39368
employer contributions     2535 2719
employee contributions     880 980
benefits paid     2227 2064
actual loss on assets     4466 2975
closing fair value of plan assets at end of period     34750 38028
2thtar09backindd   51 22092009   112152 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 76
21 retirement benefit obligations continued
analysis of the movement in the balance sheet deficit
      2009 2008 
      £’000 £’000
at beginning of period     15965 15417
employer pension cost     746 1119
employer contributions     2535 2719
net actuarial losses recognised in the period     8629 2148
at end of period     21313 15965
cumulative actuarial gains and losses recognised in equity
      2009 2008 
      £’000 £’000
at beginning of period     3372 1224
net actuarial losses recognised in the period     8629 2148
cumulative loss     12001 3372
the contribution expected to be paid by the group during the financial period ending 26 june 2010 amounts to £2000000
22 other noncurrent liabilities
      2009 2008 
group and company     £’000 £’000
accruals and deferred income     2816 2612
included in the above are amounts totalling £272002 2008 £293037 held in respect of government grants
23 ordinary shares
      2009 2008 
group and company     £’000 £’000
authorised  
ordinary shares of 10p each 85000000 2008 85000000     8500 8500
issued and fully paid  
ordinary shares of 10p each 68349837 2008 68349234     6835 6835
notes to the financial st atements continued
2thtar09backindd   52 22092009   112152 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 77
23 ordinary shares continued
allotments during the year
during the year no shares 2008 nil were issued under the provision of the company’s executive share option schemes and 1603 shares 
2008 236766 were issued under the sharesave scheme representing a total nominal value of £160 2008 £23677
the average price of shares issued under the sharesave scheme in the year was £100 2008 £094 and the aggregate consideration received 
under this scheme was £1603 2008 £222867
since the end of the year no shares have been issued under the provisions of the executive share option schemes 2008 nil and no shares 
2008 nil have been issued under the sharesave scheme
rights and restrictions attaching to shares
holders of the company’s ordinary shares of 10p each are entitled to participate in the payments of dividends pro rata to their holdings 
the directors may propose and pay interim dividends and recommend a final dividend for shareholders’ approval for any accounting period 
out of the profits available for distribution under english law
at any general meeting a resolution put to the vote of the meeting is decided on a show of hands unless before or on the declaration of the 
result of a show of hands a poll is properly demanded on a show of hands every member who is present in person at a general meeting of 
the company has one vote proxies may not vote on a show of hands on a poll every member who is present in person or by proxy has one 
vote for every share of which he is the holder
share options
options outstanding including those held by directors are listed below
executive schemes
 number of options during the   
 52 weeks ended 27 june 2009 exercisable  
date  at 28 june granted exercise   at 27 june exercise   
of grant  2008 or reinstated forfeited exercised lapsed 2009 price from to
22 nov 2001  166666 — — — — 166666 90p 22 nov 2004 22 nov 2011
12 mar 2002  16516 — — — — 16516 111p 12 mar 2005 12 mar 2012
02 oct 2002  49550 — — — 33034 16516 111p 02 oct 2005 02 oct 2012
03 oct 2003  88000 — — — 44000 44000 125p 03 oct 2006 03 oct 2013
03 apr 2006  544000 — — — — 544000 119p 03 apr 2009 03 apr 2016
05 jun 2006 1200000 — — — — 1200000 116p 05 jun 2009 05 jun 2016
11 jul 2006  500000 — — — — 500000 129p 11 jul 2009 11 jul 2016
02 oct 2006 1200000 — — — — 1200000 153p 02 oct 2009 02 oct 2016
13 sep 2007  500000 — — — — 500000 170p 13 sep 2010 13 sep 2017
23 nov 2007  644112 — — — 123904 520208 192p 23 nov 2010 23 nov 2017
16 oct 2008  — 1142120 — — — 1142120 113p 16 oct 2011 16 oct 2018
   4908844 1142120 — — 200938 5850026   
2thtar09backindd   53 22092009   112152 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 78
23 ordinary shares continued
share options continued
sharesave scheme
 number of options during the   
 52 weeks ended 27 june 2009 exercisable  
date  at 28 june granted    at 27 june exercise   
of grant  2008 or reinstated forfeited exercised lapsed 2009 price from to
18 oct 2002  30321 — — — 30321 — 94p 01 jan 2008 30 jun 2008
16 oct 2003  273572 — 9046 1603 — 262923 100p 01 jan 2009 30 jun 2009
12 oct 2004  207945 — 28857 — — 179088 150p 01 jan 2010 30 jun 2010
09 oct 2006  191502 — — — 36883 154619 113p 01 jan 2010 30 jun 2010
09 oct 2006  242229 — — — 55289 186940 113p 01 jan 2012 30 jun 2012
10 oct 2007  237569 — — — 66604 170965 148p 01 jan 2011 30 jun 2011
10 oct 2007  284790 — — — 62469 222321 148p 01 jan 2013 30 jun 2013
  1467928 — 37903 1603 251566 1176856   
24 sharebased payments
under the company’s executive share option schemes the remuneration committee can grant options over shares in the company to directors 
and employees of the company options are granted with a fixed exercise price equal to the market price of the shares under option at the date of 
grant the contractual life of an option is ten years awards of options under the scheme are generally reserved for employees at senior management 
level and above details of the performance conditions attaching to awards of options are described in the report on the directors’ remuneration 
on pages 34 to 41 fair value is measured by the use of the blackscholes model for options with internal performance criteria and the monte carlo 
model for options with external performance conditions
the thorntons sharesave scheme enables eligible employees to acquire options over ordinary shares of the company at a discount of up to 
20 to the market price in conjunction with a save as you earn contract the options are exercisable within a period of six months commencing 
three or five years from the date of the savings contract
notes to the financial st atements continued
2thtar09backindd   54 22092009   112152 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 79
24 sharebased payments continued
the fair value per option granted during the year and the assumptions used in their calculation are as follows
   2009 2008 2008 2008 2008 
   executive executive executive sharesave sharesave 
   1 1 2 1 2
grant date  16 oct 08 13 sep 07 23 nov 07 10 oct 07 10 oct 07
share price at grant date  110p 185p 193p 172p 172p
exercise price  113p 170p 192p 148p 148p
number of employees  4 1 4 201 144
shares under option  1142120 500000 644112 270794 292281
vesting period years  3 3 3 3 5
expected volatility  3371 2619 2737 2655 2655
option life years  10 10 10 3 5
expected life years  3 3 3 3 5
riskfree rate  410 500 435 509 503
expected dividends expressed as a dividend yield  618 390 353 390 390
possibility of ceasing employment before vesting   na na na 4494 4723
fair value per option  41p 41p–45p 30p 40p 45p
the expected volatility is based on historical volatility over the last three years the expected life is the average expected period to exercise 
the riskfree rate of return is the yield on zerocoupon uk government bonds of a term consistent with the assumed option life 
a reconciliation of executive share option movements over the period to 27 june 2009 is shown below
 2009  2008 
     weighted  weighted 
     average  average 
     exercise  exercise 
executive share options   number price number price
outstanding at start of period   4908844 125p 4345820 125p
granted   1142120 113p 1144112 182p
forfeited   — — 33034 111p
exercised   — — 16516 111p
lapsed   200938 164p 531538 98p
outstanding at end of period   5850026 135p 4908844 125p
exercisable at end of period   243698 93p 199698 93p
2thtar09backindd   55 22092009   112152 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 80
24 sharebased payments continued
for share options outstanding at the end of the period the range of exercise prices and weighted average contractual life is disclosed below
 2009  2008 
    contractual   contractual 
    weighted   weighted 
   weighted average  weighted average 
   average remaining  average remaining 
   exercise life  exercise life 
range of exercise prices number price years number price years
90p –111p 199698 112p 25 232732 96p 36
116p –153p 4630120 127p 76 3532000 131p 80
170p –192p 1020208 181p 83 1144112 182p 93
the weighted average share price during the period for options exercised over the period was nil 2008 nil the total charge for the 
period relating to employee sharebased payment plans was £440000 2008 £369000 after deferred tax the total charge was £269000 
2008 £266000
a reconciliation of sharesave scheme option movements over the period to 27 june 2009 is shown below
 2009  2008 
     weighted  weighted 
     average  average 
     exercise  exercise 
sharesave scheme options   number price number price
outstanding at start of period   1467928 128p 1305223 99p
granted   — — 563075 148p
forfeited   37903 138p 141561 124p
exercised   1603 100p 236766 94p
lapsed   251566 129p 22043 67p
outstanding at end of period   1176856 160p 1467928 128p
exercisable at end of period   262923 100p 30321 94p
notes to the financial st atements continued
2thtar09backindd   56 22092009   112153 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 81
24 sharebased payments continued
for share options outstanding at the end of the period the range of exercise prices and weighted average contractual life is disclosed below
 2009  2008 
    contractual   contractual 
    weighted   weighted 
   weighted average  weighted average 
   average remaining  average remaining 
   exercise life  exercise life 
sharesave scheme number price years number price years
oct 2002 — — — 30321 94p —
oct 2003 262923 100p — 273572 100p 10
oct 2004 179028 150p 10 207945 150p 20
oct 2006 154619 113p 10 191502 113p 20
oct 2006 186940 113p 30 242229 113p 40
oct 2007 170965 148p 20 237569 148p 30
oct 2007 222321 148p 40 284790 148p 50
the weighted average share price during the period for options exercised over the period was 100p 2008 164p the total charge for the period 
relating to employee sharebased payment plans was £81000 2008 £87000 after deferred tax the total charge was £58000 2008 £62000
25 statement of changes in shareholders’ equity
    share share retained  
    capital premium earnings total 
group  note £’000 £’000 £’000 £’000
at 30 june 2007   6811 13551 14524 34886
total recognised income and expense   — — 4521 4521
new share capital issued  23 24 199 — 223
sharebased payment charge   — — 447 447
effect of tax on share option movement  7 — — 510 510
movement in investment in own shares   — — 18 18
dividends  10 — — 4550 4550
at 28 june 2008   6835 13750 14450 35035
total recognised income and expense   — — 2608 2608
new share capital issued   — 2 — 2
sharebased payment charge   — — 520 520
effect of tax on share option movement   — — 171 171
dividends   — — 4040 4040
at 27 june 2009   6835 13752 8151 28738
2thtar09backindd   57 22092009   112153 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 82
25 statement of changes in shareholders’ equity continued
    share share retained  
    capital premium earnings total 
company  note £’000 £’000 £’000 £’000
at 30 june 2007   6811 13551 12161 32523
total recognised income and expense   — — 4437 4437
new share capital issued  23 24 199 — 223
sharebased payment charge   — — 447 447
effect of tax on share option movement  7 — — 510 510
movement in investment in own shares   — — 18 18
dividends  10 — — 4550 4550
at 28 june 2008   6835 13750 12003 32588
total recognised income and expense   — — 3205 3205
new share capital issued   — 2 — 2
sharebased payment charge   — — 520 520
effect of tax on share option movement   — — 171 171
dividends   — — 4040 4040
at 27 june 2009   6835 13752 11517 32104
deducted from retained earnings are investments in own shares of £2163000 2008 £2163000 being held by trusts operating the following plans
q 2007 ltip with 504610 shares 2008 504610 at an original cost of £1035000 2008 £1035000 and
q 2001 executive share option scheme with 905070 shares 2008 905070 at an original cost of £1128000 2008 £1128000
notes to the financial st atements continued
2thtar09backindd   58 22092009   112153 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 83
26 cash flow from operating activities
a cash generated from operations
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
continuing operations    
operating profit   9739 10326 9657 10215
adjustments for    
depreciation and amortisation   11572 11246 11564 11238
amortisation of government grants received   21 21 21 21
profit on disposal of property plant and equipment   16 143 69 143
sharebased payment charge   520 447 520 447
operating cash flow before working capital movements   21794 21855 21651 21736
changes in working capital    
increase in inventories   1063 6105 1064 6106
decreaseincrease in trade and other receivables   1072 2520 1318 3479
increase in payables   430 2309 714 3366
increasedecrease in provisions   198 49 115 48
decrease in postemployment benefit obligations   3281 1600 3281 1600
cash generated from operations before taxation   19150 13988 19223 13965
corporate taxation   2012 2507 1990 2500
cash flows from operating activities   17138 11481 17233 11465
b cash and cash equivalents for the cash flow statement
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
cash and cash equivalents   588 1088 680 1005
bank overdraft   — — 144 167
net position   588 1088 536 838
2thtar09backindd   59 22092009   112153 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 84
27 reconciliation of movement in net debt
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
decrease in cash and cash equivalents   500 1770 302 1786
cash flows from decrease in debt   5097 1712 5097 1712
change in net debt resulting from cash flow   4597 58 4795 74
inception of new finance leases   3007 1795 3007 1795
movement in net debt in the period   1590 1853 1788 1869
net debt at beginning of period   28264 26411 28514 26645
net debt at end of period   26674 28264 26726 28514
28 employees and directors
    group group company company 
    2009 2008 2009 2008 
employee benefit expense during the period   £’000 £’000 £’000 £’000
wages and salaries   57074 54638 57019 54585
social security costs   4881 4679 4878 4676
health cover medical and life assurance   226 195 226 195
staff incentives and relocation costs   133 163 133 163
sharebased payments   520 456 520 456
pension costs note 21   1773 1348 1773 1348
    64607 61479 64549 61423
exceptional curtailment gain note 2   2300 — 2300 —
    62307 61479 64549 61423
    group group company company 
    2009 2008 2009 2008 
average monthly number of people including executive directors employed   number number number number
management and administration   254 221 253 220
selling and distribution   2693 2775 2688 2771
manufacturing   1537 1570 1537 1570
    4484 4566 4478 4561
notes to the financial st atements continued
2thtar09backindd   60 22092009   112153 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 85
28 employees and directors continued
group and company
      2009 2008 
key management compensation     £’000 £’000
salaries and shortterm employee benefits     1751 1732
postemployment benefits     78 136
termination benefits     160 —
sharebased payments     440 369
      2429 2237
the key management figures given above include directors and all other members of the executive committee
      2009 2008 
directors     £’000 £’000
aggregate emoluments     1154 1204
aggregate gains made on the exercise of share options     — —
company contributions to money purchase pension schemes     73 125
      1227 1329
pension scheme contributions above represent the total contributions made by the company on behalf of all directors in respect of approved 
pension arrangements
retirement benefits are no longer accruing to directors 2008 one under defined benefit schemes
further detail in respect of directors’ remuneration can be found in the report on the directors’ remuneration on pages 34 to 41
29 operating lease commitments – minimum lease payments
 2009  2008 
    land and  land and  
    buildings other buildings other 
group   £’000 £’000 £’000 £’000
commitments under noncancellable operating leases    
within one year   19556 709 18770 628
later than one year and less than five years   59122 1692 62803 1429
after five years   37501 18 43428 80
    116179 2419 125001 2137
2thtar09backindd   61 22092009   112153 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 86
29 operating lease commitments – minimum lease payments continued
 2009  2008 
    land and  land and  
    buildings other buildings other 
company   £’000 £’000 £’000 £’000
commitments under noncancellable operating leases    
within one year   19496 709 18710 628
later than one year and less than five years   58882 1692 62563 1429
after five years   37285 18 43151 80
    115663 2419 124424 2137
the group has entered into operating leases in respect of retail stores vehicles fork lift trucks and equipment retail store leases have remaining 
terms of between three months and 22 years with renewal by mutual agreement at the expiry of the lease term and commonly with five year 
upwards only rent review periods contingent rentals are payable on approximately 13 of retail stores where leases contain a store revenue 
based component standard institutional restrictions common to those in place with other high street retailers are applicable to the group’s retail 
leases nonstore leases have remaining lease terms of between one month and five years
30 contingent liabilities
as at 27 june 2009 the group had provided guarantees in respect of customs and excise duty deferment of £100000 2008 £100000
31 capital and other financial commitments
    group group company company 
    2009 2008 2009 2008 
    £’000 £’000 £’000 £’000
contracts placed for future capital expenditure not provided in the financial statements  362 754 362 754
bulk supplies of raw ingredients   10132 15687 10132 15687
    10494 16441 10494 16441
the majority of bulk raw material supply contracts are denominated in sterling and therefore carry no foreign currency exposure
major noncash transactions
during the period the group and company entered into finance lease agreements in respect of various shop fitting costs and plant and equipment 
with capital values at the inception of the leases of £3007000 2008 £1795000
32 related party transactions
group
there are no related party transactions requiring disclosure in the financial statements 2008 £nil
company
funds are transferred within the group dependent on the operational needs of individual companies the directors do not consider it meaningful 
to set out the gross amounts of transfers between individual companies balances owed by and to other group undertakings are shown in 
notes 15 and 16 to the financial statements
notes to the financial st atements continued
2thtar09backindd   62 22092009   112154 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 87
the figures below are extracted from this annual report and are prepared under ifrs
   ifrs ifrs ifrs ifrs ifrs 
   2009 2008 2007

 2006 2005 
   £’000 £’000 £’000 £’000 £’000
consolidated income statement     
revenue  214805 208122 185989 176626 187704
operating profit  9740 10326 8852 7307 10445
net finance costs  1652 1856 1771 2142 2366
profit before taxation  8088 8470 7081 5165 8079
taxation  4483 2402 1785 1517 2529
profit attributable to equity shareholders  3605 6068 5296 3648 5550
balance sheet     
net assets  27738 35035 34886 31954 31575
net borrowings  18612 19912 16142 15998 18063
net debt  26674 28264 26411 27571 28391
gearing ratio  928 807 757 863 899
additions to intangible assets and property plant and equipment  10243 7905 7938 7513 11204
other financial data     
basic earnings per share excluding exceptional items  65p 91p 80p 64p 103p
dividends per share  61p 68p 68p 68p 68p
number of outlets – continuing operations     
own stores  379 379 368 367 369
franchises  197 250 218 212 216
stock market ratios     
year end share price  74p 114p 175p 131p 142p
shares in issue  683m 683m 681m 672m 666m
market capitalisation  £505m £779m £1192m £878m £944m
dividend yield  82 60 39 52 48

 53 week period
five ye ar summ ary 2thtar09backindd   63 22092009   112154 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 88
    shareholders shareholders shares shares 
shareholding range   number  number 
up to 500   5562 579 1452896 21
501–1000   1591 166 1311336 19
1001–10000   2196 228 6473881 95
10001–100000   184 19 6074130 89
100000   73 08 53037594 776
    9606 1000 68349837 1000
    shareholders shareholders shares shares 
category of shareholding   number  number 
corporate bodies and nominees   568 59 51869719 759
private shareholders   9038 941 16480118 241
    9606 1000 68349837 1000
shareholder analysis
shareholder ownership analysis a t 27 june 2009
2thtar09backindd   64 22092009   112154  
 
 
 
 
thorntons’ commitment to environmental issues is reflected in this annual report 
which has been printed on revive 5050 silk and revive 5050 offset both 
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this document was printed by beacon press using  their environmental 
print technology which minimizes the impact of printing on the environment all 
energy used comes from renewable sources vegetable based inks have been used 
and 98 of all dry waste associated with this production is diverted from landfill 
beacon press is a carbonneutral
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1thtar09coverindd   2 22092009   111945 thorntons plc 
thornton park 
somercotes 
alfreton 
derbyshire de55 4xj 
tel 0845 075 7565 
wwwthorntonscouk
thorntons direct 
tel 0845 121 1911 
wwwthorntonscouk
for information on investor relations visit
wwwthorntonscouk
1thtar09coverindd   1 22092009   111938


Summary:
 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 06
over the past year we acted decisively to 
manage the business during the recession 
and i am pleased with the overall result 
sales increased by 32 profit before 
taxation fell 45 to £81 million including 
exceptional items and we reduced our debt 
by £16 million by the year end from a retail 
perspective the peak of the crisis in the eight 
to ten weeks before christmas could not have 
hit us at a worse time as historically 40 
of thorntons’ annual sales and most of its 
profits are generated during the christmas 
quarter this reinforces the importance of 
our longterm goal to reduce our financial 
dependency on christmas
the decision to focus on the balance sheet 
by discounting to clear stocks and collect cash 
before christmas and by implementing further 
cost management initiatives to protect the business 
going forward paid off in the second half of the 
year supported by a 61 sales growth the 
second half operating loss excluding exceptionals 
reduced from £28 million last year to £06 million 
and our debt was reduced by £16 million over the 
year to £267 million all this was achieved despite 
losing woolworths as a major customer before 
christmas and incurring a bad debt of £05 million 
when our largest franchisee birthdays ltd 
was placed into administration in may
notwithstanding the impact of the recession 
we continued to focus on the implementation 
of our strategy as follows
product innovation
2009 has seen a series of product success 
stories for thorntons most notably amongst 
our leading sharing brand ‘thorntons moments’ 
and our stylish luxury bar range ‘chocolate 
blocks’ family favourite ‘moments’ hit 
£10 million sales in its first full year of 
trading and ‘chocolate blocks’ doubled the 
sales of the old range however the success 
of ‘chocolate blocks’ isn’t just evident in its 
sales figures new additions to the range 
in 2009 have picked up an impressive 
five industry awards from the prestigious 
academy of chocolate and the great taste 
awards these award winning bars have 
been created by thorntons’ master chocolatier 
keith hurdman using the finest single origin 
chocolate and flavours that have surprised 
and delighted our customers such as tonka 
bean salted macadamia and salted pistachio 
other firm favourites such as hazelnut and 
raisin strawberry and raspberry have recently 
been added to the range and we continue to 
look to introduce more new exciting flavours 
for our customers 
solid resul t s
we make excellent products and by 
continuing to live up to our values of imagination 
togetherness and excellence i strongly believe 
that the prospects for thorntons are good
chief executive’s report
mike davies chief executive
thorntons will deliver 
sustainable profitable 
growth by
q  developing innovative 
new products
q  improving performance 
in uk retail
q  further expanding 
commercial sales
q  improving productivity 
in operations
q  selective development 
of export sales
2thtar09frontindd   6 22092009   113231 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 07
the spring 2009 seasonal products included 
new designs for valentine’s day mother’s day 
and easter which were on trend with their 
bright folk design and included new creations 
with personalisation at the heart delivering 
improved sales and fantastic customer feedback 
with the aim of driving sales during 
the traditionally quieter summer months 
we have invested in our ice cream offering 
firstly we have extended the range of both 
our sticks and scoops and secondly we have 
increased awareness of the ice cream brand 
new ice cream sticks launched this year 
include white delight and mint choc truffle 
a tropical twist exotic fruit sorbet swirled 
with natural frozen yoghurt was added 
to the scoop range 
we also invested in an ice cream marquee 
featuring a nostalgic seaside theme the 
marquee has been on tour to several music 
festivals and countrywide events and has 
been a resounding success both in terms 
of sales and brand awareness
looking ahead this autumn is an exciting time 
for thorntons not only will our new christmas 
range which includes some exciting product 
innovations and eyecatching packaging 
be launched in our stores but we also have 
two new product collections launching in 
store and online 
the ‘continental city boxes’ which include 
the milk chocolate ‘paris collection’ and dark 
chocolate ‘milan collection’ are a little taste 
of contemporary europe and are inspired 
by the flavours from the cities themselves 
they are the latest addition to the famous 
‘continental’ range 
‘metropolitan’ is another exciting proposition 
from thorntons this stylish gift box is 
beautifully designed and is made with the 
finest dominican republic and ecuador 
single origin chocolate paired with unusual 
flavours such as cloudberry and quince 
which will delight our discerning foodie fans 
with many other stimulating innovations in 
the pipeline for 2010 it is an exciting time 
for thorntons
5165
7081
8470
8088
2006 2007 2008 2009
profit before taxation
 £’000
r evenue
 £’000
2006 2007 2008 2009
176626
185989
208122
214805
2thtar09frontindd   7 22092009   113232 2 excellence
wwwthorntonscouk
thorntons plc 
annual report and accounts 2009 08
whether your ta s tes are
con tinen tal or metropolitan
it ’s a
w o r ld
w ond er ful
wonderful
2thtar09frontindd   8 22092009   113246 orange blossom quince 
vanilla salted caramel and 
cloudberry are just some of 
the delicious new flavours 
in our chocolates
wwwthorntonscouk
thorntons plc 
annual report and accounts 2009 09
excellence 
q  because we will fulfil our dream 
to be the best “sweetshop” 
in town
q  because we should 
never disappoint
q  because we inspire one another 
to do better
2thtar09frontindd   9 22092009   113304 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 10
solid result s
the second half operating loss excluding 
exceptionals reduced from £28 million 
last year to £06 million and our debt was 
reduced by £16 million
chief executive’s report con tinued
uk retail
overall uk retail sales including own store 
franchise and thorntons direct declined by 
05 to £1579 million from £1586 million 
in 2008
own store performance declined by 04 
during the year with the vast majority of the 
shortfall occurring in the christmas quarter 
during the course of the year we opened 
five new stores resited one and closed six 
therefore the retail estate ended the year 
with 379 stores unchanged from last year
with the benefit of hindsight the recessionary 
environment during the autumn and christmas 
2008 selling season was not the ideal time to 
trial our new concept stores more work is 
being done to further improve the concept 
before we proceed to roll it out
the uncertainties in the property market are 
ongoing and we continue to pursue opportunities 
to reduce our costs at the time of lease renewals 
and rent reviews as well as by renegotiating 
service charges with 379 stores owned by more 
than 150 different landlords and the opportunity 
to review terms arising only once every five years 
for each store this is a laborious process but 
one that should bear fruit in the long term
like for like sales declined by 20 for the 
year as a whole again mostly due to the poor 
trading in the christmas quarter
franchise store sales grew by 22 during the 
year and i would like to thank all our franchisees 
for their hard work and commitment to thorntons 
during this particularly difficult year unfortunately 
sales were adversely affected at the end of the 
year by the collapse of the birthday stores that 
were placed into administration in may and 
accounted for 94 of our 254 franchise stores
clinton cards plc have since bought back a 
number of birthday stores from the administrators 
including 37 that have a thorntons franchise 
these have now resumed business as usual 
negotiations are progressing swiftly to appoint 
new franchisees in the remaining locations 
and we would expect to have reopened most 
of them in time for christmas
thorntons direct delivered mixed results 
overall sales to consumers from the website 
and the call centre increased by 139 during 
the year but sales to corporate end users declined 
by 307 resulting in an overall decline in 
sales of 52 historically our growth in 
corporate sales was driven by our success in 
the financial services and automotive sectors 
both of which were unfortunately hit hard by 
the economic downturn and all discretionary 
expenditure on gifts ceased we have since 
redirected our sales efforts into other sectors 
and are beginning to see some recovery 
in corporate sales particularly in the leisure 
and hospitality sectors
commercial sales
commercial sales continued to outperform 
the rest of the business and grew by 149 
to £568 million and now account for 265 
of total company sales we achieved good 
growth in all major multiples and now have 
more than 25 of the inlaid box chocolate 
market in the uk ac nielsen june 2009 
excluding sales in thorntons retail
in november woolworths one of our largest 
commercial customers went out of business 
as this had been anticipated well in advance 
the resulting bad debt was minimal i would 
like to express my particular thanks to the 
commercial team for their quick response 
to the opportunities available to them at 
the time and for the growth achieved 
through the channel as a whole
2thtar09frontindd   10 22092009   113304 thorntons plc 
annual report and accounts 2009 wwwthorntonscouk 11
operations
the purchasing team have once again done 
an excellent job of mitigating the volatility of 
the cocoa bean market with prices reaching 
a 24year high in february 2009 fortunately 
dairy prices remained low for most of the year 
helping us avoid the need for any significant 
price increases
an ongoing area of focus is the productivity 
of our manufacturing facility and a significant 
step was taken this year with the investment 
of more than £11 million in a second robotic 
packaging line this is now fully operational 
and should improve productivity and gross 
margins in the coming year
we took another step to reduce costs as well 
as to mitigate our impact on the environment 
by outsourcing distribution of our products to 
the south east of england particularly within 
the m25 to a third party
overall supply service levels to all our customers 
including our own stores improved further 
from 95 to 96
export sales
export sales have been on the radar for 
some time and we believe now is the right 
moment to dedicate resources to exploring this 
opportunity this is a longterm objective and 
we will carefully evaluate the options and learn 
from past experience before embarking on a 
controlled expansion of export sales
outlook
as i write this report there are very early 
signs that the worst of the recession might 
be over and this together with all the work we 
have put into product innovation reducing costs 
and improving productivity gives me confidence 
we make excellent products and by continuing to 
live up to our values of imagination togetherness 
and excellence i strongly believe that the 
prospects for thorntons are good
mike davies
chief executive
8 september 2009
q  delivered sales growth 
in a difficult trading 
environment
q  continued to innovate 
and invest
q  added focus on cost 
management and 
efficiencies
q  substantially reduced 
losses in h2
q reduced debt
q  the strategy is delivering
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annual report and accounts 2009 12
 s al t  pepper
 umbrella  rain
 ice crea m  summer
 pic ture  fra me
working t ogether like
togetherness
q  because our best ideas come 
from bringing different types 
of people together
q  because we take individual 
responsibility for our 
collective future
q  because we respect appreciate 
and energise each other
wwwthorntonscouk
2thtar09frontindd   12 22092009   113320 wwwthorntonscouk 13
thorntons plc 
annual report and accounts 2009
3  
togetherness
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