arena leisure plc annual report 2005
annual report 2005
arena leisure plc
1 hay hill
berkeley square
london w1j 6dh
telephone 440 20 7495 2277
facsimile 440 20 7491 7174
www arenaleisureplccom principal bankers
bank of scotland
new uberior house
11 earl grey street
edinburgh eh3 9bn
stockbroker
numis securities ltd
cheapside house
138 cheapside
london ec2v 6lh
financial advisors
investec bank uk limited
2 gresham street
london ec2v 7qp
deutsche bank
winchester house
1 great winchester street
london ec2n 2db
registrar and transfer office
capita registrars
the registry
34 beckenham road
beckenham
kent br3 4tu
company information
head and registered office
1 hay hill
berkeley square
london w1j 6dh
telephone 440 20 7495 2277
facsimile 440 20 7491 7174
contactarenaleisureplccom
www arenaleisureplccom
company secretary
robert mercer fcma
registered number
857819
auditors
bdo stoy hayward llp
8 baker street
london w1u 3ll
solicitors
freshfields bruckhaus deringer
65 fleet street
london ec4y 1hs
kirkpatrick  lockhart nicholson graham llp
110 cannon street
london ec4n 6ar
designed by williams and phoa
arena leisure at a glance
arena leisure plc stages 25 of all horseracing in the uk our portfolio of
racecourse assets provides a solid base for the future development of the
group continued focus on improving our fixture list increasing attendance
and expanding nonracing facilities will enable us to develop venues which
operate for 365 days a year
horseracing mediabroadcast
at the races
uk irish and international horse
racing on sky  ntl ntl ireland
telewest and chorus average
monthly reach over 12 million
income streams
• advertising sponsorship 
and teletext
• international distribution
• interactive betting and gaming
• live web streaming and 
video archive
• casino and poker
• distribution to uk 
commercial premises
doncaster
101 acres leasehold
29 race meetings 2005
3 share of uk horserace 
betting turnover
2 of uk race meetings
224000 attendance 2005
other information
• closed undergoing major 
redevelopment
• home of the st leger the world’s
oldest classic horse race
• flat turf and national 
hunt racing
• exhibition centre
wolverhampton
105 acres
97 race meetings 2006
4 share of uk horserace 
betting turnover
7 of uk race meetings
76000 attendance 2005
other information
• the uk’s busiest racecourse
• only floodlit all weather track
• only racecourse in the uk 
with an onsite hotel
worcester
100 acres leasehold
21 race meetings 2006
1 share of uk horserace 
betting turnover
1 of uk race meetings
48000 attendance 2005
other information
• summer jumps track
• popular family racecourse
royal windsor
167 acres
27 race meetings 2006
2 share of uk horserace 
betting turnover
2 of uk race meetings
135000 attendance 2005
other information
• the ‘jewel in the crown’
• affluent residential london 
and tourist market
• popular summer monday 
evenings fixtures
lingfield park
450 acres
90 race meetings 2006
6 share of uk horserace 
betting turnover
6 of uk race meetings
168000 attendance 2005
other information
• all weather and turf track
• championship golf course
• sports and leisure club
• second busiest racecourse 
in the uk
folkestone
203 acres
23 race meetings 2006
2 share of uk horserace 
betting turnover
2 of uk race meetings
37000 attendance 2005
other information
• five minutes from the 
channel tunnel
• railway station and 
immediate motorway access
• kent’s only racecourse
southwell
145 acres
75 race meetings 2006
5 share of uk horserace 
betting turnover
6 of uk race meetings
70000 attendance 2005
other information
• all weather and turf track
• golf course
• third busiest racecourse 
in the uk arena leisure plc annual report 2005 1 arena leisure plc annual report 2005 1
a busy year on and off the racecourse
ladbrokes st leger successfully
managed in september annual
doncaster attendances increased
by 52 to 224000 2004 213000
doncaster racecourse home 
of the st leger  the oldest 
classic horserace in the world 
acquired in december 2005
redevelopment work underway 
to transform it in to a world class
leisure and racing destination
first running of a grade 1
steeplechase on an arena course
lingﬁeld february 2005
‘photoﬁnish’ ‘starting stalls’ and
‘camera patrol’ operations brought
inhouse to improve efﬁciency and
reduce costs
elevation of the winter derby to
group 3 status for 2006 lingﬁeld
at the races generated over £16m
for its racecourse partners in the
form of media rights payments
first ever running of a group 
race on an all weather surface 
lingﬁeld july 2005
6
record attendance at arena’s six
owned racecourses up 60 to
534000 2004 504000
324
record 324 ﬁxtures held in 
2005 2004 315 at arena’s six
owned racecourses staging
2 172 races representing 25 
of all uk horse races 
95
with 95 race meetings lingﬁeld
park was the most frequently
operated racecourse in the uk 
in 2005
financial highlights
• turnover increased by 94 to £407m 2004 £372m
• proﬁt from operations increased by 300 to £67m 2004 £52m
• adjusted proﬁt from operations increased by 216 to £63m 
2004 £52m after adjusting the 2005 result for oneoff 
gains and losses
• arena’ s share of at the races’ adjusted operating loss reduced 
by 730 to £10m 2004 £37m
• proﬁt before tax of £45m
• adjusted earnings per share increased by 312 to 132 pence 
2004 032 pence
• proposed ﬁnal dividend of 02 pence per share giving a total
dividend of 045 pence per share – an increase of 50 
2004 03 pence per share
contents
1 financial and 
operating highlights
2 chairman’s statement
4 chief executive’s review
18 financial review
22 corporate social responsibility
24 board of directors
26 directors’ report
29 corporate governance
31 remuneration report
34 consolidated income
statement and 
consolidated statement of
changes in shareholders’ equity
35 consolidated balance sheet
36 consolidated cash ﬂow
statement
37 notes forming part of the
ﬁnancial statements
57 company balance sheet – 
uk gaap ﬁnancial statements
58 notes forming part of the 
uk gaap ﬁnancial statements
61 independent auditors’ report
62 notice of meeting
64 fiveyear record i am delighted to report on another 
successful year for arena leisure plc 
with strong performances from both our
racecourse division and our media rights
company  at the races
2 arena leisure plc annual report 2005 2 arena leisure plc annual report 2005 2 arena leisure plc annual report 2005
chairman’ s statement
share of atr’s post tax result which was a loss
of £15m 2004 proﬁt £06m included within
the 2005 result is a tax credit for consortium
relief of £05m 2004 £49m and £09m of
exceptional costs 2004 £09m representing
in 2005 legal costs incurred in connection with
two legal disputes in the ﬁrst case against the
british horseracing board ‘bhb’ uk legal
history was made when the judge found in
favour of atr ruling that the bhb had abused 
its dominant position the bhb has since
decided to appeal against this ruling although
we remain conﬁdent in the second case in
which atr is claiming around a net £30m in
outstanding rebates from the 30 racecourses
not currently afﬁliated to atr following the
termination of media rights agreements in
2004 the court hearing is scheduled to begin
on 13 march 2006 atr remains conﬁdent of 
a positive outcome
overall proﬁt before tax was £45m 
2004 £49m and earnings per share from
continuing operations were 124 pence 
2004 141 pence adjusting for oneoff 
gains and losses in 2004 and 2005 in order to
give a more useful indication of underlying
i am delighted to report on another successful
year for arena leisure plc ‘arena’ with 
strong performances from both our racecourse
division and our media rights company 
at the races ‘atr’we also acquired the
rights to redevelop and operate doncaster
racecourse home of the world’s oldest 
classic race the st leger
the results achieved in 2005 conﬁrm the
enormous operating improvements that have
been achieved turnover increased by 94 to
£407m 2004 £372m proﬁt from operations
on the new ifrs basis increased by 300 to
£67m 2004 52m adjusting the 2005 result
for oneoff gains and losses in order to give 
a more useful indication of underlying
performance see note 11 for details the
adjusted proﬁt from operations was £63m
a rise of 216
at the races performed successfully in its 
ﬁrst full year of operation since its relaunch 
in june 2004 arena’s share of atr’s adjusted
operating loss see note 11 for details
reduced dramatically by 73 to £10m 
2004 £37m under the new ifrs accounts
presentation arena is required to disclose its arena leisure plc annual report 2005 3
performance see note 11 for details
adjusted earnings per share from continuing
operations increased in 2005 by 312 to 
132 pence 2004 032 pence
2005 was also a year of change for the
company  no more so than on the board
on 1 october 2005 mark elliott replaced 
ian penrose as chief executive of arena
i would like to thank ian for the enormous
energy and dedication that he brought 
to arena during his time here as finance
director managing director and chief
executive ian has left the company in 
a very strong position and he can be 
justiﬁably proud of his achievements here
mark elliott is the former chief executive 
of wembley plc having previously been its
finance director during mark’s seven year
tenure on the board of wembley  the company
operated ten greyhound tracks in the uk and
usa and one horseracing track in the us as
well as wembley stadium and wembley arena
and a variety of businesses providing services
to uk leisure venues he therefore brings 
a wealth of experience relevant to arena
on 1 november 2005 raymond mould 
joined the board as nonexecutive deputy
chairman raymond a qualiﬁed solicitor
has an outstanding track record in the uk
corporate world particularly in the property
development industry  he also has a close
association with the horseracing industry 
owning the 2002 grand national winner
bindaree he is currently chairman of london
 stamford investments and was executive
chairman of pillar property plc until may 2005
when it was acquired by british land plc for
£811m at the same time john barnes retired
from the board and i would like to thank him for
all of his work at arena he had been a board
member since the company’s formation 
in 1997 and had made an extraordinary
contribution to arena’s growth over that time
having been on the arena board for ﬁve 
years and chairman for over four years i have
decided now is the right time for me to retire
from the board i will therefore leave the board
at the annual general meeting ‘agm’ on 8
may 2006 handing over the role of chairman
to raymond mould i am extremely privileged
to have been chairman through a period of
such progress for arena and to leave it facing 
a bright futurewith raymond and mark at 
the helm i am satisﬁed that arena is in very
safe hands as it faces the opportunities and
challenges that lie ahead i expect also to
announce the appointment of a new non
executive director on or before the agm
i am extremely grateful to all of my fellow
directors and all of our employees for their
dedication and hard work over this eventful
year and indeed the support and loyalty they
have given me in my years as chairman their
focus and determination to give every one of
our customers the best experience possible 
is fundamental to the success of the company
and i thank them all for their commitment
as a result of the strong performance this 
year an interim dividend of 025 pence per
share was paid in october and the board 
has proposed a ﬁnal dividend for 2005 of 02
pence per share this will give a total dividend
in relation to 2005 of 045 pence per share – an
increase of 50 over the 03 pence per share
declared in 2004 this dividend is proposed to
be paid on 12 may 2006 to shareholders on the
register on 31 march 2006
2006 has started well with our all weather
racecourses performing well during 2006
it is expected that a number of new all
weather surfaces will become operational 
at racecourses around the country  i see this 
as a tribute to the work that arena has put in 
to raising the standards and proﬁle of all
weather racing in this country since we 
ﬁrst introduced the polytrack racing surface 
in 2001 at lingﬁeld parkwe welcome
competition which i have no doubt will 
bring out the best in the arena team as well 
as give us opportunities to extend the role 
of all weather racing in the uk
in december arena was delighted to
announce that agreement had been reached
for an arena subsidiary to acquire the 
rights to redevelop and operate doncaster
racecourse – the home of the world’s oldest
classic race the st leger – on a 99year lease
commencing upon completion of the
redevelopmentwork on the exciting
redevelopment has now commenced
the uk horseracing industry faces a number 
of challenges in the coming years most
importantly the need to ﬁnd a commercial
replacement for the levy before 2009 and also
an acceptable future home for the totewithin
the ever changing world of uk horseracing i am
conﬁdent that arena is well placed to capitalise
on the exciting value enhancing opportunities
in front of it to help the industry as a whole
move forward and to continue to deliver a
growing proﬁt stream for its shareholders
my thanks to you all for your continued support
of arena leisure
roger withers
chairman
28 february 2006
05
04
03

02

turnover
£million
407
372
291
251
05
04
03

02

operating profit
£million
67
52
47
26
05
04
03
02
dividend
pence per share
045
03
–
–
 excluding discontinued operations
and exceptional items 4 arena leisure plc annual report 2005
chief executive’ s review
our racing product have great commercial
value and it is through our at the races joint
venture that we seek to derive as much value
for these rights as possible
arena’s strategy with regard to these assets
and skills is simple – to deliver added value for
its shareholderswe will achieve this through 
a combination of the following
• deliver consistent proﬁt growth through 
the greater utilisation of our assets on both
racedays and the many days in between
and greater efﬁciency with regard to costs
the record proﬁts achieved in 2005 are 
a testament to this
• invest in improved facilities for customers
both in terms of the physical facilities
provided at our racecourses but also in
terms of the racing product that we supply
to the bookmakers the development
taking place at doncaster racecourse
illustrates this approach
it is ﬁve months since my appointment to the
role of chief executive in october 2005 in this
relatively short period it has become clear to
me that arena possesses a wealth of talented
people and a range of exciting growth
opportunities i am grateful to the senior
management within arena for their assistance
during this transition period this review sets
out the key events that occurred in 2005 and
also gives an indication of the opportunities
that lie ahead for arena
arena owned and operated six racecourses
throughout 2005 – royal windsor lingﬁeld
parkwolverhampton southwellworcester
and folkestone it also managed doncaster
throughout most of 2005 acquiring the rights
to redevelop and operate the racecourse in
december 2005 arena stages around 25 
of all horseracing in the uk its skills are very
much in venue management providing a great
product and a high quality of service for its
customers the media rights associated with
arena possesses a wealth 
of talented people 
and a range of exciting
growth opportunities arena leisure plc annual report 2005 5
across the six racecourses total attendance
levels increased by 60 reaching a record 
of 534000 2004 504000 and as part of this
growth we are delighted that we also increased
average ﬁxture attendances royal windsor
demonstrated the greatest growth with average
daily attendance reaching 5098 a 19
increase on 2004 including a record daily
attendance of 9248 on 11 july 2005 efforts
were made at all arena courses to increase 
the number of corporate customers as these
represent the customer base that not only
generates the highest spend per head but 
also offers a market that we believe has strong
growth potential a 175 increase to 47600
corporate customers 2004 40500 reﬂects
this focus as well as the much improved
facilities on offer in 2005 at lingﬁeld park
arena also operated doncaster racecourse
throughout 2005 under a management
contract on behalf of doncaster metropolitan
borough council staging 29 ﬁxtures arena
was delighted to be involved with both the
staging of the st leger the world’s oldest
classic race and the introduction of ladbrokes
as sponsor to the st leger festival thereby
greatly enhancing the prestige of both the
meeting and the st leger itself despite the
lack of modern facilities at the course and
adverse weather conditions throughout the
key st leger festival attendances for the 
year increased by 52 to almost 224000 
2004 213000 this is a tribute to arena’s
venue management skills and provides a high
degree of conﬁdence that arena will make 
a great success of the redeveloped doncaster
racecourse when it reopens in 2007
arena provided record levels of prize money
in 2005 with owners beneﬁting from a 6
increase in prize money to over £12m across
arena’s six tracks this included signiﬁcant
contributions to ﬁxtures transferred from
ascot and the ﬁgure would have been higher
still if three valuable national hunt days had 
not been lost to bad weather in december
many of arena’s racing highlights in 2005 took 
place at the newly refurbished lingﬁeld park
this included arena’s ﬁrst running of a grade 1
steeplechase when the £100000 transferred
ascot chase was staged in february  the uk’s
ﬁrst running of a group race on an all weather
surface with the transfer of the silver trophy
from ascot in july  and the hosting of the
littlewoods bet direct winter derby which is
the centrepiece of the european all weather
serieswe were delighted that as a result of
the success of the winter derby in recent
years the international pattern committee
agreed to elevate the race to group 3 status 
for 2006 when the £100000 contest will 
again prove to be one of the highlights of 
the all weather season
• realise value from any surplus or under 
utilised assets within the group this will
primarily relate to the land that arena owns
– over 1000 acres of freehold land and
leases on a further 200 acres in 2005
arena disposed of its minority 1
shareholding in satellite information
services holdings limited ‘sis’ for 
a cash consideration of £12m and a net
proﬁt of £08m sis provides television
pictures text and voice data from
horserace courses and greyhound 
stadia to licensed betting ofﬁces this
shareholding was not core to arena’s
operations similarly  it is intended that 
a noncore minority shareholding in a us 
tote system developer that is a legacy from
arena’s software development past will be
sold the proceeds are not expected to be
large and a provision has been taken
against the carrying value
• build on our core strengths adding value
through acquisitions where appropriate
arena is keen to add further horse
racecourses although due to the 
lack of frequency with which courses
become available at realistic prices
such acquisitions will be by necessity 
opportunistic in their naturewe will identify
appropriate related businesses into which
our undoubted skills are transferable
arena declared its ﬁrst dividend in 2004 
of 03 pence per share followed by an interim
dividend in 2005 of 025 pence per share the
board has proposed a ﬁnal dividend for 2005
of 02 pence per share giving a total dividend
in relation to 2005 of 045 pence per share – 
an increase of 50 this dividend is covered
approximately 28 times by arena’s 2005
earnings of 124 pence per share the board
has determined that based upon the
opportunities that lie ahead for arena it is
prudent to maintain this level of cover for the
foreseeable future in addition over a period 
of time arena will implement a policy in 
which around onethird of the anticipated total
dividend is declared with the interim results
with the balance of around twothirds declared
as a ﬁnal dividend
racecourse division
arena’s six racecourses staged a record of 
324 ﬁxtures in 2005 2004 315 representing
24 of the uk horseracing ﬁxture list
these ﬁxtures featured a total of 2172 races
equating to 25 of the uk total the increase 
in ﬁxtures was attributable to the high number
of ﬁxtures held at our three all weather tracks
and the staging of a number of ﬂat and national
hunt ﬁxtures transferred from ascot during the
latter’s redevelopment lingﬁeld park was host
to a total of 95 ﬁxtures
ladbrokes sponsorship
during 2005 arena was delighted 
to introduce ladbrokes as the
principal sponsor of the st leger
festival at doncaster
lingﬁeld park attendance
improved facilities at lingﬁeld park
contributed to the growth in race
day attendance 6 arena leisure plc annual report 2005
our core skill – venue management
through our venue management skills we aim to deliver a quality service 
that provides a high level of customer satisfaction at all types of event
we aim to ensure that our customers enjoy the experience of a day at the races arena leisure plc annual report 2005 7 8 arena leisure plc annual report 2005
chief executive’ s review continued
in the more traditional areas of racecourse
operation arena continued to excel with turf
management given its usual high priority 
it was just reward for the small and dedicated
team of ground staff at folkestone that they
were awarded runner up status for dual
purpose racecourses ﬂat and jump in the
neil wyatt ground staff awards
outside racingwolverhampton remained 
one of the busiest racecourses in britain its
hotel operation the holiday inn garden court
achieved record occupancy levels and in 
the second quarter of 2005 achieved the
distinction of being awarded the best overall
score for guest satisfaction of all hotels within
the intercontinental hotel group in europe
middle east and africa the conference and
exhibition business also continued to expand
both lingﬁeld park and royal windsor
racecourses held popular ﬁreworks displays 
in november attracting large audiences from
the local community  southwell racecourse 
was the second of arena’s racecourses after
wolverhampton to be awarded investors in
people accreditation
industry matters
future funding of racing
in 2004 the uk government passed an 
act abolishing the statutory levy on the
understanding that an alternative source of
funding for the uk horseracing industry had
been found through the bhb selling prerace
data to bookmakers however the ruling
handed down by the european court of justice
‘ecj’ in november 2004 and upheld by the
court of appeal in the bhb and others v
william hill in july 2005 prevented the selling
of prerace data as a method of funding racing
in 2005 arena entered into its second
agreement with bags for the distribution 
of racing pictures to licensed betting ofﬁces
‘lbos’ this extends through to the end 
of 2009 and is a key agreement for arena
generating a signiﬁcant proportion of our
turnover however in this new agreement
the amount paid for ‘regional races’
decreased regional racing provides ﬁxtures
that are restricted to horses with a maximum
rating of 45–50 arena staged over 300
regional races in 2004 and 2005 and the new 
reduced tariff had a negative impact on the
level of bags income received in 2005 of
around £06m arena continues to work with
the british horseracing board ‘bhb’ and
other sectors of the racing industry to seek 
a means by which the current system of
regional races can be improved
as part of arena’s drive towards greater
efﬁciency and due to the scale of our operations
as the uk’s leading operator of horseracing
ﬁxtures arena reviewed where cost savings
could be made and services brought in
house thereby avoiding the need for extensive
setup costs on each raceday  as a result the
‘photoﬁnish’ and ‘starting stalls’ operations
were taken over in 2005 and the ‘camera
patrol’ operation taken over in early 2006 in all
these areas of operation it was determined
that the service could be provided much more
efﬁciently through the investment in our own
racecoursebased staff and equipment and
has been achieved without impacting on the
quality of the service provided
outside of racingw olverhampton 
remained one of the busiest racecourses 
in britainits holiday inn hotel achieved
record occupancy levels in 2005
w olverhampton racecourse
holiday inn
scored top marks for guest
satisfaction in 2005
excellence in turf management
the folkestone ground staff team
achieved recognition in the racing
industry ground staff awards for 2005 arena leisure plc annual report 2005 9
ofﬁce of fair trading ‘oft’
during 2005 the oft announced that it was
closing its investigation into british racing
during the lengthy investigation the bhb 
had produced a blueprint for the future of
british racing entitled the modernisation 
of british racing ‘mbr’ although the mbr
became redundant with the ecj ruling
a number of its recommendations to bring
racing into a more commercial era remain
valid recommendations which continue 
to be pursued or have already become
established are
• the establishment of a competitive bidding
system whereby racecourses can acquire
leasehold ﬁxtures in the bidding for 2006
ﬁxtures carried out in june 2005 arena
acquired 66 ﬁxtures on a oneyear lease
and relinquished 73 this represented 
an overall improvement in our racing
programme due to the higher quality of the
new ﬁxtures a similar bidding process will
take place in mid2006 for 2007 ﬁxtures
when arena will again seek to improve 
the quality of its leasehold ﬁxture list
as a result of the likely arrival of new 
all weather courses in 2006 there will 
most likely be increased competition 
for these ﬁxtures potentially reducing 
the number that arena may obtain
• establishing a system for the distribution 
of levy income whereby a racecourse
receives income in proportion to the
amount of either betting turnover or 
betting proﬁt that its ﬁxtures generate
‘hypothecation’with the expectation 
that this system is in place by 2009 it is 
the intention that the racing industry and
bookmakers increase the emphasis on
betting revenue in the distribution of
income from 2007
• creation of a ‘development fund’ to
incentivise racecourses to put on races
which are necessary for the development
of young racehorses and the improvement
of the thoroughbred
a committee was set up under the
chairmanship of lord donoughue to
investigate an alternative means of funding
racing this committee the future funding 
of racing review group ‘ffrrg’ made an
interim report in march 2005 recommending
that the levy should remain in place until 2009
ffrrg reported its full ﬁndings to the minister
for sport in december 2005 recommending
that further investigation should be conducted
into replacing the levy with a commercial
system based on the pooling and sale of all
racing’s rights – pictures and prerace data –
by the racecourses to the bookmakers’ central
purchasing agent for the uk and irish markets
in the event that legal obstacles prevented a
purely commercial solution ffrrg would also
investigate the possibilities of a hybrid solution
whereby there is some form of statutory
backing for a commercial arrangement there
are very many hurdles to be overcome before
a commercial mechanism is determined not
least the issue of irrecoverable vat at 175
on any payments made under a commercial
arrangement currently  such a cost does not
arise under the statutory levy system
ffrrg recommended that in order to
implement a commercial arrangement
‘newco’ should be set up to be the 
entity responsible for the collection and
redistribution of the funds received through
the sale of racing’s rights newco would be
jointly owned by the uk racecourses and the
horsemen’s group a group set up by the
racehorse owners’ association comprising
those bodies in racing whose primary interest
in racing’s ﬁnances lie with prize money
it also recommended the combination of the
two current bodies dealing with regulation and
governance functions into one new body 
arena fully supports both the ‘newco’
and single governingregulatory body
recommendations the uk government is
currently considering the ffrrg’s report
gambling act 2005
the gambling act 2005 provides for the
relaxation of opening hours for licensed
betting ofﬁces and it is the government’s
intention to see the full implementation of the
gambling act by the third quarter of 2007
the potential for the evening opening of
betting shops in the latter part of 2007 should
allow for an expansion of the ﬁxture list to
provide further evening racing – a move 
that arena supports and would expect to
beneﬁt from
camera patrol
in the drive for improved efﬁciency
the raceday camera operation was
brought inhouse in february 2006 10 arena leisure plc annual report 2005
delivering proﬁt
our business continues to seek better and mor e efﬁcient utilisation of our assets
improving our ﬁxture list growing attendance and developing nonracing
activities arena is focused on driving a stronger and more proﬁtable business arena leisure plc annual report 2005 11 12 arena leisure plc annual report 2005
chief executive’ s review continued
uk and irish meetings all of these racecourses
have chosen to sign with atr in order to
beneﬁt from the widespread exposure of the
sport that atr provides this enhances their
oncourse sponsorship and advertising
enhances levy generation and provides them
with payments from atr via their media rights
agreements – agreements that directly relate
to the income derived from the broadcast of
races to the host track
given the popularity of uk racing outside the
domestic market and atr’s commitment to
grow this further atr also derives revenues
from an international business broadcasting 
to over 20 countries through atr international
these revenues come from the established
ﬁxed odds betting territories such as the
caribbean and sri lanka and also from
existing and emerging parimutuel betting
territories such as italy  russia eastern 
europe and the usa through an agreement 
entered into in march 2005 with the uk tote
international customers are able to place 
bets on races from atr courses which are
commingled into the uk tote pools to date
more than £10m has been commingled into
oncourse tote pools through this route atr
earns a commission on these bets and our
racecourses also beneﬁt from increased
liquidity of the domestic tote pools
in addition to its uk and irish coverage atr
also shows quality racing from around the
world including from france japan australia
and the usa between two and four us race
meetings are currently shown each evening
with atr generating commissions from bets
placed with uk bookmakers that are
commingled into the us pools
at the races
arena owns a valuable portfolio of media
rights in the form of the races staged at its
courses this value is delivered through 
at the races ‘atr’ a joint venture in which
arena has a 475 shareholding together with
bskyb 475 and ascot racecourse 5
atr is committed to maximising the value 
of the media rights licensed to it by its
racecourse partners it achieves this by
making its partners’ racing product as widely
available as possible both domestically 
and internationally  thereby growing the
popularity of uk and irish racing atr is not 
a bookmaker acting instead as a facilitator 
for bets to be placed with its betting partners
and driving ancillary revenues at the 
races generates more than £2m per week 
in turnover for its betting partners from
interactive red button betting on the sky
platform alone an interactive betting service 
is also available on ntl
atr now has media rights agreements with 
29 uk racecourses this follows the conclusion
of a media rights agreement with doncaster
metropolitan borough council in december
that gives atr exclusive domestic and
international rights to at least 25 of doncaster’s
transferred ﬁxtures throughout 2006 and early
2007 and from the reopening of doncaster
racecourse in time for the ladbrokes st leger
in september 2007 exclusivity across the
entire doncaster ﬁxture list these agreements
provide atr with the exclusive right to
broadcast around 55 of all uk ﬁxtures
in addition atr also has exclusive rights to
broadcast racing from all 27 irish racecourses
and thereby over 250 irish horseracing ﬁxtures
a year in 2005 atr broadcast more than 1000
at the races
taking racing to a wider audience
in the uk and internationally 
on a range of media platforms
st leger
in december 2005 atr concluded
an agreement to broadcast racing
from doncaster racecourse including
the ladbroke st leger from 2007
at the races is committed to broadcasting
racing to the widest possible audience 
and to maximising the value of racecourse
media rights arena leisure plc annual report 2005 13
atr recently launched an online odds
comparison service best odds that provides
viewers with a onestop shop in which they 
can see the options available for the bet they
wish to make place a bet and then proceed 
to watch racing live the comparator allows the
customer to compare the odds being offered
by 15 betting partners including leading ﬁxed
odds bookmakers tote pools and betting
exchange betfair
a key to the longterm growth of atr is its
ability to maximise its revenue from new
channels of distribution in 2005 at the races
3g was launched to a potential audience of 
six million subscribers on the 3 and vodafone
video mobile networks all the channel’s
previews news analysis and uk and irish
horseracing content can be seen as a live
broadcast with full commentary  atr is also
part of sky mobile tv  a joint venture between
vodafone and bskyb to bring live tv to 3g
atr is one of 19 channels available on the
package mobile tv is an exciting new
proposition and one in which horseracing can
achieve a strong audience atr’s distribution
on mobile platforms will continue to roll out
across all mobile networks including in
ireland and the addition of enhanced betting
and research functionality is expected in 
due course
2006 has started well for atr atr is in 
a strong ﬁnancial and operational position 
and is well positioned to build further on the
successes achieved in 2005 a key objective
will be to secure greater international
distribution one of the main ways that this 
can be achieved is by persuading the uk
horseracing industry of the beneﬁts of
extending 48hour declarations to all uk ﬂat
racing this will allow uk racing to attempt to
compete with its international counterparts 
on a level playing ﬁeld and thereby maximise
the revenue potential for uk horseracing in
overseas markets
developments
arena constantly strives to improve the
facilities that it provides for its customers over
the last ﬁve years arena has invested around
£24m into racecourse improvements these
have included new all weather racing surfaces
at wolverhampton lingﬁeld and southwell
major refurbishments of the grandstands at
lingﬁeld and folkestone improved access 
at royal windsor the purchase of two ‘giant
screens’ for added viewing enjoyment
together with a large number of small projects
all contributing to the enjoyment of arena’s
racing product
overall atr experienced signiﬁcant growth 
in 2005 atr’s operating loss before legal
costs was £20m importantly  within this over 
£16m was paid or is payable to its racecourse
partners in the form of media rights payments
this brings the total generated since atr’s
launch in june 2004 to over £22m
during 2005 the atr television channel was
ofﬁcially recognised by the broadcasters’
audience research bureau as the uk and
ireland’s most watched dedicated horseracing
channel with 12m different individuals tuning
in every month to the channel with an average
of 40000–50000 people watching at any time
during live racing the channel also had an
average daily audience reach of over 200000
different individuals on one day alone
over 360000 different individuals tuned 
into the channel
atr’s aim of growing the popularity of uk and
irish racing at home and abroad is achieved 
by the channel being free to view within basic
subscription packages so rather than its
viewers paying an additional subscription
thereby limiting the racing audience atr
generates advertising revenue on an
annualised basis compared to 2004
advertising and sponsorship revenues in 
2005 grew by over 240with effect from 
1 january 2006 sky media the advertising
sales division of bskyb and the biggest media
sales operation within the domestic multichannel
marketplace was appointed to handle all
advertising sales in the uk and ireland in
2006 it is anticipated that atr will be able 
to both grow its advertising revenue further
and improve the quality of advertising that 
the channel attracts so far in 2006 brand
count which reﬂects the number of different
advertisers buying airtime on atr is up 
year on year by more than 50
atr’s website attheracescom has
established itself as the number two domestic
horseracing website with nearly 300000
monthly unique users and over 20 million
monthly page impressions in january 2006
it streamed over 240000 live and archive
video streams
the development of atr’s distribution
opportunities included the launch of an online
streaming service ‘bet and watch’ this is now
available on six bookmaker partner websites
and enables customers to watch high quality
video streaming once they have placed a bet
on an atr broadcast race with atr earning 
a commission atr has seen doubledigit
percentage growth of downloaded streams on
a monthly basis since launch agreements are
in place for the rollout of this product across 
a number of additional bookmaker websites
the big picture
at the races is watched by 12 million
individual viewers per month
throughout the uk and ireland
atr website
in january 2006 the atr website
streamed over 240000 live and
archive video streams 14 arena leisure plc annual report 2005
building for the future
doncaster racecourse is one of the uk’s premier racing venues and 
home to the world’s oldest classic horserace the st leger the £32 million 
redevelopment that is underway will ensure that it ranks amongst the 
top racecourses in the country  arena leisure plc annual report 2005 15 16 arena leisure plc annual report 2005
chief executive’ s review continued
arena had been in discussions with the
racecourse’s owner doncaster metropolitan
borough council the ‘council’ for some 
time and in 2005 managed the racecourse 
on its behalf receiving a fee of £05m
a redevelopment of the racecourse was 
the agreed route forward as although the
racecourse regularly attracts attendances in
excess of 200000 per year to its 29 meetings
in recent years the facilities have in places
become somewhat tired and dated
in december agreement was reached for 
an arena subsidiary to acquire the rights 
to redevelop and operate doncaster
racecourse on a 99year lease commencing
upon completion of the redevelopment arena
owns 81 of this subsidiary  with the council
owning the remaining 19 importantly  over
the ﬁrst 30 years of the racecourse’s operation
following its redevelopment arena will 
receive 925 of the proﬁts with the council
receiving the balance
this agreement followed the receipt in
november 2005 of detailed planning
permission for the redevelopment of the
racecourse the outdated y orkshire stand 
and exhibition hall will be demolished and
replaced by a stateoftheart grandstand 
and new conference and exhibition facilities
these will provide doncaster’s customers with
the quality of accommodation that they should
expect from such a prestigious racecourse
elsewhere around the racecourse there will
be a refurbishment of the adjacent st leger
stand and construction of a new stable block
next to the racecourse and an adjoining new
stable lads’ hostel
this is an ongoing process in 2005 £05m 
was spent replacing an outdated weighing
room at southwell with a new and enlarged
building providing improved facilities for
jockeys and ofﬁcials and also owners and
trainers all of whom have warmly welcomed
the improvements
in 2006 work has also started on the
construction of a new golf clubhouse at
southwell to replace the outdated existing
building at an estimated cost of £06m and
major work has started at worcester to
undertake a refurbishment of the grandstand
and to provide new stables the cost of the
worcester project is around £125m these 
two projects largely complete the overhaul 
of the facilities that arena has acquired and
as a result the level of expenditure on more
‘routine’ capital projects should now have
reached a relatively stable level one further
project that started this year is the ‘camera
patrol’ project mentioned earlier at a cost of
around £10m bringing this important function
inhouse will yield cost savings of around
£025m per year
over the coming years assuming that the
appropriate planning permissions are
received capital expenditure will now 
be focused on major revenue enhancing
projects the ﬁrst of these projects that will
come to fruition is the redevelopment of
doncaster racecourse
doncaster racecourse is one of the uk’s major
racecourses hosting the opening race of the
ﬂat racing season as well as the last classic 
of the season – the 229year old st leger
festival the st leger is currently sponsored
by ladbrokes and is the oldest classic
horserace in the world
southwell golf club
a new clubhouse is under
construction that will dramatically
improve the golﬁng facilities
doncaster racecourse
artist’s impression of the new
grandstand and exhibition centre
now under construction
arena continues to progress a number 
of exciting development opportunities at its
courses including the redevelopment of
doncaster racecourse which commenced 
in january 2006 arena leisure plc annual report 2005 17
the redevelopment commenced in january
2006 and is expected to last around 19 months
with the racecourse reopening in time for the
ladbrokes st leger meeting in september
2007 the 2006 st leger meeting will take
place at y ork with the majority of doncaster’s
remaining ﬁxtures transferred around the
arena group
arena’s aim is to return doncaster racecourse
to its position as one of the uk’s preeminent
racecourses in total the redevelopment will
cost around £32m of which arena will be
providing around £28m mainly in the form 
of guarantees for bank loans
following the agreement arena will receive 
no further management fees instead 
incurring costs as the remainder of the
racecourse is maintained and stafﬁng levels
begin to increase towards the end of the 
year in anticipation of the reopening of the
racecourse in 2007
work has also commenced on developing 
a planning application for a second phase
development – a hotel and residential
development on land adjacent to the
racecourse it is hoped that this will be
submitted later this year
arena also looks to develop new or expanded
revenue streams from its existing racecourses
unfortunately  the ﬁrst such project a casino
and hotel expansion as part of arena’s attempt
to maintain and develop its wolverhampton
racecourse was rejected in july by the ofﬁce
of the deputy prime minister despite support
by wolverhampton city council the
development was viewed as negatively
impacting upon the ‘openness’ of the green
belt location in which it is situated arena
awaited w olverhampton’ s revised unitary
development plan to see whether the
racecourse would be removed from the 
green belt thereby signiﬁcantly improving 
the chances of a successful reapplication
it now appears likely that the racecourse is 
to remain within the green belt and so we are
currently reevaluating our options as a result
we have written off as a charge to operating
proﬁt in 2005 £04m of the expenditure
incurred on the original ‘racino’ design
nevertheless we remain determined to
progress with a regeneration of the racecourse
involving the expansion of the hotel together
with complementary leisure facilities
the submission of a detailed planning
application for a redeveloped grandstand and
new hotel at our royal windsor racecourse
has been awaiting the outcome of a feasibility
report into our ﬁnancial justiﬁcation for the
development commissioned by the royal
borough of windsor and maidenhead this
report has only recently been completed 
by the borough’s independent consultants
lingﬁeld park development
artist’s impression of the proposed
integrated leisure building at
lingﬁeld park incorporating racing
hotel golf and leisure facilities
lingﬁeld park masterplan
proposed consolidation and
improvement of the operational
core of the racecourse
the report in part necessitated by the
considerable sensitivity of development on
green belt land appears broadly supportive 
of the need for the proposed schemewe await
the borough’s reaction to the report in the
meantime we will complete our work on 
the preparation of the detailed planning
application in readiness for its submission
shortly we hope that this development which
is essential to safeguard this important leisure
facility in windsor will receive local authority
approval however due to a number of factors
royal windsor racecourse is a sensitive site in
planning terms and so the processes that must
be completed in order to present a realistic
possibility of achieving full planning consent
are considerably more onerous than might
otherwise be expected this development
should it receive planning permission is
expected to cost in the region of £38m
following the refurbishment of the main
grandstand and provision of a new all weather
track within the last three years it is anticipated
that lingﬁeld park racecourse will submit an
outline planning application in march 2006 to
demolish two redundant stands and to replace
them with a new integrated leisure building
this new building to be known as the silks will
incorporate improved racing administration
and entertaining facilities a greatly improved
leisure club with a pool a new 120bedroom
hotel and a new replacement golf clubhouse
the redevelopment subject to it receiving
planning permission is expected to cost
around £25m and will dramatically improve
lingﬁeld park allowing it to compete with the
extensive competition from other developing
racecourses in the southeast region
i am hopeful of a positive outcome as the
redevelopment also involves the removal of
numerous smaller buildings from around the
racecourse and so will allow the return of 
a sizeable area of currently developed land
back to green belt the process to date has
included an extensive consultation exercise
including a recent public exhibitionwe 
will continue to work closely with all local
stakeholders to help ensure that this exciting
development has the best possible chance 
of success
arena leisure possesses a number of 
exciting growth opportunities and i am
optimistic that the company is now well 
placed to deliver them
mark elliott
chief executive
28 february 2006  18 arena leisure plc annual report 2005
financial review
these oneoff items underlying proﬁt from
operations increased by 216 to £63m
2004 £52m
proﬁt from racecourse operations adjusted 
for the oneoff impairment charge in respect 
of wolverhampton increased by 154 to
£84m 2004 £73m notwithstanding a £06m
reduction in income from licensed betting
ofﬁces ‘lbos’ principally as a result of a
reduction in the amount payable for regional
races in 2005
the six arena owned racecourses operated
324 race meetings in 2005 an increase of 3
on the prior year 2004 315 this included a
number of ﬂat and national hunt race meetings
transferred to the group from ascot racecourse
on a temporary basis during its redevelopment
the group also operated a further 29 race
meetings at doncaster racecourse during
2005 under a management contract with
doncaster metropolitan borough council
international financial reporting standards
the annual report and accounts for the year
to 31 december 2005 have been prepared for
the ﬁrst time in accordance with the accounting
policies and presentation required under
international financial reporting standards 
as adopted by the eu ‘ifrs’ comparative
information for the year ended 31 december
2004 has been restated on an ifrs basis
results overview
group turnover for the year to 31 december
2005 shows a 94 increase to £407m 
2004 £372m and proﬁt from operations
reported under the new ifrs format increased
by 30 to £67m 2004 £52m this includes a
proﬁt of £08m from the sale of shares in satellite
information systems ‘sis’ and an impairment
charge of £04m in respect of the carrying
value of costs incurred in relation to a proposed
hotel extension and casino development at our
wolverhampton racecourse adjusting for
at the races’operating performance
improved signiﬁcantly in its ﬁrst full year 
of operation since its relaunch arena leisure plc annual report 2005 19
under ifrs the group is required to disclose
the post tax share of at the races’ operating
result on the face of the income statement
which was a loss of £15m 2004 proﬁt £06m
the group’s share of the results of its 30
associated company trackplay llc for the
year to 31 december 2005 after adjusting for
movements in exchange rates was a proﬁt of
£002m 2004 loss £004m the board does
not consider arena’s investment in trackplay 
to be core to its future operating strategy and
has indicated a desire to dispose of its share 
of the business in due course proceeds from
this potential disposal are not expected to 
be signiﬁcant and as a result the board 
has written down the carrying value of its
investment to nil at 31 december 2005 an
impairment provision of £03m has been
charged to the income statement in 2005
proﬁt before tax for the year to 31 december
2005 was £45m 2004 proﬁt £49m
basic earnings per share from continuing
operations were 124 pence 2004 141
pence an adjusted earnings per share 
from continuing operations adjusted for 
oneoff items of income and expenditure 
in 2004 and 2005 – note 2 was 132 pence
2004 032 pence
attendance at the group’s owned tracks
increased by 6 in the year to a record
534000 2004 504000 with corporate
attendance increasing by 17 to 47600 
2004 40500 the focus on improving the
quality of the group’s racecourse facilities
showed through with total attendance related
income increasing by circa 20 on the 
prior year
the group has continued to progress
improvements in operating efﬁciency and
during the year has beneﬁted from the
rationalisation of picture transmission from 
the group’s racecourses and the introduction 
of its own inhouse starting stalls and photo
ﬁnish operations this together with improved
media rights income from the group’s joint
venture at the races made a positive
contribution to the improvement in racecourse
proﬁts for the year
arena’s central costs were maintained at £21m
2004 £21m
the underlying operating performance of
arena’s 475 owned joint venture ‘at the
races’ improved signiﬁcantly in its ﬁrst 
full year of operation since its relaunch in 
june 2004 arena’s share of at the races
adjusted operating loss for 2005 adjusted for
exceptional legal costs of £09m consortium
relief tax credit of £05m and interest of £01m
was a loss of £10m this represents a 73
improvement over the prior year adjusted 
loss 2004 £37m
highlights
• turnover increased by 94 to £407m 2004 £372m
• proﬁt from operations increased by 300 to £67m 2004 £52m
• adjusted proﬁt from operations increased by 216 to £63m 2004
£52m after adjusting the 2005 result for oneoff gains and losses
• arena’ s share of at the races’ adjusted operating loss reduced 
by 730 to £10m 2004 £37m
• proﬁt before tax of £45m
• adjusted earnings per share increased by 312 to 132 pence 
2004 032 pence
• proposed ﬁnal dividend of 02 pence per share giving a total 
dividend of 045 pence per share – an increase of 50 
2004 03 pence per share
05
04
03
02
attendance
’000
534
504
475
420
05
04
03
02
race meetings
324
315
247
235 20 arena leisure plc annual report 2005
financial review continued
racecourse and £06m incurred up to 31
december 2005 on camera equipment which
will be used in bringing the camera patrol
element of racing broadcast inhouse in 2006
treasury report
all bank borrowings and ﬁnancial assets of 
the group are held in sterling and on ﬂoating
interest rates in the current economic climate
and with low levels of debt hedging for interest
rate risk is not considered appropriate
however the board constantly monitors the
ﬁnancial markets to ensure this policy remains
in arena’s interest arena does not face any
signiﬁcant foreign currency risk
at 31 december 2005 arena had available
unutilised bank facilities of £47m shortterm
liquidity risk is managed by obtaining and
reviewing the adequacy of banking facilities
arena does not use derivative ﬁnancial
instruments to manage risk
interest is charged on the bank overdraft at 1
over bank of scotland base rate interest on 
the revolving credit loan facility is charged at
either 1 over bank of scotland base rate or
1 over libor the bank loan and overdraft
are secured by a ﬁxed and ﬂoating charge 
on the assets and undertakings of the group
companies and a ﬁrst legal charge on all the
freehold and leasehold properties owned by
the group this security is subject to deeds 
of priority and permitted charges in favour 
of the horserace betting levy board ‘hblb’ 
in respect of security for interest free loans
provided to the group which total £06m at 
31 december 2005 2004 £10m
impairment reviews
goodwill – racecourse acquisitions
under ifrs goodwill is no longer amortised
but is subject to annual impairment reviews
the carrying value of goodwill arising from the
group’s racecourse acquisitions was reviewed
by the board at 31 december 2005 the
review was based on the anticipated level of
proﬁtability and cash ﬂow from the group’s
racecourse operations for the coming year
as a result of this review  the board considers
that no impairment provision is necessary 
goodwill on investment and loans to 
at the races 
at 31 december 2005 the board reviewed the
carrying value of goodwill on its investment 
in at the races and of loans made to the joint
venture as at 31 december 2005 this was
based upon the forecast results of the business
provided by the management of at the races
as a result of this review the board considers
that no impairment provision is necessary 
capital expenditure
during the year arena has invested £52m on
capital expenditure of which £17m represents
professional fees and expenses relating to 
the planning and advancement of major
development projects at doncaster lingﬁeld
parkwindsor and wolverhampton the
balance of £35m represents a mixture of
operational capital expenditure and smaller
development projects this includes £05m in
respect of the expansion and improvement of
weighing room facilities at southwell
in december 2005 arena entered into new
enlarged bank facilities in connection with
the redevelopment of doncaster racecourse arena leisure plc annual report 2005 21
dividends
the board has proposed a ﬁnal dividend 
for 2005 of 02 pence per share payable on 
12 may 2006 to those shareholders on the
register on 31 march 2006 this in addition 
to the interim dividend of 025 pence per 
share paid in october 2005 will result in a total
dividend for the year of 045 pence per share
2004 03 pence per share in accordance
with ifrs as a result of the ﬁnal dividend
having been declared in 2006 no provision 
for this liability has been made as at the
balance sheet date of 31 december 2005
r mercer
chief financial ofﬁcer
28 february 2006
in december 2005 arena leisure plc 
and its subsidiary  doncaster racecourse
management company ltd entered into 
a new bank facility agreement with bank 
of scotland in connection with the future
redevelopment of doncaster racecourse
the bank facilities were entered into subject 
to the satisfaction of speciﬁc conditions
precedent which at 31 december 2005 were
incomplete but have since been met in full
the new bank facilities are as follows
arena leisure plc and principal operating
subsidiaries excluding doncaster racecourse
management company limited
overdraft facility of up to £5m
revolving credit facility of up to £10m
term loan facility of £10m
doncaster racecourse management co ltd
overdraft facility of up to £15m
term loan facility of up to £225m 
taxation
there is no current year tax charge due 
to the group’s continued use of hblb 
capital credits and the availability of brought
forward tax losses at 31 december 2005
corporation tax losses representing trading
and non trading losses of £54777000 
2004 £58309000 were available 
for utilisation in future years subject to 
agreement with hm customs  revenue 22 arena leisure plc annual report 2005
corporate social responsibility
health and safety
arena is making continued progress to ensure
that our racecourses remain safe and healthy
places for our employees visitors and
participants in the sport of racing arena is
represented on the racecourse association
‘rca’ safety advisory group which works 
to develop and establish best practice 
in respect of health and safety systems 
and practice on racecourses
asbestos surveys have been carried out 
at each of our racecourses and asbestos
registers are maintained together with an
asbestos management programme to 
ensure that safe systems of work continue 
to be maintained
good training is a crucial factor in any
successful health and safety management
programme in addition to the routine 
safety training programmes in place at 
each racecourse health and safety is 
also incorporated into the group’s senior
management training programmes arena
employs a group health and safety manager
with diploma in safety management and
national education board of safety and health
‘nebosh’ qualiﬁcations along with staff 
who hold institute of safety and health ‘iosh’
qualiﬁcations parade ring safety was a
particular focus of attention in 2005 with the
introduction of a new role – parade ring safety
ofﬁcers these members of staff are chosen
for their horse awareness ability and will
monitor the behaviour of horses and the
awareness of spectators in potentially volatile
areas such as the parade ring and winners
enclosure their role being to ensure that 
the racecourse safety policies and standards 
of safety are maintained in these areas
introduction
there is growing interest from shareholders
and the investment community in general
about the corporate social activities of
businesses this reﬂects a wish to be satisﬁed
that businesses are behaving responsibly 
in their relationships with employees the
community and stakeholders in general
arena has always sought to manage these
relationships in a professional fair and
responsible manner and has developed
internal policies and procedures to govern 
its behaviourwe are therefore pleased to
include the following information which provides
an overview of the policies and procedures
that guide arena’s approach to the key aspects 
of corporate social responsibility ‘csr’
environment
occupying over 1200 acres of real estate in
seven locations arena takes its environmental
responsibilities extremely seriously we follow
all current guidelines with regards to waste
disposal and have introduced waste manage
ment programmes across the group this has
highlighted increased recycling opportunities
water for irrigation is drawn whenever
possible from natural sources under licence
our polytrack all weather surfaces at lingﬁeld
park and wolverhampton contain recycled
rubber products and temporary stable 
bedding is collected from our racecourses 
and recycled whenever possible
w e believe in behaving
responsibly in our
relationships with
employeesthe community
and stakeholders arena leisure plc annual report 2005 23
society and community
arena believes that its racecourse operations
make an important contribution to a visitor’s
wellbeing the quality of their leisure time and
their enjoyment of a day in the countryside
w e are members of the chamber of commerce
in wolverhampton and represent ourselves 
on all relevant community associations such 
as whitmore reans in partnership ‘wrip’
we have a policy of aiming to ‘be a good
neighbour’ in the way that our racecourses 
are run examples of which include crowd
control easy parking and control of trafﬁc
arena strives to support local charities in
terms of prizes for their rafﬂes and is active 
in promoting responsible gambling
customers
with regard to facilities for the disabled
arena strives to be disability positive
disability discrimination act ‘dda’ access
audits have been carried out at all of our
racecourses and have conﬁrmed that we
remain compliant with the dda legislation
work has been undertaken to ensure that staff
are fully aware of the legislation and the access
needs of customers with varying degrees of
mobility  ‘welcome all’ training programmes 
to assist with dda compliance requirements
are mandatory on our racecourses to ensure
that all our customers can enjoy themselves
and our facilities at their best a dda council
disability positive accreditation has been
awarded to each of wolverhampton southwell
and worcester racecoursesarena has several
british sign language certiﬁcate holders
amongst its staff southwell racecourse has
been appraised and approved by the leonard
cheshire organisation in respect of mobility 
sight and hearing issues
staff and corporate development
during the year southwell racecourse
achieved the investors in people ‘iip’
accreditation standard this follows on from
w olverhampton who achieved iip accreditation
in 2004 this very important development
standard is also being pursued at the group’s
other racecourses
3 2 1
1 polytrack
our polytrack racing surface
contains recycled materials
2 control
t rafﬁc management ensures minimal
disruption on local roads
3 animal welfare
strict standards for racecourse
stabling are set by the jockey 
club and adhered to across all 
our racecourses
‘w elcome all’
training programmes
to assist with dda
compliance
requirements are
mandatory on our
racecourses 24 arena leisure plc annual report 2005
board of directors
12
34
5 arena leisure plc annual report 2005 25
2 mark elliott
chief executive
aged 40 mark was appointed chief executive
on 1 october 2005 mark is the former chief
executive of wembley plc having previously
been its finance director and brings a wealth
of experience relevant to arena during mark’s
seven year tenure on the board of wembley 
the company operated ten greyhound tracks
across the uk and usa and one horse racing
track in the us as well as wembley stadium
w embley arena and a variety of businesses
providing services to uk leisure venues
4 raymond mould
nonexecutive deputy chairman
aged 65 raymond a qualiﬁed solicitor
is a highly regarded businessman with a 
long track record of corporate achievement 
and close association with the horseracing 
and property industries he is currently
chairman of london  stamford investments
ltd and was executive chairman of pillar
property plc until july 2005 when it was acquired
by british land plc he is also chairman 
of fleming family  partners russia real
estate limited
1 roger withers
chairman 
aged 63 roger has been involved at a senior
level in the betting gaming and leisure industries
in the uk and internationally for over 30 years
with ladbrokes bass littlewoods and
sportech posts held include managing
director of coral chairman of bass leisure
south africa and littlewoods leisure he is 
also a director of fireone group plc roger
became chairman of arena in october 2001
3 ian renton
executive director
aged 47 ian has held the position of racing
director since he joined arena in 2001
he has extensive racing experience including
manager and clerk of the course at salisbury 
wincanton and aintree a respected ﬁgure
throughout racing ian is an rca board member
and sits on various british horseracing board
and industry advisory groups
5 andrew h parker bowles obe
nonexecutive director
aged 66 andrew has extensive experience
and interests in the racing industry  he was 
a director of the british horseracing board 
from 1997 to 2000 a member of the jockey
club since 1982 and for four years was 
the jockey club steward responsible for all 
59 racecourses an owner rider and breeder
of racehorses he was a director of united
racecourses from 1995 to 1999 and a director
of ram racing leisure limited from 1996 
to 1999 andrew is a nonexecutive director 
of two other companies and a trustee 
or governor of eight charities including
chairman  founder of the retraining of
racehorses charity  andrew joined arena 
in september 1999 26 arena leisure plc annual report 2005
directors’report
the directors present their annual report together with the audited
ﬁnancial statements for the year to 31 december 2005
results 
the results of the group are set out on page 34
the group
pretax proﬁt for the year to 31 december 2005 was £4489000 
year to 31 december 2004 proﬁt £4908000 group proﬁt on
ordinary activities after tax was £4489000 2004 proﬁt £5103000
dividend
the directors recommend that a ﬁnal dividend of 02 pence per 
share be paid on 12 may 2006 to those shareholders registered 
on 31 march 2006
principal activity and business review
the principal activities of the group during the year were the ownership
and operation of racecourses and the worldwide broadcast and
exploitation of racecourse media rights via the group’s shareholding
in its at the races joint venture
a review of business is included in the chief executive’s review on 
pages 4 to 17
directors
the directors who held ofﬁce during the year to 31 december 2005
unless otherwise indicated were as follows
r d withers
m j elliott appointed 1 october 2005
i r penrose resigned 30 september 2005
r i renton
m j barnes resigned 31 october 2005
h r mould appointed 1 november 2005
a h parker bowles obe
in accordance with the articles of association a h parker bowles 
will retire by rotation at this year’s annual general meeting and being
eligible offers himself for reelection r d withers will also retire at 
the annual general meeting but will not seek reelection m j elliott 
and h r mould having been appointed during the year will also 
retire and being eligible offer themselves for election
directors’ interests in shares
the following table shows the beneﬁcial interests of the directors who held ofﬁce at 31 december 2005 in the ordinary shares of the company
fully paid ordinary shares in the company
at 31 december at 31 december
2005 2004
r d withers 85000 85000
m j elliott – –
r i renton 30000 –
h r mould 100000 100000
a h parker bowles obe 42000 42000
or at date of appointment if later
no changes to the above interests in shares have been notiﬁed to the company in the period from 31 december 2005 to 28 february 2006
the directors’ holdings of options over ordinary shares in the company are noted in the remuneration report on pages 31 to 33 arena leisure plc annual report 2005 27
the midmarket price of arena leisure plc ordinary shares at 
31 december 2005 was 410 pence high and low prices were 
4725 pence and 3625 pence respectively over the period
the group’s insurance programme includes policies to insure the
directors and senior ofﬁcers of the company against claims made
against them personally as a result of the performance of their 
duties for the group
creditors’ payment policy and practice
the group’s policy is to ﬁx payment terms when agreeing business
transactions to ensure that suppliers are aware of such terms and
normally abide by the agreed terms of payment the number of days’
purchases which were represented by year end group trade creditors
was 62 company 55
employment of disabled persons
the group is committed to a policy of recruitment and promotion on
the basis of aptitude and ability without discrimination of any kind
management actively pursues both the employment of disabled
persons whenever a suitable vacancy arises and the continued
employment and retraining of employees who become disabled
whilst employed by the company  particular attention is given to the
training career development and promotion of disabled employees
with a view to encouraging them to play an active role in the
development of the company 
environmental issues
the group is committed to minimising its impact on the environment
by maintaining a continuous groupwide assessment and awareness
of its environmental responsibilities the group’s policy is to meet and
where practical exceed the requirements of all applicable legislation
and standards furthermore the group is conscious of its position and
responsibilities in the community and at all practicable opportunities
endeavours to support initiatives taken in the vicinity of our racecourses
employee involvement
the communication of information to employees is carried out
through regular management meetings at a national regional and
local level with staff brieﬁngs and notices as appropriate
financial instruments
disclosures in respect of ﬁnancial instruments are made in notes 24
and 25 to the ifrs ﬁnancial statements
substantial shareholders
the directors have been made aware of the following other interests in addition to the interests of the directors representing 3 or more of the
issued ordinary share capital of the company as at 24 february 2006
ordinary shares  of issued
of 5p share capital
guild v entures 127663217 351
rumney manor ltd 22000000 60
uberior investments plc 18647003 51
goldman sachs international 16500000 45 28 arena leisure plc annual report 2005
directors’report continued
directors’ responsibilities
the directors are responsible for keeping proper accounting 
records which disclose with reasonable accuracy at any time the
ﬁnancial position of the company  for safeguarding the assets for
taking reasonable steps for the prevention and detection of fraud and
other irregularities and for the preparation of a directors’ report and
directors’ remuneration report which comply with the requirements 
of the companies act 1985
financial statements are published on the group’s website in
accordance with legislation in the united kingdom governing the
preparation and dissemination of ﬁnancial statements which may 
vary from legislation in other jurisdictions the maintenance and
integrity of the group’s website is the responsibility of the directors
the directors’ responsibility also extends to the ongoing integrity 
of the ﬁnancial statements contained therein
the directors are responsible for preparing the annual report 
and the ﬁnancial statements the directors are required to prepare
ﬁnancial statements for the group in accordance with international
financial reporting standards ‘ifrs’ and have chosen to prepare
ﬁnancial statements for the company in accordance with uk gaap 
group ﬁnancial statements
company law requires the directors to prepare such ﬁnancial
statements in accordance with international financial reporting
standards the companies act 1985 and article 4 of the ias regulations
international accounting standard 1 requires that ﬁnancial statements
present fairly for each ﬁnancial year the company’s ﬁnancial position
ﬁnancial performance and cash ﬂows this requires the faithful
representation of the effects of transactions other events and
conditions in accordance with the deﬁnitions and recognition criteria
for assets liabilities income and expenses set out in the international
accounting standards board’s ‘framework for the preparation and
presentation of ﬁnancial statements’ in virtually all circumstances
a fair presentation will be achieved by compliance with all applicable
international financial reporting standards a fair presentation also
requires the directors to
• consistently select and apply appropriate accounting policies
• present information including accounting policies in 
a manner that provides relevant reliable comparable 
and understandable information
• provide additional disclosures when compliance with the speciﬁc
requirements in ifrs is insufﬁcient to enable users to understand
the impact of particular transactions other events and conditions
on the entity’s ﬁnancial position and ﬁnancial performance
parent company ﬁnancial statements
company law requires the directors to prepare ﬁnancial statements
for each ﬁnancial year which give a true and fair view of the state of
affairs of the company and of the proﬁt or loss of the company for 
that period in preparing these ﬁnancial statements the directors 
are required to
• select suitable accounting policies and then apply 
them consistently 
• make judgements and estimates that are reasonable 
and prudent
• state whether applicable accounting standards have been
followed subject to any material departures disclosed and
explained in the ﬁnancial statements
going concern
the directors conﬁrm that after making enquiries they have 
a reasonable expectation that the company and group has adequate
resources to continue in operational existence for the foreseeable
future for this reason they continue to adopt the going concern 
basis in preparing the ﬁnancial statements
annual general meeting
the notice convening the annual general meeting of the company 
on 8 may 2006 is on page 62
auditors
bdo stoy hayward llp have expressed their willingness to continue
in ofﬁce and a resolution to reappoint them will be proposed at the
annual general meeting
by order of the board
robert mercer fcma
company secretary
28 february 2006
registered ofﬁce
1 hay hill
berkeley square
london w1j 6dh arena leisure plc annual report 2005 29
corporate governance
there is commitment to high standards of corporate governance
throughout the group following publication of the higgs review – 
the role and effectiveness of nonexecutive directors and the 
smith report – combined code guidance for audit committees 
in january 2003 the financial reporting council issued the 
new combined code on 23 july 2003 which came into effect 
for reporting years beginning on or after 1 november 2003 the
principles and provisions of the new code have been considered 
by the board the board conﬁrms that throughout the year ended 
31 december 2005 the group has complied with the main and
supporting principles as set out in the new combined code
except that nonexecutives are not appointed for speciﬁed periods
the board is accountable to the company’s shareholders for good
governance and the statement set out below describes how the
principles identiﬁed in the new combined code appended to the
listing rules are applied by the group
directors
the board consists of a nonexecutive chairman roger withers
two nonexecutive directors raymond mould deputy chairman 
and andrew parker bowles and two executive directors mark elliott
and ian renton of which mark elliott is the chief executive both 
of the nonexecutive directors are considered by the board to be
independent of management and free of any relationship which could
materially interfere with the exercise of their independent judgement
biographies of the board members appear on page 25 of this report
these indicate the high levels and range of business experience
which is essential to manage effectively a business of the size and
complexity of the group the group continues to experience rapid
growth and the board is aware of its responsibilities to strengthen 
the board at appropriate times in the group’s development
the board meets at least 12 times each year and has a schedule 
of matters reserved to it for decision the requirement for board
approval on these matters is communicated widely throughout 
the senior management of the group this includes matters such 
as material capital commitments commencing or settling major
litigation business acquisitions and disposals and appointments 
to subsidiary company boards
there is an agreed procedure for directors to take independent
professional advice if necessary and at the company’s expense
this is in addition to the access which every director has to the
company secretary 
the differing roles of chairman and chief executive are 
acknowledged and deﬁned in separate statements approved by 
the board the key functions of the chairman are to conduct board
meetings and meetings of shareholders and to ensure that all 
directors are properly briefed in order to take a full and constructive
part in board discussions the chief executive is required to develop 
and lead business strategies and processes to enable the group’s
business to meet the requirements of its shareholders
the senior nonexecutive director is raymond mould and any
concerns relating to the executive management of the company 
or the performance of the other nonexecutive directors can be 
raised with him
any director appointed during the year is required under the provisions
of the company’s articles of association to retire and seek election 
by shareholders at the next annual general meeting the articles also
require that one third of the directors retire by rotation each year and
seek reelection at the annual general meeting the directors required
to retire will be those in ofﬁce longest since their previous reelection
and this will usually mean that each director retires at least every 
three years although there is no absolute requirement to this effect
in order to comply with the new combined code but avoid the
expense of amending the company’s articles to deal with this single
point the board has resolved that each director will retire at least
every three years even if this is not strictly required by application 
of the provisions of the articles
full details of directors’ remuneration and a statement of the company’s
remuneration policy is set out in the remuneration report appearing
on pages 31 to 33 the members of the remuneration committee 
and the principal terms of reference of the committee appear on
page 31 executive directors abstain from any discussion or voting 
at full board meetings on remuneration committee recommendations
where the recommendations have a direct bearing on their own
remuneration package the details of each executive director’s
individual package are ﬁxed by the committee in line with the 
policy adopted by the full board
nomination committee
the members of the nomination committee are h r mould
chairman who was appointed on 1 november 2005 r d withers 
and a h parker bowles m j barnes served as chairman of the
nomination committee until his resignation on 31 october 2005
the committee meets as required but not less than once a year
its responsibilities include reviewing the board structure size 
and composition nominating candidates to the board to ﬁll board
vacancies when they arise and recommending directors 
who are retiring by rotation to be put forward for reelection
the committee also ensures that all board appointees undergo
training as appropriate 30 arena leisure plc annual report 2005
corporate governance continued
audit committee
the audit committee is scheduled to meet at least three times a year it is comprised of r d withers chairman a h parker bowles 
and h r mould from 1 november 2005 m j barnes served as a member of the audit committee until his resignation on 31 october 2005
meetings are attended by senior representatives of the group’s external auditors and appropriate members of senior management
amongst other matters the committee considers the company’s annual and interim ﬁnancial statements and any issues raised by the 
auditors in relation to the ﬁnancial statements ﬁnancial systems and internal control within the group
the attendance at board and committee meetings by the directors and senior executives of the company during 2005 are as follows
board remuneration audit nomination
meetings committee committee committee
number of meetings 12 3 3 2
executive directors
i r penrose – resigned 30 september 2005 10 – – –
r i renton 12 – – –
m j elliott – appointed 1 october 2005 2 – 1 –
nonexecutive directors
r d withers 12 3 3 2
m j barnes – resigned 30 october 2005 11 3 1 2
a h parker bowles 12 3 3 2
h r mould – appointed 1 november 2005 1 – – –
executive management
r mercer 12 – 3 –
communication
the company places a great deal of importance on communication with
its shareholders the full report and accounts are sent to all shareholders
and to other parties on request who have an interest in the group’s
performance shareholders also have direct access to the company 
and the company responds to numerous letters and enquiries from
shareholders on a wide range of issues there is regular dialogue with
individual institutional shareholders and all shareholders have the
opportunity to put forward questions at the company’s annual general
meeting the board makes a presentation at the meeting to highlight
the key business developments during the ﬁnancial year
audit and internal control
the respective responsibilities of the directors and the auditors in
connection with the accounts are explained on page 28 within the
director’s report and page 61 in the report of the independent
auditors and the directors’ statement on going concerns appears 
in the director’s report
the directors are responsible for the company’s system of internal
control which is designed to provide reasonable but not absolute
assurance against material misstatement or loss the key procedures
that the directors have established to provide effective internal
ﬁnancial controls are as follows
financial reporting a detailed formal budgeting process for all group
businesses culminates in an annual group budget which is approved
by the board results for the company and for its main constituent
businesses are reported monthly against the budget to the board
financial and accounting principles comprehensive ﬁnancial 
and accounting controls are required by the board for effective
ﬁnancial control
capital investment the company has clearly deﬁned guidelines 
for capital expenditure these include annual budgets detailed
appraisal and review procedures levels of authority and due 
diligence requirements where businesses are being acquired
the board conﬁrms that there is an ongoing process for identifying
evaluating and managing the signiﬁcant risks faced by the group
which complies with the guidance ‘internal control guidance for
directors on the combined code’ this has been in place throughout
the current period and up to the date of approval of the ﬁnancial
statements the process is regularly reviewed by the board
following publication of guidance for directors on internal control
the turnbull guidance the board conﬁrms its commitment to the
management of risk within the organisation information provided by
the group’s risk committee internal management reporting external
auditors and industry sources provides the basis on which the board
carries out its review to identify  evaluate and manage any risk deemed
signiﬁcant to the achievement of the company’s strategic objectives
the group does not have an internal audit function following the
necessary evaluation the board has concluded that due to the 
modest size of the group a formal internal function is not required
limited internal audit work is however carried out by the group
ﬁnance department
during the period under review  the group has operated a risk review
committee chaired by a h parker bowles the committee is appointed
from members of the board including m j elliott from 1 october 2005
and r i renton and senior management its role is to identify  evaluate
and report formally to the board on signiﬁcant risk issues
the audit committee will keep the scope and cost effectiveness 
of both internal controls and the external audit under review  the
independence and objectivity of the external auditors is also considered
on a regular basis with particular regard to the level of nonaudit fees
the split between audit and nonaudit fees for the year under review
appears on page 43 the nonaudit fees were paid in respect of tax
advice and compliance work due diligence reports and other advice
and are considered by the audit committee not to affect independence
or objectivity 
two of the directors of the group are on the board of the group’s 
joint venture at the races at least one of the group’s directors will
attend all signiﬁcant meetings of the joint venture where they will use
their inﬂuence to ensure that the highest standards of internal control
are maintained
the listing rules – the model code
dealings in the company’s securities by directors and relevant
employees follow the terms of the model code arena leisure plc annual report 2005 31
remuneration report
as well as complying with the provisions of the new combined code
as disclosed in the corporate governance statement the company
has applied the principles relating to directors’ remuneration as
described below 
remuneration committee
the remuneration committee consists of h r mould chairman who
was appointed on 1 november 2005 a h parker bowles and r d withers
m j barnes served as chairman of the remuneration committee until
his resignation on 31 october 2005the committee determines the
remuneration of all directors and of certain other senior executives
within the company 
remuneration policy
the company’s remuneration policy is to pay individual directors 
a salary or fee at market levels for comparable jobs recognising the
size of the company and the business sector in which it operates
the following comprised the principal elements of executive
directors’ remuneration
• basic salary and beneﬁts
• annual bonus
• longterm incentives
• pension contributions into a deﬁned contribution
pension scheme
it is group policy to ensure that there is a strong link between the 
level of directors’ remuneration and performance of the group
consequently only basic salaries and beneﬁts are ﬁxed these ﬁxed
elements are recognised as being comparable with other companies
the remuneration committee recognises that the longterm success
of the group is largely dependent on attracting executives of the
highest quality  therefore each director can signiﬁcantly augment
their salary through annual bonuses and longterm incentives the
group’s contributions to a deﬁned contribution pension scheme are
based on basic salary levels only 
in addition to the statutory vote to be held on this remuneration report
shareholders will be given the opportunity to ask the chairman of 
the remuneration committee hr mould questions on any aspect 
of the group’s remuneration policy 
the remuneration for nonexecutive directors consists of salary 
or fees for their services in connection with the board and board
committee meetings they are not eligible for pension scheme
membership their fees are determined by the executive directors
who have regard to the level of salary or fees paid to the non
executives of similar companies
each element of remuneration payable to executive directors is
discussed in more detail below 
basic salary and beneﬁts
basic salaries for all executive directors are reviewed but not
necessarily increased annually by the committee in determining 
the level of basic salaries the committee will give consideration 
to the government’s published inﬂation statistics salaries for
comparable positions and any signiﬁcant change in the role
performed by the director the committee also makes use of 
external remuneration consultants
in addition to basic salaries each executive director is entitled to the
following main beneﬁts
• chief executive – 29 working days’ holiday per annum in addition to
normal bank and public holidays other executives – 25 working days
holiday per annum in addition to normal bank and public holidays
• a fully expensed company car or cash equivalent
• private health insurance for themselves their spouse and children
annual bonus
in addition to a basic salary  the chief executive is entitled to an annual
performance related bonus of up to 60 of basic salary and other
executive directors of up to 50 of basic salary  speciﬁc performance
criteria are set by the committee at the commencement of the year
following approval of the group’s budgets and are primarily related 
to deﬁned strategic and ﬁnancial objectives of the group
longterm incentives – share options
the committee believes that share ownership and the granting 
of options strengthens the link between executives’ personal 
interests and those of the shareholders speciﬁc performance 
criteria are linked to the exercise of options based upon growth 
in the share price the grant of share options is at the discretion 
of the board on 3 october 2005 mj elliott was granted options 
over 1000000 shares in the company 
pension policy
each of the executive directors is entitled to participate in the 
group’s deﬁned contribution pension scheme to which the company
will contribute 8 of basic salary  the pension scheme provides 
life insurance cover equal to four times basic salary 
performance graph
the following graph compares the total return on the company’s
shares with that of the ftse allshare total return index over the last
ﬁve years the reasons the company has chosen this particular index
are that it is considered the most likely benchmark by which the
majority of shareholders would want to assess their investment in 
a public company and it is generally less volatile over time than 
other market indices
the board does not however consider that the total shareholder 
return index as presented below properly reﬂects the true underlying
performance of the group over the ﬁveyear period this is due to 
the effect of the market ‘boom’ and subsequent decline in internet
related stocks which impacted upon the company share price this
was still evident at 31 december 2000 being the base point of the 
ﬁveyear index
total shareholder return
31 december 2000 – 31 december 2005
£
120
100
80
60
40
20
0
01 02 03 04 05 32 arena leisure plc annual report 2005
remuneration report continued
service contracts
the remuneration committee has adopted the following policies concerning contracts and service periods which will be applied to any future
appointment to the board
• the notice period required by the company to terminate contracts is 12 months for executive directors
• if the company terminates without notice the individual is entitled to a payment in lieu of notice of up to 12 months’ pay 
• in the event of termination for reasons of misconduct no payment in lieu of notice is payable
• executive directors will be employed under normal contracts of employment but are required to give the company 
12 months’ notice of their intention to leave
• nonexecutive directors are required to give three months’ notice under the terms of their service contracts
details of each director’s contract are shown below 
• the notice period required by the company to terminate contracts is three months for nonexecutive directors
director date of contract notice period
r d withers 1 april 2002 3 months
m j elliott 27 september 2005 1 year
r i renton 9 april 2001 1 year
h r mould 1 november 2005 3 months
a h parker bowles 8 september 1999 3 months
directors’ remuneration
the following disclosures on directors’ remuneration have been audited as required by part 3 of schedule 7a of the companies act 1985
the emoluments of the individual directors were as follows
y ear ended 31 december 2005 y ear ended 31 december 2004
pension pension
t otal contributions t otal contributions
salaryfee bonus beneﬁts 2005 2005 2004 2004
£000 £000 £000 £000 £000 £000 £000
r d withers 63 – – 63 – 62 –
m j elliott appointed 1 october 2005 62 31 3 96 5 – –
i r penrose resigned 30 september 2005 165 102 13 280 10 365 14
r i renton 125 71 12 208 11 18 1
h r mould appointed 1 november 2005 5 – – 5 – – –
m j barnes resigned 30 october 2005 22 – – 22 – 25 –
a h parker bowles 27 – – 27 – 25 –
i c hogg resigned 24 november 2004 ––––– 205 13
g t parr resigned 24 november 2004 ––––– 29 –
469 204 28 701 26 729 28 arena leisure plc annual report 2005 33
the directors’ holdings of options over ordinary shares are as follows
at 31 december at 31 december date from which
2005 2004 exercise price exercisable expiry date
m j elliott 1000000 – 4075p 3 october 2008 2 october 2015
r i renton 250000 250000 10500p 25 may 2004 24 may 2011
all the options above are held under the discretionary share option scheme with the exception of 73619 held by m j elliott and 28571 held 
by r i renton which are under the share option plan
the share option performance criteria for these options are noted below
date of grant options performance criteria
m j elliott 3 october 2005 1000000 exercisable if the market price of shares at the 
end of any dealing day after the date of grant 
is 25 or more greater than the option price 
of 4075p ie greater than 5093p
r i renton 25 may 2001 125000 exercisable if the mean closing midprice of 
shares is at least 13975p over a continuous 
period of three months
62500 exercisable if the mean closing midprice of 
shares is at least 1595p over a continuous 
period of three months
62500 exercisable if the mean closing midprice of 
shares is at least 1815p over a continuous 
period of three months
250000
on 3 october 2005 m j elliott was granted options over 1000000 shares in the company  the market price of the shares at 
31 december 2005 was 410 pence high and low prices were 4725 pence and 3625 pence respectively over the period
on behalf of the board
h r mould
chairman remuneration committee
28 february 2006 34 arena leisure plc annual report 2005
consolidated income statement and consolidated statement 
of changes in shareholders’ equity
for the year ended 31 december 2005
2005 2004
note £000 £000
turnover 3 40747 37229
cost of sales 26235 24898
gross proﬁt 14512 12331
proﬁt on sale of investments 834 –
administrative costs 8619 7157
proﬁt from operations 4 6727 5174
share of post tax results of joint venture 17 1529 617
share of post tax results of associate 17 17 40
write down of investment in associate 17 315 –
proﬁt before interest and taxation 4900 5751
finance costs 8 761 1035
finance income 8 350 192
net ﬁnance costs 411 843
proﬁt before taxation 4489 4908
taxation 9 – 195
proﬁt on ordinary activities after taxation 4489 5103
proﬁt from discontinued operations 10 – 482
proﬁt for the period attributable to equity
shareholders of the parent 4489 5585
earnings per share 11
pence pence
continuing operations
basic earnings per share 124 141
diluted earnings per share 123 140
continuing and discontinued operations
basic earnings per share 124 154
diluted earnings per share 123 153
consolidated statement of changes in shareholders’ equity
2005 2004
£000 £000
total recognised income and expense 4489 5585
sharebased payment expense 5 –
issue of new ordinary shares for cash 71 –
dividends paid 1988 –
2577 5585
capital and reserves attributable to equity
holders of the company at the beginning of the period 57196 51611
capital and reserves attributable to equity
holders of the company at the end of the period 59773 57196
the notes on pages 37 to 56 form part of these ﬁnancial statements arena leisure plc annual report 2005 35
consolidated balance sheet 
at 31 december 2005
2005 2004
note £000 £000
noncurrent assets
property  plant and equipment 13 70615 68867
intangible assets 14 5596 4878
investment in joint venture – share of gross assets 3188 3795
investment in joint venture – share of gross liabilities 5974 5052
17 2786 1257
goodwill in respect of joint venture 17 1580 1374
loans to joint venture 3284 2991
2078 3108
investment in associate 17 – 298
financial assets – available for sale 18 – 345
total noncurrent assets 78289 77496
current assets
inventories 19 19 30
trade and other receivables 20 4785 3904
cash and cash equivalents 69 27
total current assets 4873 3961
total assets 83162 81457
current liabilities
bank overdraft 3267 1517
trade and other payables 21 9368 9454
other ﬁnancial liabilities 22 315 401
corporation tax liability – 5
total current liabilities 12950 11377
noncurrent liabilities
financial liabilities 23 7632 9972
accruals and deferred income 2807 2912
total noncurrent liabilities 10439 12884
total liabilities 23389 24261
total net assets 59773 57196
capital and reserves attributable to equity 
holders of the company
share capital 27 18100 18075
share premium 28 46 –
merger reserve 28 5417 5417
retained earnings 28 36210 33704
total equity 59773 57196
the notes on pages 37 to 56 form part of these ﬁnancial statements
these ﬁnancial statements were approved by the board of directors and authorised for issue on 28 february 2006 and signed on its behalf by
m j elliott r d withers
chief executive chairman 36 arena leisure plc annual report 2005
consolidated cash ﬂow statement 
for the year ended 31 december 2005
2005 2004
note £000 £000
operating activities
proﬁt for the year 4489 5585
adjustments for
depreciation 1847 1424
impairment provision – wolverhampton development re assets under construction 400 –
sharebased payment expense 5 –
net interest expense 411 843
share of lossincome of joint venture 1529 617
share of incomeloss of associate 17 40
impairment provision – trackplay llc 315 –
proﬁtloss on sale of property  plant and equipment 69 23
proﬁt on sale of sis shares 834 –
goodwill released on allocation of shares in atr to ascot racecourse – 71
proﬁt on allocation of shares in atr to ascot racecourse – 36
taxation provision released 5 195
operating proﬁt before changes in 
working capital and provisions 8071 7138
increase in trade and other receivables 881 642
decrease in inventories 11 25
decreaseincrease in trade and other payables 1014 490
cash ﬂows from operating activities 6187 7011
investing activities
purchases of property  plant and equipment 4409 13537
sale of property  plant and equipment 184 82
proceeds from sale of sis shares 1179
loans to joint venture 174 2991
investment in doncaster racecourse management co ltd 718 –
investment in joint venture 206 2025
decrease in restricted bank account – 1365
interest received 231 106
3913 17000
financing activities
issue of ordinary shares 71 –
proceeds from bank and other borrowings – 8580
repayment of loans 1326 422
repayment of ﬁnance lease creditors 14 –
interest paid 725 943
dividends paid 1988 –
3982 7215
decrease in cash and cash equivalents 33 1708 2774
net cash and cash equivalents at beginning of year 1490 1284
net cash and cash equivalents at end of year 3198 1490
the notes on pages 37 to 56 form part of these ﬁnancial statements arena leisure plc annual report 2005 37
1 accounting policies
the principal accounting policies adopted in the preparation of the consolidated ﬁnancial statements ‘ﬁnancial statements’ are set out below 
the policies have been consistently applied to all the years presented unless otherwise stated
these ﬁnancial statements have been prepared in accordance with international financial reporting standards ifrss and ifric interpretations
issued by the international accounting standards board ‘iasb’ as adopted by the eu and with those parts of the companies act 1985 applicable
to companies preparing their accounts under ifrs this is the ﬁrst time the group has prepared its ﬁnancial statements in accordance with ifrs
having previously prepared its ﬁnancial statements in accordance with uk accounting standards details of how the transition from uk accounting
standards to ifrs has affected the group’s reported ﬁnancial position ﬁnancial performance and cash ﬂows are given in note 2
firsttime adoption
in preparing these ﬁnancial statements the group has elected to apply the following transitional arrangements permitted by ifrs 1 ‘firsttime
adoption of international financial reporting standards’
• business combinations effected before 1 january 2004 including those that were accounted for using the merger method of accounting
under uk accounting standards have not been restated
• the carrying amount of capitalised goodwill at 31 december 2003 that arose on business combinations accounted for using 
the acquisition method under uk gaap was frozen at this amount and was subject to annual impairment review at 1 january 2004
• ifrs 2 ‘sharebased payments’ has been adopted from the transition date and is only being applied to equity instruments 
eg share options granted after 7 november 2002 that had not vested by 1 january 2005
except as noted above the following principal accounting policies have been applied consistently in the preparation of these 
ﬁnancial statements
revenue
turnover
turnover principally relates to income derived directly from the holding of horse race meetings including industryrelated funding from 
the horserace betting levy board and the non raceday use of the racecourse facilities the group also derives income from the operation
of a hotel at wolverhampton racecourse two golf courses located at lingﬁeld park and southwell racecourse and a management contract 
in respect of doncaster racecourse
income is recognised once a race meeting has been held in certain circumstances income is taken over the life of the agreement to which 
it relates such as rental income and golf club members’ subscriptions
media rights
on 29 march 2004attheraces terminated its media rights agreement with the racecourse association ‘rca’ and the 49 racecourses which
were party to the contract including the six racecourses owned by arena leisure plc following termination of this agreement the group
negotiated a new media rights contract and a new at the races channel was launched in june 2004 the new media rights agreement enabled
the group to resolve its rebate liability under the original contract and to receive future rights payments based on a percentage share of the
relevant revenues generated by the broadcasts from the group’s racecourses income from the new media rights agreement is credited to the
income statement in the period in which it is earned
at 29 march 2004 the group held within creditors the sum of £32m in respect of deferred media rights income received under the original
contract this income will be released to the income statement on a straight line basis over the initial ﬁve year period of the new contract
horserace betting levy board ‘hblb’ grants
the hblb provides revenue grants to racecourses to support the holding of race meetings these revenue grants can be waived by racecourses
and transferred to ‘capital credits’ such capital credit grants may be claimed by racecourses but at the hblb’s discretion against expenditure 
on approved capital projects it is the group’s policy that all such grants are taken to income when the race to which they relate is held as these 
grants are derived from and are dependent upon trading activities they are taken to the income statement when the related race meeting is held
basis of consolidation
where the company has the power either directly or indirectly  to govern the ﬁnancial and operating policies of another entity or business so as 
to obtain beneﬁts from its activities it is classiﬁed as a subsidiary  the consolidated ﬁnancial statements present the results of the company and 
its subsidiaries ‘the group’ as if they formed a single entity  intercompany transactions and balances between group companies are therefore
eliminated in full
business combinations
the consolidated ﬁnancial statements incorporate the results of business combinations using the purchase method of accounting in the
consolidated balance sheet the acquiree’s identiﬁable assets liabilities and contingent liabilities are initially recognised at their fair values 
at the acquisition date the results of acquired operations are included in the consolidated income statement from the date on which control 
is obtained
notes forming part of the ﬁnancial statements
for the year ended 31 december 2005 38 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
1 accounting policies continued
goodwill
goodwill represents the excess of the cost of a business combination over the interest in the fair value of identiﬁable assets liabilities and contingent
liabilities acquired cost comprises the fair values of assets given liabilities assumed and equity instruments issued plus any direct costs of acquisition
goodwill is capitalised as an intangible asset with any impairment in carrying value being charged to the income statement
where the fair value of identiﬁable assets liabilities and contingent liabilities exceed the fair value of consideration paid the excess is credited
in full to the income statement
impairment of nonﬁnancial assets
impairment tests in respect of goodwill are undertaken annually on 31 december where it is not possible to estimate the recoverable amount
of an individual asset the impairment test is carried out on the asset’s cash generating unit in this case being the racecourse operations other
nonﬁnancial assets are subject to impairment tests whenever events or changes in circumstances indicate that their carrying value may not 
be recoverable where the carrying value of an asset exceeds its recoverable amount ie the higher of value in use and fair value less costs 
to sell the asset is written down accordingly 
impairment charges are included in the administrative expenses line item in the income statement except to the extent they reverse gains
previously recognised in the statement of recognised income and expense
associates and joint ventures
associate undertakings are entities in which the group holds a longterm minority interest and has the power to inﬂuence but not control the
ﬁnancial and operating policy decisions of the entity  joint ventures are entities in which the group holds a longterm interest and shares control
under a contractual arrangement interests in associate and joint venture undertakings are accounted for using the equity method of accounting
the group’s share of post acquisition proﬁts and losses is recognised in the consolidated income statement any premium paid for an interest 
in a jointly controlled entity or associate above the fair value of the group’s share of identiﬁable assets and liabilities is dealt with under the
goodwill policy 
foreign currency
transactions entered into by group entities in a currency other than sterling are recorded at the rates ruling when the transactions occur
the results of the overseas associate are translated at the average rate of exchange during the year which is a reasonable approximation 
of the rate of the underlying transaction and the balance sheet is translated into sterling at the rate of exchange ruling on the balance sheet date
exchange differences which arise from translation of the opening net assets and from translating the income statement at an average rate are
taken to reserves
financial assets
the group classiﬁes its ﬁnancial assets into one of the following categories depending on the purpose for which the asset was acquired
the group’s accounting policy for each category is as follows
loans and receivables these assets are non derivative ﬁnancial assets with ﬁxed or determinable payments that are not quoted in an active
market they arise principally through the provision of goods and services to customers trade debtors they are carried at cost less any
provision for impairment
available for sale non derivative ﬁnancial assets not included in the above category are classiﬁed as availablefor sale and comprise the
group’s strategic investments in entities not qualifying as subsidiaries associates or joint ventures they are required to be carried at fair value
with changes in fair value recognised directly in equity  where an estimate of reasonable fair value cannot be reasonably assessed the group 
is precluded from measuring the investment at fair value and measures the instrument at cost
financial liabilities
other ﬁnancial liabilities include the following items
• trade payables and other shortterm monetary liabilities which are recognised at amortised cost and
• bank borrowings are recognised at the outstanding amount advanced less issue costs which are accreted to the income statement 
over the life of the borrowing facility  interest expense on outstanding borrowings is charged to the income statement as incurred
the group does not hold or issue derivative ﬁnancial instruments for trading purposes or any other purpose
retirement beneﬁts deﬁned contribution schemes
contributions to the group’s deﬁned contribution pension scheme are charged to the income statement in the year to which they relate arena leisure plc annual report 2005 39
1 accounting policies continued
sharebased payments
where share options are awarded to employees the fair value of the options at the date of grant is charged to the income statement over the vesting
period nonmarket vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance
sheet date so that ultimately  the cumulative amount recognised over the vesting period is based on the number of options that eventually vest
market vesting conditions are factored into the fair value of the options granted as long as all other vesting conditions are satisﬁed a charge is
made irrespective of whether the market vesting conditions are satisﬁed the cumulative expense is not adjusted for failure to achieve a market
vesting condition
leased assets
where substantially all of the risks and rewards incidental to ownership of a leased asset have been transferred to the group a ‘ﬁnance lease’
the asset is treated as if it had been purchased outright the amount initially recognised as an asset is the lower of fair value and present value of
the minimum lease payments payable over the term of the lease the corresponding lease commitment is shown as a liability  lease payments
are analysed between capital and interest the interest element is charged to the income statement over the period of the lease and is calculated
so that it represents a constant proportion of the lease liability  the capital element reduces the balance owed to the lessor
where substantially all of the risks and rewards incidental to ownership are retained by the lessor an ‘operating lease’ the total rentals 
payable under the lease are charged to the income statement on a straight line basis over the lease term
the land and buildings elements of property leases are considered separately for the purposes of lease classiﬁcation
where the group enters into leases for land and buildings the land element and the building elements are split with generally the land element
being treated as an operating lease and the building element as a ﬁnance lease however if lease payments cannot be allocated reliably
between land and buildings then the entire lease is classiﬁed as a ﬁnance lease
as a consequence the lease in respect of worcester racecourse has been classiﬁed as a ﬁnance lease and has been capitalised as a ﬁxed asset
with a corresponding ﬁnance lease creditor future lease payments will be allocated between capital and interest accordingly 
deferred taxation
deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the balance sheet differs to its tax base
except for differences arising on
• the initial recognition of goodwill
• goodwill for which amortisation is not tax deductible
• the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction affects
neither accounting or taxable proﬁt and
• investments in subsidiaries and jointly controlled entities where the group is able to control the timing of the reversal of the difference 
and it is probable that the difference will not reverse in the foreseeable future
recognition of deferred tax assets is restricted to those instances where it is probable that taxable proﬁt will be available against which 
the difference can be utilised
the amount of the asset or liability is determined using tax rates that have been enacted or substantially enacted by the balance sheet date 
and are expected to apply when the deferred tax liabilitiesassets are settledrecovered deferred tax balances are not discounted
dividends
dividends are recognised when they become legally payable in the case of interim dividends to equity shareholders this is when paid by 
the company  in the case of ﬁnal dividends this is when approved by the shareholders at the annual general meeting
property plant and equipment
items of property  plant and equipment are initially recognised at cost
freehold land is not depreciated depreciation is provided on all other items of property  plant and equipment to write off the cost or valuation
less estimated residual values of items over their expected useful economic lives depreciation is provided on a straight line basis at the
following rates
freehold buildings 2 per annum
leasehold land and buildings evenly over the length of lease
all weather tracks surface 5 to 10 per annum
base 25 to 33 per annum
plant and machinery 5 to 33 per annum
fixtures and ﬁttings 5 to 25 per annum
motor vehicles 25 per annum
inventories
inventories are recognised at the lower of cost and net realisable value 40 arena leisure plc annual report 2005
2 firsttime adoption of international financial reporting standards ‘ifrs’
reconciliations and explanatory notes on how the transition to ifrs has affected proﬁt and net assets for the group previously reported under 
uk generally accepted accounting principles ‘uk gaap’are given below
income statement reconciliation for the group for the year ended 31 december 2004
uk gaap adjustments ifrs
subnote £000 £000 £000
turnover viii 36019 1210 37229
cost of sales viii 23688 1210 24898
gross proﬁt 12331 – 12331
administrative expenses i 7466 309 7157
proﬁt from operations 4865 309 5174
share of proﬁts of associates 40 – 40
share of proﬁts of joint ventures 617 – 617
goodwill in respect of joint venture ii 47 47 –
proﬁt before interest and tax 5395 356 5751
net ﬁnance costs iii 751 92 843
proﬁt before tax 4644 264 4908
corporation tax credit 195 – 195
proﬁt after tax 4839 264 5103
proﬁt from discontinued operations 482 – 482
proﬁt for the period attributable to equity shareholders 5321 264 5585
dividends iv 1084 1084 –
retained proﬁt for the year 4237 1348 5585
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005 arena leisure plc annual report 2005 41
2 firsttime adoption of international financial reporting standards ‘ifrs’ continued
balance sheet reconciliation as at 1 january 2004
uk gaap adjustments ifrs
subnote £000 £000 £000
noncurrent assets
property  plant and equipment v 55834 1025 56859
intangible assets 4878 – 4878
investment in joint venture – share of gross assets 5006 – 5006
investment in joint venture – share of gross liabilities 41464 – 41464
36458 – 36458
loans to joint venture 33968 – 33968
2490 – 2490
investment in associate 338 – 338
financial assets – available for sale 345 – 345
total noncurrent assets 58905 1025 59930
current assets
inventories 55 – 55
trade and other receivables 3176 – 3176
blocked bank deposit 1365 – 1365
cash and cash equivalents 1284 – 1284
total current assets 5880 – 5880
total assets 64785 1025 65810
current liabilities
trade and other payables 8964 – 8964
shortterm borrowings 422 – 422
corporation tax liability 200 – 200
total current liabilities 9586 – 9586
noncurrent liabilities
other payables vi – 1311 1311
longterm borrowings 390 – 390
accruals and deferred income 2912 – 2912
total noncurrent liabilities 3302 1311 4613
total liabilities 12888 1311 14199
total net assets 51897 286 51611
capital and reserves attributable to equity 
holders of the company
share capital 18075 – 18075
share premium 87625 – 87625
merger reserve 5417 – 5417
revaluation reserve 15 – 15
retained earnings 59235 286 59521
51897 286 51611 arena leisure plc annual report 2005 42 42 arena leisure plc annual report 2005
2 firsttime adoption of international financial reporting standards ‘ifrs’ continued
balance sheet reconciliation as at 31 december 2004
uk gaap adjustments ifrs
subnote £000 £000 £000
noncurrent assets
property  plant and equipment v 67840 1027 68867
intangible assets vii 4571 307 4878
investment in joint venture – share of gross assets 3795 – 3795
investment in joint venture – share of gross liabilities 5052 – 5052
1257 – 1257
goodwill in respect of joint venture ii 1327 47 1374
loans to joint venture 2991 – 2991
3061 47 3108
investment in associate 298 – 298
other investments 345 – 345
total noncurrent assets 76115 1381 77496
current assets
inventories 30 – 30
trade and other receivables 3904 – 3904
cash and cash equivalents 27 – 27
total current assets 3961 – 3961
total assets 80076 1381 81457
current liabilities
trade and other payables iv 10538 1084 9454
shortterm borrowings 1843 – 1843
corporation tax liability 5 – 5
total current liabilities 12386 1084 11302
noncurrent liabilities
other payables vi – 1403 1403
longterm borrowings 8644 – 8644
accruals and deferred income 2912 – 2912
total noncurrent liabilities 11556 1403 12959
total liabilities 23942 319 24261
total net assets 56134 1062 57196
capital and reserves attributable to equity 
holders of the company
share capital 18075 – 18075
merger reserve 5417 – 5417
retained earnings 32642 1062 33704
56134 1062 57196
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005 arena leisure plc annual report 2005 43
2 firsttime adoption of international financial reporting standards ‘ifrs’ continued
adjustments
explanations of the adjustments made to the uk gaap income statement and balance sheets are as follows
subnote explanation
i this adjustment reﬂects the reversal of the goodwill amortisation charge of £307000 in 2004 in respect 
of the group’s racecourse businesses and the net impact of £2000 on administrative costs following the 
reclassiﬁcation of the worcester racecourse lease as a ﬁnance lease
ii this adjustment reﬂects the reversal of the goodwill amortisation charge of £47000 in 2004 in respect of the 
group’s investment in at the races
iii this adjustment reﬂects the impact on ﬁnance charges of the reclassiﬁcation of the worcester racecourse 
lease as a ﬁnance lease
iv previously under uk gaap proposed dividends were included in the balance sheet as a liability even though formal
declaration had taken place after the balance sheet date whereas under ifrs if an entity declares a dividend after 
the balance sheet date the entity must recognise the dividend in the period in which it was declared
this adjustment reﬂects the removal of the 2004 proposed dividend liability from the balance sheet at 
31 december 2004 to be reﬂected in 2005
v this adjustment reﬂects the capitalisation of the worcester racecourse lease following its reclassiﬁcation 
as a ﬁnance lease
vi this adjustment represents the ﬁnance lease creditor balance in respect of worcester racecourse 
following its reclassiﬁcation from an operating lease
vii this adjustment reﬂects the reversal of the goodwill amortisation charge of £307000 in 2004 in respect 
of the group’s racecourse businesses
viii ias 1 paragraph 32 requires that income and expenses are not offset unless required or permitted by a standard or
interpretation previously under uk gaap industry funding for integrity fees was shown net of integrity costs incurred
the adjustment is the grossing up of this revenue and cost
cash ﬂow statement for the year ended 31 december 2004
the only changes to the cash ﬂow statement are presentational the key ones include
• presenting a statement showing movements in cash and cash equivalents rather than just cash cash under uk gaap comprised only
amounts accessible in 24 hours without penalty less overdrafts repayable on demand the components of cash equivalents are shown 
in note 33
• classifying equity dividends as relating to ﬁnancing activities
3 revenue
2005 2004
£000 £000
sale of services 40747 37229
4 proﬁt from operations
2005 2004
£000 £000
this has been arrived at after chargingcrediting
staff costs see note 5 5964 5392
depreciation of property  plant and equipment 1847 1424
audit fees 150 136
fees paid to the company’s auditors for nonaudit services 
provided to the company and uk subsidiaries 179 235
proﬁtloss on disposal of ﬁxed assets 69 23
proﬁt from sale of unlisted investment 834 –
audit fees include an amount of £54000 2004 £68000 in respect of the company 
in november 2005 the group sold its investment in satellite information systems holdings ltd ‘sis’ for £1179000 resulting in a proﬁt of £834000 44 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
5 staff numbers and costs
the average number of persons employed by the group including directors and parttime staff but excluding raceday casual staff during 
the period analysed by category  was as follows
2005 2004
management and administration 81 84
customer service 160 179
241 263
2005 2004
£000 £000
staff costs including directors comprise
wages and salaries 5333 4775
deﬁned contribution pension cost 119 120
sharebased payment expense see note 31 5 –
employer’s national insurance contributions and similar taxes 507 497
5964 5392
the table above includes staff costs of £856000 2004 £232000 in respect of 50 staff employed 2004 66 and recharged to doncaster
metropolitan borough council as part of the doncaster racecourse management contract which commenced on 14 september 2004
the company employs casual staff to assist during racedays the number of casual staff varies between 22 and 180 depending on the raceday 
casual staff are not included in the staff numbers or costs stated above the aggregate payroll in respect of casual staff for 2005 was £1290000 
2004 £800000 this includes casual staff costs of £265000 2004 £32000 for doncaster racecourse
6 directors’ and key management remuneration
2005 2004
£000 £000
directors’ remuneration
directors’ emoluments 701 699
deﬁned contribution pension cost 26 28
compensation for loss of ofﬁce – 30
sharebased payment expense see note 31 5 –
732 757
there were three directors in the company’s deﬁned contribution pension scheme 2004 2 during the year
further disclosures relating to the remuneration of each individual director is included in the remuneration report of which the information 
on pages 32 to 33 has been audited
note that directors’ emoluments include amounts attributed to beneﬁtsinkind on which the directors are assessed for tax purposes
this may differ to the cost to the group of providing those beneﬁts included in note 5 and 6
2005 2004
£000 £000
key management remuneration including directors
wages and salaries 1113 1038
deﬁned contribution pension cost 47 46
compensation for loss of ofﬁce – 30
sharebased payment expense see note 32 5 –
1165 1114
there are 3 employees excluding directors deﬁned as being key management for 2005 2004 3 arena leisure plc annual report 2005 45
7 segment information
racecourse operations central costs t otal
2005 2004 2005 2004 2005 2004
£000 £000 £000 £000 £000 £000
revenue 40747 37229 – – 40747 37229
proﬁt from
operations 8021 7295 2128 2121 5893 5174
sale of unlisted investment – – 834 – 834 –
proﬁt from operations 8021 7295 1294 2121 6727 5174
balance sheet
segment assets 72262 70352 8822 7699 81084 78051
unallocated assets
investment in joint venture – unallocated 2078 3108
investment in associate – unallocated – 298
consolidated total assets 83162 81457
segment liabilities 9942 14256 3180 488 13122 14744
unallocated liabilities
bank loans and overdrafts 10267 9517
consolidated total liabilities 23389 24261
net assets 62320 56096 5642 7211 59773 57196
other
capital expenditure 5211 13485 21 52 5232 13537
depreciation 1823 1401 24 23 1847 1424
share of associate result 17 40
share of joint venture result 1529 617
discontinued operations – 482
all business segments arise in the uk
8 finance income and expense
2005 2004
£000 £000
finance income
bank interest receivable 231 106
other interest receivable 119 86
350 192
finance expense
bank interest payable 725 317
other interest payable – 626
finance lease interest 36 92
761 1035 46 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
9 tax expense
2005 2004
£000 £000
uk corporation tax
current tax – 195
the reasons for the difference between the actual tax charge for the year and the standard rate of corporation tax in the uk applied to proﬁts 
for the year are as follows
2005 2004
£000 £000
tax reconciliation
factors affecting tax for the period
proﬁt on ordinary activities before taxation 4489 4908
proﬁt on ordinary activities at standard rate of corporation tax in the uk of 30 1347 1472
effects of
expenses not deductible for tax purposes 100 1357
income not assessable to tax 1006 2019
shortterm temporary differences – 54
accelerated capital allowances 563 20
adjustment for joint ventures and associates 548 187
tax losses utilised 426 549
adjustment to prior year tax charge – 195
total tax credit for the year – 195
at the year end corporation tax losses representing trading and non trading losses of £54777000 2004 £58309000 were available 
for utilisation in future years subject to agreement with the hm customs  revenue
10 discontinued operations
2004
£000
group turnover 1293
operating costs 565
gross proﬁt 728
administrative costs 246
proﬁt before interest and taxation 482
finance costs –
proﬁt before and after taxation attributable
to equity holders 482
earnings per share
pence
basic earnings per share 013
diluted earnings per share 013
the cash ﬂow statement includes the following amounts relating to discontinued operations
2004
£000
operating activities 427
investing activities 24
financing activities 3
448
discontinued operations relate to the closure of arena online services ltd which ceased operation in june 2004 arena leisure plc annual report 2005 47
11 earnings per share
2005 2004
£000 £000
earnings
proﬁt for the year – continuing 4489 5103
proﬁt for the year – discontinued –482
proﬁt for year – continuing and discontinued 4489 5585
adjustments
discontinued operation – arena online services limited – 482
impairment provision re wolverhampton development 400 –
impairment provision – trackplay llc 315 –
arena share of at the races exceptional items 862 923
arena share of at the races consortium relief 464 4884
proﬁt from sale of sis shares 834 –
adjusted proﬁt for year used in calculation of adjusted earnings per share 4768 1142
an adjusted earnings per share ﬁgure is included as in the opinion of the directors this gives a more useful indication of underlying performance
2005 2004
weighted average number of shares no‘m no‘m
weighted average number of shares used in the
calculation of basic and adjusted eps 36152 36150
dilutive potential ordinary shares
– employee share options 220 270
weighted average number of shares used in the
calculation of diluted eps 36372 36420
certain employee options have not been included in the calculation of diluted eps because their exercise is contingent on the satisfaction of
speciﬁc criteria that had not been met at the end of the year in addition certain employee options have also been excluded from the calculation 
of diluted eps as their exercise price is greater than the weighted average share price during the year ie they are outofthemoney and
therefore would not be dilutive
12 dividends
2005 2004
£000 £000
final dividend of 03 pence 2004 nil per ordinary share
proposed and paid during the year relating to the previous year’s results 1084 –
interim dividend of 025 pence 2004 nil per ordinary share
paid during the year relating to the current year’s results 904 –
dividends paid in the year 1988 –
the directors have proposed a ﬁnal dividend of 02 pence 2004 03 pence per share totalling £728000 2004 £1084000 this dividend has 
not been accrued at the balance sheet date
under ifrs dividends are shown as a change in shareholders’ equity on the basis of cash paid or dividends declared prior to the year end
previously  under uk gaap  the proﬁt and loss charge was calculated on an accruals basis with the proposed ﬁnal dividend declared 
post year end shown as a charge in the year to which it related 48 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
13 property  plant and equipment
freehold land
assets under long leasehold land buildings and plant and fixtures ﬁttings 
construction and buildings all w eather tracks machinery and vehicles t otal
cost £000 £000 £000 £000 £000 £000
at 1 january 2004 1326 2361 53216 5100 5154 67157
additions 1072 2 8908 2497 1058 13537
reclassiﬁcation – – – 3 3 –
disposals – – – 41 994 1035
at 31 december 2004 2398 2363 62124 7553 5221 79659
depreciation
at 1 january 2004 – 109 3120 3506 3563 10298
charged in the year – 24 585 370 445 1424
reclassiﬁcation – – – 2 2 –
disposals – – – 8 922 930
at 31 december 2004 – 133 3705 3866 3088 10792
net book value at 31 december 2004 2398 2230 58419 3687 2133 68867
net book value at 31 december 2003 1326 2252 50096 1594 1591 56859
freehold land
assets under long leasehold land buildings and plant and fixtures ﬁttings 
construction and buildings all w eather tracks machinery and vehicles t otal
cost £000 £000 £000 £000 £000 £000
at 1 january 2005 2398 2363 62124 7553 5221 79659
additions 1700 70 1356 1270 836 5232
impairment provision 400 –––– 400
renegotiation of lease – 1112 – – – 1112
disposals – 203 39 33 275
at 31 december 2005 3698 1321 63277 8784 6024 83104
depreciation
at 1 january 2005 – 133 3705 3866 3088 10792
charged in the year – 24 825 531 467 1847
renegotiation of lease – 10 – – – 10
disposals – – 114 15 31 160
at 31 december 2005 – 167 4416 4382 3524 12489
net book value at 31 december 2005 3698 1154 58861 4402 2500 70615
net book value at 31 december 2004 2398 2230 58419 3687 2133 68867
assets under construction consist of expenditure in respect of proposed developments at wolverhampton windsor lingﬁeld park and 
doncaster racecourses the expenditure includes a variety of professional fees incurred in the design and planning process for the individual
developments this will include amongst other things fees for building and landscape architects engineers surveyors cost consultants
planning consultants legal fees and specialist reports
the board has reviewed the carrying costs in respect of the development of a hotel extension and casino at wolverhampton racecourse
which a government call in inquiry rejected principally on the grounds of its impact on the openness of the green belt site as a result the board
has written down the carrying value of the expenditure on this project by £400000 an alternative design and location within the racecourse 
site is being developed which aims to address the principal issue for rejection by the government inspector
property  plant and equipment include nondepreciable assets of £40168000 31 december 2004 £38081000
the net carrying amount of property  plant and equipment includes the following amounts in respect of assets held under ﬁnance leases
2005 2004
£000 £000
long leasehold land and buildings 1154 2230
at 31 december 2005 the gross original cost of all assets with a nil net book value still in use was £1487000 2004 1425000 arena leisure plc annual report 2005 49
14 intangible assets
racecourse operations
£000
goodwill
at 1 january 2004 and 2005 4878
additions – goodwill re investment in doncaster racecourse management co ltd 718
at 31 december 2005 5596
in december 2005 arena leisure plc and doncaster racecourse management co ltd entered into various agreements with doncaster
metropolitan borough council to redevelop doncaster racecourse which following completion of the redevelopment will lead to the grant 
of a 99year lease to doncaster racecourse management co ltd the various legal and professional fees associated with the process leading 
to the signing of agreements with doncaster metropolitan borough council have been capitalised by arena as an investment in doncaster
racecourse management co ltd and on consolidation is recognised as goodwill
15 goodwill and impairment
a review of the carrying value of goodwill arising from the acquisition of the group’s racecourse operations was undertaken at 
31 december 2005 the board based its review on the anticipated level of proﬁtability and cash ﬂow generated from the group’s racecourse
operations for the coming year as a result the board considers that the carrying value of goodwill is well supported and does not consider 
that any impairment provision is necessary 
16 subsidiaries
the principal subsidiaries of arena leisure plc in which the company owns 100 of the ordinary share capital with the exception of worcester
racecourse ltd 81 and doncaster racecourse management company ltd 81 are as follows
name country of incorporation principal activity
windsor racing ltd great britain racecourse
lingﬁeld park 1991 ltd great britain racecourse
dunstall park centre ltd  great britain racecoursehotel
southwell racecourse ltd  great britain racecourse
folkestone race course ltd great britain racecourse
worcester racecourse ltd  great britain racecourse
windsor concessions ltd great britain racecourse concessions
doncaster racecourse management co ltd  great britain racecourse management
windsor racecourse co ltd great britain holding company
 denotes indirect holdings
 no minority interests have been recognised on the grounds of materiality 
 worcester minority interest has not been recognised on the grounds of net liabilities and that the minority investee has no obligation to fund
17 joint ventures and associates
joint venture and associate companies in which the company owns an equity share are as follows
equity share classiﬁcation country of registration principal activity
attheraces holdings ltd 475 joint venture great britain racing broadcaster
trackplay llc 30 associate united states gaming technology 50 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
17 joint ventures and associates continued
the movement in the group’s investment in associate and joint venture operations was as follows
associate joint venture
2005 2004 2005 2004
£000 £000 £000 £000
at 1 january 722 722 1374 2260
additions – – 206 1445
disposals – – – 71
provisions utilised – – – 2260
at 31 december 722 722 1580 1374
provisions
at 1 january – – – 2260
provisions createdutilised 315 – – 2260
at 31 december 315 – – –
share of proﬁtloss
at 1 january 424 384 1257 36458
at the races – group reconstruction 
capitalisation of shareholder loans – – – 35368
proﬁtloss for the year 17 40 1529 617
increase in share of net liabilities in at the races 
due to acquisition of channel 4 shares – – – 820
reduction in share of net liabilities in at the races 
due to issue of shares to ascot racecourse – – – 36
at 31 december 407 424 2786 1257
net book value at 31 december – 298 1206 117
the group had the following aggregate interests in the at the races joint venture
31 december 2005 31 december 2004
£000 £000
noncurrent assets 125 143
current assets 3062 3652
current liabilities 2675 1881
noncurrent liabilities 3298 3171
share of net liabilities 2786 1257
income 5156 6203
expenses 6685 5586
lossproﬁt after tax 1529 617
arena leisure plc and bskyb as part of its shareholders agreement have a commitment to fund at the races by way of loans up to an amount 
not exceeding £10000000 pro rata to shareholding arena leisure is therefore committed to fund up to £5000000 of which £3284000 has 
been provided by way of loans at 31 december 2005
at the races holdings ltd and its subsidiaries have commenced proceedings against the racecourse association ‘rca’ and various
racecourses to recover rebates in excess of £50 million in connection with a former media rights contract with attheraces the rebates are
payable from monies received by the racecourses from prospective media agreements to date 29 racecourses have reached agreement 
with at the races with the effect that the amount being sought in the form of rebates is around a net £30 million
following claims made by attheraces holdings ltd and attheraces ltd as detailed above the rca and the racecourses have made 
a counterclaim for £210 million against attheraces ltd which it is vigorously defending
at this point the directors of arena leisure plc cannot reliably assess the ﬁnancial impact of the rebate claim and counterclaim and as such 
no contingent asset or liability has been recognised in these accounts arena leisure plc annual report 2005 51
18 financial assets noncurrent
2005 2004
£000 £000
availablefor sale investments
– unquoted – 345
in november 2005 the group sold its investment in satellite information systems holdings ltd see note 4
19 inventories
2005 2004
£000 £000
consumable stock 19 30
20 trade and other receivables
2005 2004
£000 £000
trade debtors 2253 1889
other debtors 890 926
prepayments and accrued income 1642 1089
4785 3904
all amounts shown above are due within one year
an analysis of the interest rate receivable on ﬁnancial assets and information about fair values is given in note 25
21 trade and other payables – current
2005 2004
£000 £000
trade creditors 4011 2988
sales and social security taxes 290 293
other creditors 509 594
accruals and deferred income 4558 5579
9368 9454
22 other ﬁnancial liabilities – current
2005 2004
£000 £000
finance lease creditor note 29 19 75
other loans 296 326
315 401
an analysis of the interest rate payable on ﬁnancial liabilities and information about fair values is given in note 25 52 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
23 noncurrent ﬁnancial liabilities
2005 2004
£000 £000
bank loans 7000 8000
finance lease creditor note 29 284 1328
other loans 348 644
7632 9972
the bank loans and overdraft are secured by a ﬁxed and ﬂoating charge on the assets and undertakings of the group companies and a ﬁrst 
legal charge on all the freehold and leasehold properties owned by the group this security is subject to deeds of priority and permitted 
charges in favour of the horserace betting levy board in respect of security for interest free loans provided to the group
24 financial instruments – risk management
the group is exposed through its operations to one or more of the following ﬁnancial risks
• fair value or cash ﬂow interest rate risk
• liquidity risk
• credit risk
the policy for each of the above risks is described in more detail below 
fair value and cash ﬂow interest rate risk
with the exception of interest free borrowing from the horserace betting levy board the group’s bank borrowings are in sterling and at ﬂoating
interest rates in the current economic climate and with the current low level of bank debt hedging for interest rate risk is not considered
appropriate however the board constantly monitors the ﬁnancial markets and the group’s future borrowing requirements to ensure that this
policy remains in the group’s interest
liquidity risk
liquidity risk is managed centrally on a group basis bank facilities are agreed at appropriate levels having regard to the group’s forecast 
operating cashﬂows and future capital expenditure requirements
credit risk
the group has limited exposure to credit risk a high proportion of the group’s income is derived from the horserace betting levy board
operated under government statute from fees payable by the bookmakers afternoon greyhound service ltd ‘bags’ for transmission of
pictures of live racing into licensed betting shops across the uk and from the sale of other media rights to our 475 joint venture company 
at the races income derived from much of the group’s raceday activity is paid on the day of the event or is invoiced and paid in advance 
of the event with the exception of a small number of signiﬁcant centrally negotiated transactions credit control is managed on a local basis
25 financial assets and liabilities – numerical information
maturity of ﬁnancial liabilities
the carrying amounts of ﬁnancial liabilities all of which are exposed to cash ﬂow or fair value interest rate risk are repayable as follows
2005 2004
£000 £000
in less than one year 9531 7331
in more than one year but not more than two years 116 8296
in more than two years but not more than three years 116 116
in more than three years but not more than four years 116 116
in more than four years but not more than ﬁve years 7000 116
in more than ﬁve years – –
16879 15975
all ﬁnancial assets mature in less than one year arena leisure plc annual report 2005 53
25 financial assets and liabilities – numerical information continued
interest rate risk
the currency and interest proﬁle of the group’s ﬁnancial assets and liabilities are as follows
floating rate liabilities interest free liabilities t otal
2005 2004 2005 2004 2005 2004
£000 £000 £000 £000 £000 £000
sterling 10267 9517 6612 6458 16879 15975
floating rate assets interest free assets t otal
2005 2004 2005 2004 2005 2004
£000 £000 £000 £000 £000 £000
sterling – – 3143 3160 3143 3160
the rate at which sterling ﬂoating liabilities are payable is 1 2004 1 above bank of scotland base rate or libor
fair values
the book value and fair value of ﬁnancial liabilities are as follows
book fair book fair
value value value value
2005 2005 2004 2004
£000 £000 £000 £000
bank loans and overdrafts 10267 10267 9517 9517
other loans 644 644 970 970
other 5968 5968 5488 5488
16879 16879 15975 15975
fair values of ﬁnancial liabilities have been determined by discounting cash payments at prevailing market rates of interest having regard 
to the speciﬁc risks attaching to them
to the extent ﬁnancial assets are not carried at fair value in the consolidated balance sheet book value approximates to fair value at 
31 december 2004 and 2005
borrowing facilities
the group has undrawn committed borrowing facilities available at 31 december 2005 in which all conditions have been met
floating rate 2005 floating rate 2004
£000 £000
expiry within one year 1733 3483
expiry within one and two years – 2000
expiry in more than two years 3000 –
4733 5483
26 unrecognised deferred tax
at 31 december 2004 movement in the year at 31 december 2005
£000 £000 £000
depreciation in excess of capital allowances 1648 1101 547
other shortterm temporary differences 33 – 33
tax losses 17493 1060 16433
unrecognised deferred tax assets 19174 2161 17013
the group has not provided for the deferred tax asset on losses accelerated capital allowances and other shortterm temporary differences 
as it is prudent to assume that the group will not make sufﬁcient taxable proﬁts in the shortterm to absorb these amounts 54 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
27 share capital
authorised
2005 2005 2004 2004
number £000 number £000
ordinary shares of 5p each 429353724 21468 429353724 21468
issued and fully paid
2005 2005 2004 2004
number £000 number £000
ordinary shares of 5p each
at beginning of the year 361495535 18075 361495535 18075
exercise of employee share options 500000 25 ––
at end of the year 361995535 18100 361495535 18075
28 reserves
share premium account merger reserve revaluation reserve retained earnings
£000 £000 £000 £000
at 1 january 2004 87625 5417 15 59521
proﬁt for the year – – – 5585
capital reorganisation 87625 – 15 87640
at 31 december 2004 – 5417 – 33704
share premium account merger reserve revaluation reserve retained earnings
£000 £000 £000 £000
at 1 january 2005 – 5417 – 33704
exercise of employee share options 46 – – –
proﬁt for the year – – – 4489
dividends paid – – – 1988
sharebased payment expense – – – 5
at 31 december 2005 46 5417 – 36210
the following describes the nature and purpose of each reserve within owners’ equity 
reserve description and purpose
share premium amount subscribed for share capital in excess of nominal value
merger reserve the merger reserve arose due to availability of merger relief in connection with the acquisitions 
of ram racing leisure ltd wolverhampton and southwell racecourses and royal windsor racecourse 
partly paid by a share for share exchange and represents the difference between the fair value 
of the consideration given for the shares issued and the nominal value of those instruments
retained earnings cumulative net gains and losses recognised in the consolidated income statement arena leisure plc annual report 2005 55
29 leases
finance leases
future lease payments are due as follows
minimum lease interest present 
payments 2005 2005 value 2005
£000 £000 £000
not later than one year 19 18 1
later than one year and not later than ﬁve years 76 69 7
later than ﬁve years 746 451 295
841 538 303
minimum lease interest present 
payments 2004 2004 value 2004
£000 £000 £000
not later than one year 75 75 –
later than one year and not later than ﬁve years 400 399 1
later than ﬁve years 8925 7523 1402
9400 7997 1403
the present value of future lease payments are analysed as
2005 2004
£000 £000
current liabilities 19 75
noncurrent liabilities 284 1328
303 1403
30 retirement beneﬁts
the group operates a deﬁned contribution pension scheme pension costs for the deﬁned contribution scheme in 2005 were £119000 
2004 £120000 the unpaid contributions outstanding at the year end included in other creditors were £2000 2004 £2000
31 sharebased payment
the company operates two share option schemes for employees a hm customs  revenue approved share option scheme and an unapproved
discretionary share option scheme performance criteria based upon the future market price of the company’s shares are attached to each 
grant of options which must be met prior to exercise in normal circumstances employees will forfeit rights over share options six months after
leaving the company’s employment although directors have discretionary power to extend this to one year following cessation of employment 
or three and a half years from the date of grant
2005 2005 2004 2004
w eighted weighted
average average
exercise exercise
price number price number
outstanding at beginning of the year 5061 8451540 5395 9509040
granted during the year 4075 1000000 ––
forfeited during the year 6417 2027500 8060 1057500
exercised during the year 1425 500000 ––
lapsed during the year –– ––
outstanding at the end of the year 4784p 6924040 5061p 8451540
the exercise price of options outstanding at the end of the year ranged between 13p and 105p 2004 13p and 105p and their remaining
weighted average contractual life was 46 years 2004 49 years
of the total number of options outstanding at the end of the year 2206472 2004 2706472 had vested and were exercisable at the end 
of the year
the weighted average share price at the date of exercise of options exercised during the year was 4225p
the weighted average fair value of each option granted during the year was 107p 56 arena leisure plc annual report 2005
notes forming part of the ﬁnancial statements continued
for the year ended 31 december 2005
31 sharebased payment continued
the following information is relevant in the determination of the fair value of options granted during the year under the equitysettled 
sharebased remuneration schemes operated by the group there were no share options granted during 2004
2005
£000
equitysettled
option pricing model used blackscholes
share price at grant date 4075p
exercise price 4075p
estimated period to exercise of options 5 years
expected volatility 21
riskfree interest rate 45
the volatility assumption is based on a statistical analysis of daily share prices over a period of 90 days
2005 2004
£000 £000
the sharebased remuneration expense note 5 comprises
equitysettled schemes 5 –
32 related party transactions
details of directors’ and key management remuneration are given in the remuneration report on pages 31 to 33 and note 6
other related party transactions are as follows
t ransaction amount balance owing
related party t ype of 2005 2004 2005 2004
relationship transaction £000 £000 £000 £000
joint venture payments for media rights contribution to picture 1110 1457 268 54
provision and interest receivable on loans
2004 comparative ﬁgures include payments for the 
provision of technology services from arena online
joint venture loans 293 2991 3284 2991
in december 2005 i r penrose a former director exercised options over 500000 ordinary shares at 1425 pence which realised a gain 
of £140000
the group has not made any provision for bad or doubtful debts in respect of related party debtors nor has any guarantee been given 
or received during 2005 or 2004 regarding related party transactions
all transactions with the joint venture have been undertaken on a commercial arm’s length basis
33 notes supporting cash ﬂow statement
cash and cash equivalents comprises
2005 2004
£000 £000
cash and cash equivalents 69 27
overdrafts 3267 1517
net cash and cash equivalents 3198 1490
decrease in cash and cash equivalents 1708 2774
cash and cash equivalents at beginning of year 1490 1284
cash and cash equivalents at end of year 3198 1490 arena leisure plc annual report 2005 57
company balance sheet
2005 2004
as restated
note £000 £000
fixed assets
tangible assets 4 59 64
investments 5 48192 48184
48251 48248
current assets
debtors – due within one year 8 632 880
debtors – due in more than one year 8 38384 13499
39016 14379
cash at bank and in hand 517 –
39533 14379
creditors amounts falling due within one year 9 3639 5570
net current assets 35894 8809
total assets less current liabilities 84145 57057
creditors amounts falling due after one year 9 7000 8000
net assets 77145 49057
called up share capital 10 18100 18075
share premium 11 46 –
merger reserve 11 5417 5417
proﬁt and loss account 11 53582 25565
shareholders’ funds – equity 77145 49057
the notes on pages 58 to 60 form part of these ﬁnancial statements these ﬁnancial statements were approved by the board of directors 
on 28 february 2006 and signed on its behalf by
m j elliott r d withers
chief executive chairman
company balance sheet – uk gaap ﬁnancial statements
at 31 december 2005 58 arena leisure plc annual report 2005
notes forming part of the uk gaap ﬁnancial statements
for the year ended 31 december 2005
1 accounting policies
the ﬁnancial statements of the company have been prepared under the historical cost convention and are in accordance with applicable accounting
standards the following principal accounting policies have been applied on a basis consistent with the ifrs ﬁnancial statements and are
explained on pages 37 to 39
depreciation
sharebased payments
dividends
pension costs
the following accounting policies differ from the ifrs accounting policies financial assets and liabilities – all ﬁnancial assets and liabilities 
are accounted for consistently with the ifrs ﬁnancial statements with the exception of investments in subsidiaries which are held at cost less
provisions for impairment and deferred tax – deferred tax assets and liabilities arise from timing differences between the recognition of gains 
and losses in the ﬁnancial statements and their recognition in a tax computation in accordance with frs19 deferred tax is provided in respect 
of all timing differences that have originated but not reversed at the balance sheet date that may give rise to an obligation to pay more or less 
tax in the future the recognition of deferred tax is limited to the extent that the group anticipates making sufﬁcient taxable proﬁts in the future to 
absorb the reversal of underlying timing differences deferred tax is measured on a nondiscounted basis
2 change of accounting policy
dividends
previously where the company declared dividends to holders of equity instruments after the balance sheet date the company recognised 
those dividends as a liability at the balance sheet date now where dividends are declared after the balance sheet date they are not recognised
as a liability as they do not meet the deﬁnition of a present obligation
the company has adopted frs21 ‘events after the balance sheet date’ and as a result changed its accounting policy 
the effect of this accounting policy change on the comparative ﬁgures is that net assets have been increased by £1084000 and retained proﬁt 
for the year increased by £1084000 had this accounting policy not changed at 31 december 2005 current year net assets would have been
£728000 lower and retained proﬁt for the year would have been £728000 lower
3 result for the period
the company has taken advantage of the exemption allowed under section 230 of the companies act 1985 and has not presented its own proﬁt
and loss account in these ﬁnancial statements
proﬁt after tax for the company was £30005000 for the period including intercompany dividends of £28693000 2004 proﬁt of £69000 as restated
4 tangible assets
fixtures ﬁttings and vehicles
£000
cost 
at 1 january 2005 95
additions 21
disposals 6
at 31 december 2005 110
depreciation
at 1 january 2005 31
charged in the year 24
disposals 4
at 31 december 2005 51
net book value at 31 december 2005 59
net book value at 31 december 2004 64
5 investments
associate unlisted investment joint venture subsidiaries t otal
£000 £000 £000 £000 £000
cost
at 1 january 2005 722 195 2025 45242 48184
additions – – 206 719 925
disposals – 195 – – 195
at 31 december 2005 722 – 2231 45961 48914
provisions
at 1 january 2005 –––––
impairment provision 722 – – – 722
at 31 december 2005 722 – – – 722
net book value at 31 december 2005 – – 2231 45961 48192
net book value at 31 december 2004 722 195 2025 45242 48184
disclosure in respect of the company’s funding obligation to at the races is detailed in note 17 to the ifrs ﬁnancial statements arena leisure plc annual report 2005 59
6 staff numbers and costs
the average number of persons employed by the company including directors during the period was as follows
2005 2004
management and administration 20 16
2005 2004
£000 £000
staff costs including directors comprise
wages and salaries 1521 1395
deﬁned contribution pension cost 68 62
employer’s national insurance and similar taxes 188 169
1777 1626
7 subsidiaries
the principal subsidiaries of arena leisure plc are detailed in note 16 to the ifrs ﬁnancial statements
8 debtors
2005 2004
£000 £000
amounts falling due within one year
trade debtors 155 1
other debtors 259 487
prepayments and accrued income 218 392
632 880
amounts due after one year
amounts owed by subsidiary undertakings 35100 10508
loans to joint venture 3284 2991
38384 13499
9 creditors
2005 2004
as restated
£000 £000
amounts falling due within one year
bank overdraft secured – 1139
trade creditors 1986 597
amounts due to subsidiary undertakings 953 3111
other taxation and social security 120 60
other creditors – 123
accruals and deferred income 580 540
3639 5570
amounts falling due after one year
bank loan secured 7000 8000
the bank loan and overdraft is secured by a ﬁxed and ﬂoating charge on the assets and undertakings of the group companies and a ﬁrst legal
charge on all freehold and leasehold properties owned by the group this security is subject to deeds of priority and permitted charges in 
favour of the horserace betting levy board in respect of security for interest free loans provided to the group 60 arena leisure plc annual report 2005
notes forming part of the uk gaap ﬁnancial statements continued
for the year ended 31 december 2005
10 called up share capital
2005 2004
£000 £000
authorised
429353724 ordinary shares of 5p each 31 december 2004 429353724 21468 21468
allotted called up and fully paid
361995535 ordinary shares of 5p each 31 december 2004 361495535 18100 18075
total share options in issue at 31 december 2005 were as follows
number of ordinary shares exercise price period exercisable
i under the share option plan 41294 1425p 3 august 2001 – 2 august 2008
230355 105p 25 may 2004 – 24 may 2011
73619 4075p 3 october 2008 – 2 october 2015
345268
ii under the discretionary share option scheme 2165178 13p 18 june 2000 – 17 june 2007
877378 62p 25 january 2003 – 24 january 2010
37690 62p 25 january 2005 – 24 january 2010
2075000 62p 25 may 2006 – 24 may 2011
497145 105p 25 may 2004 – 24 may 2011
926381 4075p 3 october 2008 – 2 october 2015
6578772
total 6924040
details of directors’ share options included above are disclosed in the remuneration report
11 reserves
share premium account merger reserve proﬁt and loss 
account as restated
£000 £000 £000
at 1 january 2005 as previously stated – 5417 24481
prior year adjustment note 2 – – 1084
at 1 january 2005 as restated – 5417 25565
retained proﬁt for the year – – 30005
issue of shares 46 – –
dividends paid – – 1988
at 31 december 2005 46 5417 53582
12 reconciliation of movement in shareholders’ funds
2004
as restated
£000
loss for the year as previously stated 1015
prior year adjustment note 2 1084
proﬁt for the year as restated 69
opening shareholders’ funds 48988
closing shareholders’ funds as restated 49057
2005
£000
proﬁt for the year 30005
dividends note 12 – ifrs ﬁnancial statements 1988
issue of shares 71
28088
opening shareholders’ funds as restated 49057
closing shareholders’ funds 77145
13 sharebased payment
the company operates two share option schemes for employees a hm customs  revenue approved share option scheme and an unapproved
discretionary share option scheme details are disclosed in note 31 to the ifrs ﬁnancial statements
14 contingent assets and liabilities
disclosure in respect of contingent assets and liabilities relating to at the races is detailed in note 17 to the ifrs ﬁnancial statements arena leisure plc annual report 2005 61
independent auditor’ s report 
to the shareholders of arena leisure plc
we have audited the group and parent company ﬁnancial statements
the ‘ﬁnancial statements’ of arena leisure plc for the year ended 
31 december 2005 which comprise the group income statement
the group and parent company balance sheets the group cash flow
statement the group statement of change in shareholders’ equity
and the related notes these ﬁnancial statements have been prepared
under the accounting policies set out therein we have also audited 
the information in the directors’ remuneration report that is described
as having been audited
respective responsibilities of directors and auditors
the directors’ responsibilities for preparing the annual report and 
the group ﬁnancial statements in accordance with applicable law and
international financial reporting standards ‘ifrs’ as adopted by 
the european union and for preparing the parent company ﬁnancial
statements and the directors’ remuneration report in accordance
with applicable law and united kingdom accounting standards
united kingdom generally accepted accounting practice are set 
out in the statement of directors’ responsibilities
our responsibility is to audit the ﬁnancial statements and the part 
of the directors’ remuneration report to be audited in accordance
with relevant legal and regulatory requirements and international
standards on auditing uk and ireland
we report to you our opinion as to whether the ﬁnancial statements
give a true and fair view and whether the ﬁnancial statements and the
part of the directors’ remuneration report to be audited have been
properly prepared in accordance with the companies act 1985 and
whether in addition the group ﬁnancial statements have been
properly prepared in accordance with article 4 of the ias regulation
we also report to you if in our opinion the directors’ report is not
consistent with the ﬁnancial statements if the company has not kept
proper accounting records if we have not received all the information
and explanations we require for our audit or if information speciﬁed
by law regarding directors’ remuneration and other transactions is 
not disclosed
we review whether the corporate governance statement reﬂects 
the company’s compliance with the nine provisions of the 2003 frc
combined code speciﬁed for our review by the listing rules of the
financial services authority  and we report if it does not we are not
required to consider whether the board’s statements on internal
control cover all risks and controls or form an opinion on the
effectiveness of the group’s corporate governance procedures 
or its risk and control procedures
we read other information contained in the annual report and consider
whether it is consistent with the audited ﬁnancial statements the other
information comprises only the directors’ report the unaudited part
of the directors’ remuneration report the chairman’s statement
the chief executive’s review of operations the financial review and
the corporate governance statement we consider the implications
for our report if we become aware of any apparent misstatements 
or material inconsistencies with the ﬁnancial statements our
responsibilities do not extend to any other information
our report has been prepared pursuant to the requirements of the
companies act 1985 and for no other purpose no person is entitled
to rely on this report unless such a person is a person entitled to rely
upon this report by virtue of and for the purpose of the companies 
act 1985 or has been expressly authorised to do so by our prior
written consent save as above we do not accept responsibility 
for this report to any other person or for any other purpose and 
we hereby expressly disclaim any and all such liability 
basis of audit opinion
we conducted our audit in accordance with international standards 
on auditing uk and ireland issued by the auditing practices board
an audit includes examination on a test basis of evidence relevant 
to the amounts and disclosures in the ﬁnancial statements and the 
part of the directors’ remuneration report to be audited it also
includes an assessment of the signiﬁcant estimates and judgements
made by the directors in the preparation of the ﬁnancial statements
and of whether the accounting policies are appropriate to the 
group’s and company’s circumstances consistently applied and
adequately disclosed
we planned and performed our audit so as to obtain all the information
and explanations which we considered necessary in order to provide
us with sufﬁcient evidence to give reasonable assurance that the
ﬁnancial statements and the part of the directors’ remuneration
report to be audited are free from material misstatement whether
caused by fraud or other irregularity or error in forming our opinion
we also evaluated the overall adequacy of the presentation of
information in the ﬁnancial statements and the part of the directors’
remuneration report to be audited
opinion
in our opinion
• the group ﬁnancial statements give a true and fair view  in
accordance with ifrs as adopted by the european union
of the state of the group’s affairs as at 31 december 2005 and 
of its proﬁt for the year then ended
• the group ﬁnancial statements have been properly prepared in
accordance with the companies act 1985 and article 4 of the 
ias regulation
• the parent company ﬁnancial statements give a true and fair 
view  in accordance with united kingdom generally accepted
accounting practice of the state of the parent company’s affairs 
as at 31 december 2005 and 
• the parent company ﬁnancial statements and the part of the
directors’ remuneration report to be audited have been properly
prepared in accordance with the companies act 1985
bdo stoy hayward llp
chartered accountants and registered auditors
london
28 february 2006 62 arena leisure plc annual report 2005
notice of meeting
notice is hereby given that the 42nd annual general meeting of the
company will be held at royal windsor racecourse maidenhead
road windsor berkshire sl4 5jj on monday 8 may 2006 at 330pm
for the following purposes
ordinary business
1 to receive the directors’ report the accounts for the year ended
31 december 2005 and the auditors’ report on the accounts
2 to approve the directors’ remuneration report for the year ended
31 december 2005
3 to authorise the payment of a ﬁnal dividend for the year ended 
31 december 2005 of 02 pence per share
4 to reappoint as a director a h parker bowles who retires by
rotation pursuant to the company’s articles of association and who
being eligible offers himself for reelection
5 to reappoint as a director m j elliott who having been appointed
during the year retires and offers himself for election
6 to reappoint h r mould who having been appointed during the
year retires and offers himself for election
7 to reappoint bdo stoy hayward llp as auditors of the company
from the conclusion of this meeting until the conclusion of the next
general meeting at which accounts are laid before the company in
accordance with the provisions of the companies act 1985 and to
authorise the directors to ﬁx the auditors’ remuneration
special business
as special business to consider and if thought ﬁt to pass the following
resolutions of which resolution 8 will be proposed as an ordinary
resolution and resolution 9 will be proposed as a special resolution
ordinary resolution
8 that the board of directors the ‘board’ be and is hereby generally
and unconditionally authorised to exercise all powers of the
company to allot relevant securities within the meaning of 
section 80 of the companies act 1985 the ‘act’ up to an
aggregate nominal amount of £3259650 provided that the
authority hereby conferred shall expire 15 months after the
passing of this resolution or on the conclusion of the annual
general meeting of the company held in 2007 whichever ﬁrst
occurs unless this authority is renewed varied or revoked before
such expiry by the company in general meeting save that the
company may at any time before such expiry make an offer or
agreement which would or might require any relevant securities 
to be allotted after such expiry  and the board may allot relevant
securities in pursuance of such offer or agreement as if the
authority hereby conferred had not expired
special resolution
9 that subject to the passing of resolution 8 above the board be
and is hereby empowered pursuant to section 95 of the act to allot
equity securities within the meaning of section 94 of the act 
for cash pursuant to the authority conferred by that resolution
as if section 891 of the act did not apply to any such allotment
provided that this power be limited to
a the allotment of equity securities in connection with an offer 
by way of rights or any other offer on a preemptive basis in
favour of holders of ordinary shares where the equity securities
comprised in that offer are offered to the holders of ordinary
shares on a ﬁxed record date in proportion as nearly as may
be to the respective numbers of such shares held by them on
that date but subject to such exclusions or other arrangements
as the directors may deem necessary or expedient to deal with
any legal or practical problems under the laws of any overseas
territory or the requirements of any regulatory body or any
stock exchange in any territory or in relation to fractional
entitlements and
b the allotment other than pursuant to subparagraph a above
of equity securities having in the case of relevant shares
a nominal amount or in the case of other equity securities
giving the right to subscribe for or convert into relevant 
shares having a nominal amount not exceeding in aggregate
the sum of £910401 representing approximately 5 of the
issued share capital of the company at the date of the notice 
of meeting in which this resolution appears 
provided always that the power conferred by this resolution shall
expire on the earlier of the date falling 15 months following the
passing of this resolution and the date of the annual general
meeting of the company held in 2007 save that the company may
before such expiry make an offer or agreement which would or
might require equity securities to be allotted after such expiry 
and the board may allot equity securities in pursuance of such offer
or agreement as if the power conferred hereby had not expired
by order of the board
robert mercer fcma
company secretary
28 february 2006
registered ofﬁce
1 hay hill 
berkeley square 
london w1j 6dh arena leisure plc annual report 2005 63
explanatory notes to resolutions 8 and 9
resolution 8 is proposed as an ordinary resolution to renew the
directors’ authority to allot shares and other relevant securities up to
an aggregate nominal amount of £3259650 which represents 179
of the total issued ordinary share capital of the company at the date of
this notice the authority will last until next year’s annual general
meeting or 15 months after the passing of the resolution whichever is
the earlier this is standard practice for many public companies the
directors have no present intention of exercising this authority  if shares
are to be allotted under this authority and are to be paid for in cash
section 891 of the companies act 1985 requires that those shares
are offered ﬁrst to existing shareholders in proportion to the number 
of shares that they hold at that time this is the statutory ‘preemption
right of existing shareholders’ there may be circumstances when it is
in the interest of the company for the directors to be able to allot some
of the shares for cash other than in proportion to the holdings of
existing shareholders
resolution 9 which is proposed as a special resolution gives the
directors authority to disapply the statutory preemption rights of
existing shareholders the resolution gives the directors the power 
to allot shares and other equity securities for cash other than in
proportion to the holdings of existing shareholders up to a maximum
nominal value of £910401 representing approximately 5 of the
company’s issued ordinary share capital at the date of this notice
which is in accordance with the guidelines issued by institutional
investors the resolution also gives the directors the power to allot
shares for cash in connection with a rights issue or any other offer 
on a preemptive basis in favour of holders of ordinary shares subject
to the exclusions and arrangements set down in the resolution this
disapplication of preemption rights will last until next year’s annual
general meeting or 15 months after the passing of the resolution
whichever is earlier
notes
a member entitled to attend and vote at this meeting is entitled to
appoint one or more proxies to attend and on a poll vote in his stead
a proxy need not be a member of the company  a form of proxy is
enclosed with this notice for your use in connection with the meeting
to be effective the instrument appointing a proxy and the power of
attorney or other authority  if any  under which it is signed or a notarially
certiﬁed copy of such power or authority must be lodged with the
company’s registrars not later than 48 hours before the time appointed
for the meeting the company  pursuant to regulation 41 of the
uncertiﬁcated securities regulations 2001 speciﬁes that only those
shareholders registered in the register of members of the company 
as at 330pm on 6 may 2006 or in the event that the meeting is
adjourned in such register 48 hours before the time of any adjourned
meeting shall be entitled to attend or vote at the meeting in respect 
of the number of shares registered in their name at the relevant time
changes to entries in the register of members after 330pm on 6 may
2006 or in the event that the meeting is adjourned in such register
less than 48 hours before the time of any adjourned meeting shall 
be disregarded in determining the rights of any person to attend or
vote at the meeting copies of all the directors’ service contracts are
available for inspection at the company’s registered ofﬁce during
normal business hours on business days from the date of this notice
until the close of the meeting and will be available for inspection at 
the place of the meeting for 15 minutes before the meeting and during
the meeting
crest members who wish to appoint a proxy or proxies by utilising
the crest electronic proxy appointment service may do so by
utilising the procedures described in the crest manual crest
personal members or other crest sponsored members and those
crest members who have appointed a voting service providers
should refer to their crest sponsor or voting service providers
who will be able to take the appropriate action on their behalf in
order for a proxy appointment made by means of crest to be valid
the appropriate crest message a ‘crest proxy instruction’ 
must be properly authenticated in accordance with crestco’s
speciﬁcations and must contain the information required for such
instructions as described in the crest manual the message must 
be transmitted so as to be received by the issuer’s agent id ra 10 
by the latest times for receipt of proxy appointments speciﬁed in the
notice of meeting for this purpose the time of receipt will be taken 
to be the time as determined by the timestamp applied to the
message by the crest application host from which the issuer’s
agent is able to retrieve the message by enquiry to crest in the
manner prescribed by crest 
crest members and where applicable their crest sponsors or
voting service providers should note that crestco does not make
available special procedures in crest for any particular messages
normal system timings and limitations will therefore apply in relation
to the input of crest proxy instructions it is the responsibility of the
crest member concerned to take or if the crest member is a
crest personal member or sponsored member or has appointed 
a voting service providers to procure that his crest sponsor or
voting service providers takes such action as shall be necessary
to ensure that a message is transmitted by means of the crest system
by any particular time in this connection crest members and
where applicable their crest sponsors or voting service providers
are referred in particular to those sections of the crest manual
concerning practical limitations of the crest systems and timings
the company may treat as invalid a crest proxy instruction in the
circumstances set out in regulation 35 5 a of the uncertiﬁcated
securities regulations 2001 64 arena leisure plc annual report 2005
five year record
y ear to y ear to y ear to y ear to y ear to
31 december 2005 31 december 2004 31 december 2003 31 december 2002 31 december 2001
ifrs ifrs uk gaap uk gaap uk gaap
£000 £000 £000 £000 £000
turnover 40747 37229 29094 25106 22954
operating proﬁtloss before discontinued operations 
and exceptional items 6727 5174 4698 2625 87
tangible ﬁxed assets 70615 68867 55834 54824 54531
net assets 59773 57196 51897 94074 100861
the principal adjustments that would be made to the uk gaap results to comply with ifrs relate to the treatment of goodwill leases
dividends and sharebased payments
excludes arena online services ltd which was discontinued during 2004
shareholder information
analysis of shareholders
number of shareholders 6313 as at 24 february 2006
shareholders  shares 
1000 and under 501 04
1001 to 5000 340 15
5001 to 10000 69 09
10001 to 100000 71 37
over 100000 19 935
held by
banks 01 81
nominee companies 75 346
other corporate bodies 12 504
individuals 912 69 principal bankers
bank of scotland
new uberior house
11 earl grey street
edinburgh eh3 9bn
stockbroker
numis securities ltd
cheapside house
138 cheapside
london ec2v 6lh
financial advisors
investec bank uk limited
2 gresham street
london ec2v 7qp
deutsche bank
winchester house
1 great winchester street
london ec2n 2db
registrar and transfer office
capita registrars
the registry
34 beckenham road
beckenham
kent br3 4tu
company information
head and registered office
1 hay hill
berkeley square
london w1j 6dh
telephone 440 20 7495 2277
facsimile 440 20 7491 7174
contactarenaleisureplccom
www arenaleisureplccom
company secretary
robert mercer fcma
registered number
857819
auditors
bdo stoy hayward llp
8 baker street
london w1u 3ll
solicitors
freshfields bruckhaus deringer
65 fleet street
london ec4y 1hs
kirkpatrick  lockhart nicholson graham llp
110 cannon street
london ec4n 6ar
designed by williams and phoa
arena leisure at a glance
arena leisure plc stages 25 of all horseracing in the uk our portfolio of
racecourse assets provides a solid base for the future development of the
group continued focus on improving our fixture list increasing attendance
and expanding nonracing facilities will enable us to develop venues which
operate for 365 days a year
horseracing mediabroadcast
at the races
uk irish and international horse
racing on sky  ntl ntl ireland
telewest and chorus average
monthly reach over 12 million
income streams
• advertising sponsorship 
and teletext
• international distribution
• interactive betting and gaming
• live web streaming and 
video archive
• casino and poker
• distribution to uk 
commercial premises
doncaster
101 acres leasehold
29 race meetings 2005
3 share of uk horserace 
betting turnover
2 of uk race meetings
224000 attendance 2005
other information
• closed undergoing major 
redevelopment
• home of the st leger the world’s
oldest classic horse race
• flat turf and national 
hunt racing
• exhibition centre
wolverhampton
105 acres
97 race meetings 2006
4 share of uk horserace 
betting turnover
7 of uk race meetings
76000 attendance 2005
other information
• the uk’s busiest racecourse
• only floodlit all weather track
• only racecourse in the uk 
with an onsite hotel
worcester
100 acres leasehold
21 race meetings 2006
1 share of uk horserace 
betting turnover
1 of uk race meetings
48000 attendance 2005
other information
• summer jumps track
• popular family racecourse
royal windsor
167 acres
27 race meetings 2006
2 share of uk horserace 
betting turnover
2 of uk race meetings
135000 attendance 2005
other information
• the ‘jewel in the crown’
• affluent residential london 
and tourist market
• popular summer monday 
evenings fixtures
lingfield park
450 acres
90 race meetings 2006
6 share of uk horserace 
betting turnover
6 of uk race meetings
168000 attendance 2005
other information
• all weather and turf track
• championship golf course
• sports and leisure club
• second busiest racecourse 
in the uk
folkestone
203 acres
23 race meetings 2006
2 share of uk horserace 
betting turnover
2 of uk race meetings
37000 attendance 2005
other information
• five minutes from the 
channel tunnel
• railway station and 
immediate motorway access
• kent’s only racecourse
southwell
145 acres
75 race meetings 2006
5 share of uk horserace 
betting turnover
6 of uk race meetings
70000 attendance 2005
other information
• all weather and turf track
• golf course
• third busiest racecourse 
in the uk arena leisure plc annual report 2005
annual report 2005
arena leisure plc
1 hay hill
berkeley square
london w1j 6dh
telephone 440 20 7495 2277
facsimile 440 20 7491 7174
www arenaleisureplccom


Summary:
 i am delighted to report on another 
successful year for arena leisure plc 
with strong performances from both our
racecourse division and our media rights
company  at the races
2 arena leisure plc annual report 2005 2 arena leisure plc annual report 2005 2 arena leisure plc annual report 2005
chairman’ s statement
share of atr’s post tax result which was a loss
of £15m 2004 proﬁt £06m included within
the 2005 result is a tax credit for consortium
relief of £05m 2004 £49m and £09m of
exceptional costs 2004 £09m representing
in 2005 legal costs incurred in connection with
two legal disputes in the ﬁrst case against the
british horseracing board ‘bhb’ uk legal
history was made when the judge found in
favour of atr ruling that the bhb had abused 
its dominant position the bhb has since
decided to appeal against this ruling although
we remain conﬁdent in the second case in
which atr is claiming around a net £30m in
outstanding rebates from the 30 racecourses
not currently afﬁliated to atr following the
termination of media rights agreements in
2004 the court hearing is scheduled to begin
on 13 march 2006 atr remains conﬁdent of 
a positive outcome
overall proﬁt before tax was £45m 
2004 £49m and earnings per share from
continuing operations were 124 pence 
2004 141 pence adjusting for oneoff 
gains and losses in 2004 and 2005 in order to
give a more useful indication of underlying
i am delighted to report on another successful
year for arena leisure plc ‘arena’ with 
strong performances from both our racecourse
division and our media rights company 
at the races ‘atr’we also acquired the
rights to redevelop and operate doncaster
racecourse home of the world’s oldest 
classic race the st leger
the results achieved in 2005 conﬁrm the
enormous operating improvements that have
been achieved turnover increased by 94 to
£407m 2004 £372m proﬁt from operations
on the new ifrs basis increased by 300 to
£67m 2004 52m adjusting the 2005 result
for oneoff gains and losses in order to give 
a more useful indication of underlying
performance see note 11 for details the
adjusted proﬁt from operations was £63m
a rise of 216
at the races performed successfully in its 
ﬁrst full year of operation since its relaunch 
in june 2004 arena’s share of atr’s adjusted
operating loss see note 11 for details
reduced dramatically by 73 to £10m 
2004 £37m under the new ifrs accounts
presentation arena is required to disclose its arena leisure plc annual report 2005 3
performance see note 11 for details
adjusted earnings per share from continuing
operations increased in 2005 by 312 to 
132 pence 2004 032 pence
2005 was also a year of change for the
company  no more so than on the board
on 1 october 2005 mark elliott replaced 
ian penrose as chief executive of arena
i would like to thank ian for the enormous
energy and dedication that he brought 
to arena during his time here as finance
director managing director and chief
executive ian has left the company in 
a very strong position and he can be 
justiﬁably proud of his achievements here
mark elliott is the former chief executive 
of wembley plc having previously been its
finance director during mark’s seven year
tenure on the board of wembley  the company
operated ten greyhound tracks in the uk and
usa and one horseracing track in the us as
well as wembley stadium and wembley arena
and a variety of businesses providing services
to uk leisure venues he therefore brings 
a wealth of experience relevant to arena
on 1 november 2005 raymond mould 
joined the board as nonexecutive deputy
chairman raymond a qualiﬁed solicitor
has an outstanding track record in the uk
corporate world particularly in the property
development industry  he also has a close
association with the horseracing industry 
owning the 2002 grand national winner
bindaree he is currently chairman of london
 stamford investments and was executive
chairman of pillar property plc until may 2005
when it was acquired by british land plc for
£811m at the same time john barnes retired
from the board and i would like to thank him for
all of his work at arena he had been a board
member since the company’s formation 
in 1997 and had made an extraordinary
contribution to arena’s growth over that time
having been on the arena board for ﬁve 
years and chairman for over four years i have
decided now is the right time for me to retire
from the board i will therefore leave the board
at the annual general meeting ‘agm’ on 8
may 2006 handing over the role of chairman
to raymond mould i am extremely privileged
to have been chairman through a period of
such progress for arena and to leave it facing 
a bright futurewith raymond and mark at 
the helm i am satisﬁed that arena is in very
safe hands as it faces the opportunities and
challenges that lie ahead i expect also to
announce the appointment of a new non
executive director on or before the agm
i am extremely grateful to all of my fellow
directors and all of our employees for their
dedication and hard work over this eventful
year and indeed the support and loyalty they
have given me in my years as chairman their
focus and determination to give every one of
our customers the best experience possible 
is fundamental to the success of the company
and i thank them all for their commitment
as a result of the strong performance this 
year an interim dividend of 025 pence per
share was paid in october and the board 
has proposed a ﬁnal dividend for 2005 of 02
pence per share this will give a total dividend
in relation to 2005 of 045 pence per share – an
increase of 50 over the 03 pence per share
declared in 2004 this dividend is proposed to
be paid on 12 may 2006 to shareholders on the
register on 31 march 2006
2006 has started well with our all weather
racecourses performing well during 2006
it is expected that a number of new all
weather surfaces will become operational 
at racecourses around the country  i see this 
as a tribute to the work that arena has put in 
to raising the standards and proﬁle of all
weather racing in this country since we 
ﬁrst introduced the polytrack racing surface 
in 2001 at lingﬁeld parkwe welcome
competition which i have no doubt will 
bring out the best in the arena team as well 
as give us opportunities to extend the role 
of all weather racing in the uk
in december arena was delighted to
announce that agreement had been reached
for an arena subsidiary to acquire the 
rights to redevelop and operate doncaster
racecourse – the home of the world’s oldest
classic race the st leger – on a 99year lease
commencing upon completion of the
redevelopmentwork on the exciting
redevelopment has now commenced
the uk horseracing industry faces a number 
of challenges in the coming years most
importantly the need to ﬁnd a commercial
replacement for the levy before 2009 and also
an acceptable future home for the totewithin
the ever changing world of uk horseracing i am
conﬁdent that arena is well placed to capitalise
on the exciting value enhancing opportunities
in front of it to help the industry as a whole
move forward and to continue to deliver a
growing proﬁt stream for its shareholders
my thanks to you all for your continued support
of arena leisure
roger withers
chairman
28 february 2006
05
04
03

02

turnover
£million
407
372
291
251
05
04
03

02

operating profit
£million
67
52
47
26
05
04
03
02
dividend
pence per share
045
03
–
–
 excluding discontinued operations
and exceptional items