sportingbet plc annual report 2012
 annual 
report 
2012 contents
overview
01 highlights
02 chairman’s statement
business review 
04 chief executive’s review
06 europe
08 australia
10 key performance indicators
12 corporate social responsibility
17 financial review
18 management of principal risks
22 board of directors
governance 
24 corporate governance statement
28 directors’ report
31 remuneration report
39 regulatory developments 2012
financials 
42 independent audit report 
43 consolidated statement of 
comprehensive income
44 consolidated balance sheet
45 consolidated statement of changes 
in equity 
46 consolidated cash flow statement
47 notes to the financial statements
73 parent company independent  
audit report
74 parent company balance sheet
75 notes to the parent company 
financial statements
80 shareholders’ information
82 financial summary
83 corporate directory
was
one of the first
and remains one
of the leading
online gaming
companies
in the world
sportingbet 01
sportingbet plc annual report 2012
gross gaming revenue by product – 2012
2012 2011
sports 76 71
casino and games 18 21
poker 6 8
sports revenue breakdown – 2012
2012 2011
football 460 590
australian horseracing 330 210
mixed sport multiples 35 38
basketball 35 42
tennis 45 44
horseracing 11 09
other 84 67
gross gaming revenue by domain – 2012
2012 2011
australia 428 179
other 155 148
greece 94 142
spain 74 132
turkey 71 224
emerging markets 48 51
germany 47 48
uk 46 45
czech republic 37 31
highlights
overview
group financial highlights for the year
2012 
£m
20011
£m
amounts wagered 23492 20539
total revenue 1889 2063
ebitda
1
568 514
adjusted operating profit
1
322 381
operating lossprofit 391 244
adjusted diluted eps
1
 p 53 63
diluted eps p 68 39
dividend per share p 17 17
1 adjusted to exclude exceptional items of £716m 2011 £108m share option 
charge and amortisation of acquired intangible assets
group 
 amounts wagered up 14
 80 of revenue derived from regulated andor 
taxed territories
 centrebet acquisition completed 31 august 2011
 disposal of turkish language website completed 
21 november 2011
 final dividend of 11p making a total for the year 
of 17p 2011 17p
australia
 australia’s leading fixed odds internet and phone 
bookmaker by amounts wagered 
 amounts wagered online up 82 like for like 
up 11
 integration of centrebet successfully completed 
with realised synergies of £15m pa £52m higher 
than originally planned
 new mobile apps for both brands and new 
centrebet website launched in june
 amounts wagered on mobile up 339 now 
accounting for 28 of revenue and 40 of players 
europe and emerging markets
 amounts wagered down 30 like for like 
down 9
 inplay continues to produce industry leading 
margins of 97
 new inplay console launched offering enhanced 
user experience
 mobile penetration in uk and spain now up 
to 30
 spanish danish maltese italian licences obtained 
 betting taxes rose by a net £94m 
 european cost base reduced with £15m annualised 
costs removed 02
sportingbet plc annual report 2012
overview
chairman’s 
statement 
this has been a year of significant change 
and progress for the group in particular 
in august 2011 the acquisition of the 
australian focused centrebet business 
was completed making the company 
the largest fixed odds internet and phone 
bookmaker by amounts wagered in the 
country this was followed in november 
by the disposal of our turkish language 
website these corporate transactions 
together with the passing of online gaming 
laws in two of our largest markets greece 
and spain have seen our revenue mix 
shift decisively towards licensed and taxed 
jurisdictions the group’s revenue derived 
from regulated andor taxed countries has 
risen to a current run rate of over 80
i am also pleased to announce a strong 
set of financial results for the year with 
amounts wagered up 14 to £2349m 
and ebitda increasing 11 to £568m 
despite some significant challenges 
encountered during the year 
based on our experience of the 
regulated australian market an initial 
reduction in profitability resulting 
from the implementation of taxes is 
more than offset in the medium term 
new opportunities resulting from the 
increased ability to advertise improved 
trustworthiness and better payment 
processing efficiency combined with an 
existing strong brand presence provide 
an enhanced platform for medium‑term 
profit growth as a result the group is in 
a stronger position to capitalise on stable 
well regulated and growing markets
the long‑term prognosis for the industry 
remains positive as the size of the online 
fixed odds sports betting market increases 
each year due to more customers being 
able to access the product through 
increased broadband penetration and 
the growth in smartphones and tablets 
although this growth can be disguised 
by the short‑term impact of regulation 
or economic recession it is still evident 
in certain countries or channels the 
mobile channel is currently demonstrating 
significant growth in our largest market 
australia with the percentage of revenue 
derived from mobile increasing from 
5 last year to 28 in july 2012
in australia the acquisition and integration 
of centrebet was completed on schedule 
with higher synergy benefits realised than 
originally planned online sports betting 
remains a very attractive growth market 
as customers turn away from retail tote 
products the division now accounts for 
over half of group revenue on a proforma 
basis and is currently the key driver and 
component of the group’s profits
in europe the disposal of the turkish 
language website the passing of online 
regulations in our two largest markets 
greece and spain and the current economic 
difficulties have warranted the investment 
of significant management time the 
business has undertaken a restructuring 
programme resulting in a reduction in 
fixed costs of £15m pa which leaves 
a cost base that is expected to produce 
a profit at budgeted revenue levels 
peter dicks
chairman 03
sportingbet plc annual report 2012
the emerging markets division has had 
an excellent year and continues to provide 
the group with the benefits of operating 
across a broad geographic base the 
medium‑term possibilities presented by 
the division are significant as customers 
increasingly take up our fixed odds sports 
betting offering in africa and south america
our overall strategy of providing a first 
class sports betting product and offering 
customers an unprecedented number of 
betting opportunities at all times of the day 
remains unchanged sports betting remains 
our core focus as it offers the greatest scope 
to differentiate our product from competitors 
and provides significant barriers to new 
entrants our long‑term trading strategy 
has been consistently executed leveraging 
our proprietary best‑in‑class trading 
technology resulting in the delivery of an 
outstanding trading performance with best 
in class margin to provide a comprehensive 
suite of products for our customers we 
supplement the core sports offering with 
casino games and poker products bought 
in from the leading suppliers in the industry 
finally i am pleased to announce that 
the board has proposed a final dividend 
of 11p 2011 11p this brings the total 
dividend for the year to 17p 2011 17p
“ the group is now 
well positioned 
to capitalise  
on stable 
well regulated 
growing markets” 04
sportingbet plc annual report 2012
business review
chief 
executive’ s 
review
sportingbet is one of the world’s leading 
online gaming operators with divisions 
focused on australia europe and emerging 
markets the group’s australian division 
is based in darwin and sydney operating 
under a licence provided by the northern 
territory government the european 
operation is based in the channel islands 
and malta operating under licences 
provided by the alderney gambling control 
commission spain italy denmark and 
malta this is supported by an operational 
centre in dublin providing customer services 
and administrative support in total the 
group now employs over 690 people 
 
betting on sports is at the heart of the 
sportingbet business accounting for 76 
2011 71 of group gross gaming revenue 
football has been our main product for 
many years accounting for 46 of gross 
gaming revenue however the reshaping of 
the group has resulted in a better diversified 
revenue stream with 33 coming from 
australian horse‑ racing the commitment 
to offering a wide range of betting markets 
remains with over 31 sports covered
inplay betting whilst the event is happening 
remains a very significant component of 
revenue in our european and emerging 
markets business accounting for 61 of 
the amounts wagered our inplay margin 
of 97 2011 99 continues to be 
the highest in the industry as a result of 
our experienced trading team bespoke 
technology and wide product offering 
while sports betting remains the focus 
of the business we provide a complete 
range of other gaming products to our 
customers including casino games and 
poker casino and games contribute 18 
of group gross gaming revenue whilst 
poker makes up the remaining 6 these 
products are not offered to our australian 
customers due to regulatory constraints 
andrew mciver
group chief executive 05
sportingbet plc annual report 2012
outlook
the group has had a solid start to the new 
financial year in line with our expectations
with over 80 of our revenue coming from 
regulated countries we are confident that 
the increased advertising opportunities 
improved payment processing and 
stable business platform provided by 
our regulated market presence will drive 
profitable growth in the medium term
whilst the economic outlook remains 
challenging our robust position gives us 
confidence for the current financial year 
“ b et t i n g o n 
sports is at 
the heart of 
the sportingbet 
business 
accounting 
for 76 
of group  
gross  
gaming  
revenue” 06
sportingbet plc annual report 2012
business review
europe
the european business incorporating the 
financial results for the emerging markets 
division has experienced a year of change 
with the disposal of the turkish language 
website and the implementation of new 
regulatory and tax regimes in some of 
its markets including two of its largest 
spain and greece in addition the difficult 
economic conditions across much of 
europe have depressed trading these 
factors have seen the amount wagered on 
sports decrease by 31 to £8140m 2011 
£11746m ngr also fell to £1037m 2011 
£1668m down 38 although this was 
also partly due to new gambling taxes paid 
during the year of £113m underlying ngr 
at constant currency taking into account 
the disposal of turkey and the increases 
in taxes fell by 12 however during the 
period our spanish website was also closed 
for two months due to a court injunction 
which accounted for 3 of this decrease 
greece which accounted for 5 of group 
amounts wagered had a particularly 
tough year due to economic conditions 
and the passing of the online gaming 
bill in august 2011 amounts wagered 
fell by 21 following a decrease of a 
similar size in 2011 of 22 ngr fell by 
a larger percentage 37 largely due to 
the imposition of the 30 gaming duty 
greek tax net of our partner’s share 
has been paid or accrued totalling £72m 
in the period our business remains the 
online market leader in the country
our spanish business which operates under 
the brand name miapuesta accounted 
for 6 of group amounts wagered it 
was a difficult year for the business as 
it encountered several headwinds the 
introduction of a 25 ngr tax in the may 
2011 online gaming bill were compounded 
by difficult economic conditions and a two 
month enforced closure of the website 
due to an injunction from a spanish land 
based casino operator despite the closure 
of the website and the regulatory ban 
preventing the contacting of previous 
customers the opening of the new 
licensed website on 5 june has proved the 
resilience of our market leading brand 
by september 2012 the business had 
recovered ahead of our expectations with 
around 50 of the sportsbook actives 
levels seen in the previous year casino 
and games has seen a more pronounced 
fall in the initial period of 85 in ngr 
which we are unlikely to see significantly 
improve due to the product restrictions 
introduced by the regulatory regime 
the continued introduction of regulation 
in many of our european markets is a 
development we welcome as it provides 
greater certainty for the continuity of future 
income streams and increased consumer 
protection although the initial impact is to 
reduce profits as gaming duty is absorbed 
and product restrictions are implemented 
there is also evidence from countries such 
as italy and australia that the market size 
increases substantially post regulation 
if this is the case in countries such as 
greece and spain where our brands have 
enjoyed a market leading position over the 
last few years we are well positioned to 
recover profitability in the medium term
one of the difficult aspects of regulation 
is that it absorbs management and it 
resources this has been particularly the 
case over the last year as spain denmark 
and italy have all awarded licenses to the 
group however as it resources have been 
freed they have been redirected towards 
improving the product and customer 
experience our new and improved inplay 
console was rolled out with enhancements 
including improved navigation content 
and personalisation features 
 
in january 2012 we acquired two danish 
companies for a total of £8m which 
compliment our existing sportingbet and 
centrebet brands although the danish 
market is relatively small we believe 
that the regulatory regime introduced 
is fair and gives the group a strong 
possibility of showcasing our products 
and building a strong market position 
2012 2011 –
sports actives 426016 429154 –1
sports bets 728m 789m –8
sports betsactive 171 184 –7
sports bet size £1128 £1501 –25
yield per sports active £160 £277 –42
casino and games bets 5877m 5814m 1
casino and games bet size £257 £243 6 07
sportingbet plc annual report 2012
in november 2011 our turkish language 
website which had accounted for 26 of 
european and emerging markets revenue 
in the first quarter was sold the group’s 
strategy has been to move towards 
increasing the proportion of regulated 
earnings and it was recognised that the 
turkish market was unlikely to licence in a 
suitable manner for the foreseeable future 
the european cost base has been 
restructured to reflect the significant loss of 
income from the turkish disposal and the 
implementation of gaming duty in some 
markets as mentioned above the fixed 
cost base has been reduced by £15m pa 
approximately 25 of the 2011 total for 
a cash outflow of £5m the restructuring 
was completed in july 2012 and the 
current cost base is suitable for the scale 
of the business and its planned revenue
the economic recession felt in our largest 
european markets has impacted the 
number of sports actives which fell by 1 
however by providing markets to bet on 
every minute of every day we limited the fall 
in the number of sports bets placed to 8 
at 728m 2011 789m and the number of 
bets per customer fell to 171 2011 184 
both the average bet size and the yield per 
sports active decreased to £1128 2011 
£1501 and £160 2011 £277 respectively
once again the european business produced 
an industry leading sports margin of 
83 2011 100 inplay betting in our 
european business accounted for 66 of 
the value of bets placed during the year and 
a gross margin of 97 the development 
of our inplay service continued during the 
year with the number of events offered 
rising by 14 to 67548 the number 
of markets per event has also risen with 
derivative programmes which improve the 
accuracy and consistency of returns being 
rolled across several sports in addition to 
those already used in our football product
the emerging markets division saw ngr 
fall 12 1 at constant currency as the 
2011 copa america comparatives were high 
and our south american businesses had 
no comparable competition in this financial 
year our licensed south african business 
recorded growth in amounts wagered 
of 117 which is the fourth consecutive 
year that growth has exceeded 100 
looking forward to the coming financial 
year we expect to see our competitive 
position and market share further enhanced 
by the release of a licensed mobile betting 
product in south africa in the first quarter 
the mobile penetration rate in south 
africa is rapidly approaching the 100 
mark with the recent introduction of 
significantly lower‑ cost mobile broadband 
services the expectation is for a significant 
increase in the number of high speed 
data subscribers capable of accessing our 
products and services via mobile devices 
mobile usage has risen to around 15 to 
30 in our more mature domains with 
the take up varying widely from country 
to country depending on smartphone 
penetration those customers using 
smartphones tend to spend more across both 
online and mobile channels we now have a 
sportingbet or miapuesta application in the 
apple app store in every regulated market
casino and games gross revenue fell 
by 20 to £378m 2011 £475m our 
industry leading product range led to 
a 1 increase in the number of bets 
but the difficult economic conditions 
and regulatory restrictions in markets 
such as greece and spain caused a 6 
decrease in the average bet size 
poker gross revenue decreased to £113m 
2011 £177m in challenging market 
conditions exacerbated by the significantly 
larger liquidity offered by a market dominant 
competitor towards the end of the year 
we launched a multi‑ room solution for 
poker to give paradise poker customers 
the widest available range of tables 
tournaments features and promotions 
our casino and games and competitive 
poker product remain an essential part of 
our offering creating a “one stop shop” 
proven to increase customer loyalty  08
sportingbet plc annual report 2012
business review
australia
no 1 for
online
gambling 09
sportingbet plc annual report 2012
australia is one of the world’s largest 
sports betting markets and one of the 
most advanced in terms of regulation and 
tax following market liberalisation in late 
2008 since 2008 sportingbet has been 
able to compete on a level playing field 
with the incumbent tote operators and has 
consequently experienced an internet ngr 
cagr of 34 supported by a cagr of 31 
in the number of actives as customers have 
moved online to bet on fixed odds due to 
the stability of the regulatory regime the 
size of the market and its growth rates 
the australian market is one of the most 
attractive in the world hence the group 
further consolidated its position in the 
market through the acquisition of centrebet 
on 31 august 2011 the integration of 
centrebet and sportingbet operations was 
completed by the end of june 2012 in the 
latest independent report on the market for 
the year ended june 2011 the internet and 
phone channels to market accounted for 
27 of the total australian sports betting 
market the sportingbet and centrebet 
brands account for 36 of this growing 
segment of the market or 10 of the 
overall australian sports betting market
amounts wagered in australia increased by 
82 from £820m to £14931m resulting 
in a pre‑ gaming duty margin of £1011m 
2011 £470m the underlying like for 
like growth rates were impressive with 
amounts wagered up 11 and ngr up 
31 continuing the strong growth rates 
experienced over the last few years market 
data suggests that the customers who use 
our products tend to be satisfied loyal high 
value and frequent visitors to the site which 
reflects the breadth of our product offering 
after accounting for gambling taxes and 
product fees of £191m 2011 £99m the 
post tax margin increased by 120 from 
£372m to £820m at a margin of 55 
2011 49 the rise in margin is driven 
by the change in business mix as customers 
continued to move towards higher margin 
mobile and internet products mobile 
revenue which generates a margin of 
98 rose 369 driven by an increase of 
214 in the number of actives revenue 
from customers betting over the internet 
continued to grow strongly with actives 
up 6 and ngr rising 18 these two 
channels to market now account for 78 
of total revenue and have more than offset 
the decrease experienced in the low margin 
legacy telephone business which fell 1 
and now accounts for just 22 of revenue
the integration of centrebet was completed 
in line with the original time schedule both 
the sportingbet and centrebet brands have 
been retained and are continuing to be 
aimed at different sectors of the market the 
support functions such as trading customer 
service it and finance have been integrated 
to achieve maximum synergies whilst at 
the same time ensuring that the product 
remains the most advanced fixed odds 
racing and sports experience in australia 
the original estimate of the synergies was 
£98m as the integration progressed more 
synergies were identified than were originally 
envisaged especially in areas such as it and 
management the final level of synergies 
obtained were £15m pa which equates 
to around one third of centrebet revenue 
the cash cost of obtaining the synergies 
was slightly higher than planned at £8m 
rather than the initial estimate of £5m
both brands are now operating out of the 
same office locations and the centrebet 
brand has been transferred onto the 
sportingbet proprietary owned it platform 
for both the website and the mobile 
products at acquisition the combined 
headcount of the two companies was 341 
with centrebet having 225 staff after 
the full integration of it and restructuring 
of all departments sportingbet group 
australia now comprises 216 staff 
during the year sportingbet successfully 
recovered gst of aus91m from 
the australian tax office relating to 
overseas wagers this amount has been 
included within exceptional items
in may a court case in new south wales 
upheld the validity of product fees being 
based on a turnover percentage of amounts 
wagered rather than as a percentage 
of ngr as a result victoria changed to 
a turnover based tax and queensland 
increased its tax rate resulting in an 
expected rise in tax payable of around 
aus6m in the financial year 2012–13
there is the medium‑term possibility of 
significantly increasing profitability if the 
australian government regulates to allow 
betting inplay online casino games and 
poker the productivity commission report 
in january 2010 recommended regulation of 
all products and the present government has 
initiated a review of the interactive gaming 
act the final results of the consultation 
process and any proposed changes to the 
draft law have not yet been published
2012 2011 –
internet
sports bets 392m 264m 49
sports betactive 262 341 –23
sports bets size aus34 aus26 34
sports margin  
post tax 68 68 –
2012 2011 –
telephone
sports bets 15m 14m 8
sports betactive 50 77 –35
sports bets size aus445 aus427 4
sports margin  
post tax 26 25 5
2012 2011 –
mobile
sports bets 77m 09m 710
sports betactive 85 55 54
sports bets size aus37 aus43 –14
sports margin  
post tax 85 83 2 10
sportingbet plc annual report 2012
business review
key performance 
indicators
key performance indicators “kpis” 
enable us to understand what is driving 
our financial performance and give us 
a better understanding of how customers 
are engaging with us
number of sports bets
the number of sports bets is a kpi showing 
us how many bets are placed during a given 
period we can then break these results 
down to track number of bets per active 
per country and per product such analysis 
allows us to monitor engagement ensuring 
our customer interaction is second to none
0 10 20 30 40 50
2011–12
2010–11
2009–10
2008–09
australia million
australia has seen a significant increase 
largely from the acquisition of centrebet 
which accounted for 27 of the sports bets 
in 2011–12 sports bets in the core australian 
business continued to increase at 22 as the 
benefits of mobile and marketing campaigns 
were implemented post the relaxation on 
advertising regulations in september 2008
0 10 20 30 40 50 60
2011–12
2010–11
2009–10
2008–09
europe and emerging markets 
excl turkey million
sports bets experienced a 15 decrease 
on prior year due principally to the current 
economic difficulties which is highlighted 
by the 33 and 9 decreases in spain 
and greece respectively however 
continual investment in mobile betting 
shows an increase in sports bets on 
mobile of 159 on prior year 11
sportingbet plc annual report 2012
sports net gaming revenue margin 
“ngr”
ngr is the amount retained by sportingbet 
from bets placed by our customers net 
of promotional bonuses being able to 
see our ngr percentage year on year 
for each of our individual products 
allows us to make decisions on how 
best to develop these products and 
improve the customer experience 
0 1 2 3 4 5 6
2011–12
2010–11
2009–10
2008–09
australia 
the increase in margin  over the past four 
years reflects the move from telephone to 
internet and mobile betting which generates 
a margin of 98 this move has taken away 
business from its traditional higher but less 
frequent staking telephone customers to 
more low but frequent staking bettors
0 2 4 6 8 10 12
2011–12
2010–11
2009–10
2008–09
europe and emerging markets 
despite a challenging economic climate 
our world class trading team has continued 
to provide an industry leading sports 
ngr  their expertise combined with 
our sole ownership of our technology 
sets us apart from the competition and 
puts us in good stead for the future
sports yield per active
this kpi is a good indicator of how much our 
customers bet and the amount of profit we 
make once their winnings have been paid 
essentially sports yield is the net gaming 
revenue per active sports betting customer
0 100 200 300 400 500 600 700 800
2011–12
2010–11
2009–10
2008–09
australia £
this is a good reflection of the higher margin 
that mobile offers and the move away from 
telephone mobile activities rose 214 which 
drove a 369 increase in mobile revenue
0 50 100 150 200 250
2011–12
2010–11
2009–10
2008–09
europe and emerging markets 
excl turkey £
once again the results are very much 
reflective of the climate in which we find 
ourselves in europe over the past couple 
of years spain and greece which account 
for a combined 17 of ngr were big 
drivers of the decrease in yield per active
active sports customers
this is simply the number of customers 
placing at least one real‑money 
sports bet in the period 
0 50 100 150 200
2011–12
2010–11
2009–10
2008–09
australia thousands 
the 109 rise in active sports customers 
includes the acquisition of centrebet on 
a like for like basis there has been an 11 
increase and this is a measure of our success 
at recruiting and retaining customers the 
significant increases year on year reflects 
the benefits of tv advertising which began 
in the second half of the 2009–10 year 
along with the investments to improve 
both online and mobile offerings 
0 100 200 300 400 500
2011–12
2010–11
2009–10
2008–09
europe and emerging markets
excl turkey thousands
sports actives were 1 down on 2010–11 
despite the closure of the spanish website 
and the regulatory ban preventing the 
contacting of previous customers 12
sportingbet plc annual report 2012
business review
corporate social 
responsibility
we are dedicated to achieving a number of non‑financial 
objectives and recognise the importance of all stakeholders 
in our business developing responsible betting and gaming 
practices to protect vulnerable customers is a key part of this 
commitment we strive to provide a safe and supportive working 
environment for our employees and recognise the importance 
of supporting the local communities in which we operate
social responsibility committee
the committee is responsible for 
reviewing the company’s policies on 
corporate responsibility and stimulating 
group‑wide best practice on matters 
including age verification fraud 
anti‑money laundering responsible 
gaming self‑exclusion and privacy
the committee is chaired by non‑executive 
director brian harris and its other members 
are non‑executive director chris moss 
and the company’s general counsel and 
company secretary daniel talisman who 
also acts as the committee’s secretary 
the board intends to review the composition 
of all committees including the social 
responsibility committee following the 
release of the company’s financial year 
results on 3 october 2012 the committee 
met five times during the last financial 
year the head of compliance and the 
group head of human resources attend 
its meetings and the group chief executive 
is appraised of the committee’s work at 
least twice in the course of the year
appropriate recommendations are made to 
the company’s board terms of reference 
can be viewed on wwwsportingbetplccom 
and are available in writing on request
customers
customers are at the very core of our 
business and we focus on building customer 
relationships centred on trust integrity and 
loyalty we continuously strive to enhance 
the quality of our services for the benefit 
of our customers and our policy on social 
responsibility lies very much at the heart 
of this approach we believe that to 
serve our customers better and in order 
to behave responsibly towards them we 
need to know who they are accordingly 
our customer policies are founded on 
the tenet of “know your customer”
to enable us to get to know our customers 
we use uru and aristotle as independent 
third party suppliers who provide us with 
online age and identity verification services 
customers’ registration details are verified 
against third party suppliers’ databases 
to ensure that they are over 18 years old 
these databases utilise data harvested 
from a variety of global governmental 
and corporate official records containing 
known individuals aged over 18 only 
our efforts to know our customers extend 
beyond collecting documentary evidence of 
people’s identities we seek to understand 
each customer’s individual requirements 
and concerns by closely researching their 
patterns of behaviour by building profiles 
of our customers their gaming activities 
and preferences we can target customers 
with appropriate marketing strategies 
this lies at the heart of our customer 
relationship management policies 13
sportingbet plc annual report 2012
monitoring the different ways in which 
customers spend money and what they 
spend it on provides us with an overall 
understanding of their motivation for 
gambling for almost all of our customers 
online gambling is an entertainment 
pastime and our products promotions 
and culture make their relationship with us 
an enjoyable experience there is always 
however a small minority of potential 
customers who may be either under‑ age 
gamblers or players who are addicted 
to gambling that result in the need for 
comprehensive systems and procedures to 
safeguard their interests as well as our own
we also commit significant time and 
investment to identifying organisational 
and software driven solutions to identifying 
fraud with multi‑player environments 
such as poker we are particularly vigilant 
about the risk of collusion or irregular 
fund movements between participants 
we have designed systems to highlight 
unusual or concerning patterns of play 
we recognise however that nothing can 
ever be entirely secure against determined 
offenders but we are nevertheless focused 
on mitigating such risks as much as possible
employees
our board is of the firm belief that our 
success is due to the quality and commitment 
of our workforce the company’s employee 
management priorities including its 
remuneration and reward strategies 
are based on recruiting and retaining 
the best people in the industry and on 
implementing and encouraging working 
practices that improve productivity 
drive high performance optimise 
costs develop talent and enhance 
employee engagement
the board recognises the need for 
communication with employees at every 
level weekly sales notes and all quarterly 
results announcements are circulated 
to employees and copies of the annual 
report and accounts are also made 
available the company is committed 
to developing ongoing communication 
with all of its employees this is achieved 
through a variety of channels including the 
group’s intranet to ensure that everyone 
is informed of the group’s progress and 
recognises the key roles that they as 
employees play in sportingbet’s success 
annually we have a mechanism in the form 
of a survey to gain feedback from employees 
and “test” the level of engagement within 
the organisation the results of these surveys 
are used throughout the year in order to 
raise sportingbet’s engagement with staff
the group is committed to a policy of 
equal opportunity in matters relating 
to employment training and career 
development of employees and is opposed 
to any form of less favourable treatment 
afforded on the grounds of age disability 
sex marital status sexual orientation 
nationality race or religion we aim to create 
a working environment in which all people 
are able to give of their best there is no 
bullying and harassment or discrimination 
and all decisions are based on merit
health and safety policy
a key component of our corporate 
responsibility policy is to provide safe 
and healthy working conditions for 
our employees we have adopted a 
health and safety policy to implement 
this ambition which covers
•	 identifying hazards in the workplace 
assessing the risks associated with them 
and implementing appropriate preventive 
and protective measures 
•	 safeguarding the health and safety of 
visitors contractors and of any members 
of the general public who could be 
affected by our activities 
•	 ensuring the workplaces under our control 
are maintained in a safe condition without 
risks to health and with safe means of 
access 
•	 providing and maintaining safe equipment 
with procedures in place for reporting 
faulty equipment
•	 providing all employees with sufficient 
information instruction and training to 
enable them to work safely and to raise 
standards of health and safety in the 
workplace for themselves and their 
colleagues
•	 establishing and implementing safe 
methods of work
•	 maintaining procedures to be followed 
in the event of an emergency and
•	 ensuring adequate resources are made 
available to fulfil this policy 
the board is ultimately responsible for 
health and safety specific local managers 
have delegated responsibilities for the 
day to day operation of the health and 
safety policy in their own locations 14
sportingbet plc annual report 2012
business review
group finance director jim wilkinson 
is responsible for ensuring compliance with 
this policy and for health and safety in all 
the company’s offices he is competent 
to advise and assist the board in the 
discharge of their duties under this policy 
regulators and trade bodies
we speak to the relevant industry regulators 
on a regular basis and we seek to deal 
with them in an open and transparent 
manner whenever necessary we recognise 
that working alongside our regulators in 
a co‑operative manner helps us achieve 
our corporate responsibility objectives and 
ultimately our business objectives we believe 
that the gaming industry must demonstrate 
its commitment to self‑regulation and 
we are supportive of the role that the 
industry’s trade associations play 
we are an active member of the remote 
gambling association “rga” holding 
a seat on its executive committee and 
we are represented on various rga 
sub‑committees we have signed up to 
the rga’s codes on social responsibility 
and age verification the provisions of 
which we endorse we are members of 
the european sports security association 
“essa” europe’s leading sports integrity 
monitoring organisation essa protects 
and promotes sporting integrity in three 
ways first by acting as an early warning 
system to alert sports governing bodies and 
regulators of any suspected illegal betting 
among its membership second by working 
with partners in sports and other sporting 
corporate social 
responsibility
stakeholders to implement educational 
campaigns and other grass‑ roots activities 
aimed at tackling the problem of match 
fixing third by acting as a leading voice 
in international dialogue aimed at finding a 
lasting solution to the problem of corruption 
in sport we are also a member of gamcare 
and advertise the charity on our website
we invest time and resources in meeting 
and communicating with officers and 
politicians of governments and national 
online gaming licensing authorities our 
management remains committed to playing 
its part in promoting the value of legislation 
that will lead to a regulated approach to 
the industry not least as a mechanism 
for protecting the vulnerable elements 
of society from unscrupulous operators
community liaison
we believe that it is important to support 
and contribute to the local communities 
around the group’s various geographical 
locations accordingly in order to 
encourage a socially integrated work 
environment we have invested in the 
local communities in which we operate 
in guernsey where the company’s primary 
licence and operations are based the 
company has invested a significant amount 
of time and money into the local community 
including sponsoring the guernsey football 
club the rising stars fund that supports 
guernsey’s elite athletes guernsey table 
tennis the channel islands athletics club 
and local events such as the sportingbet 
channel islands sports personality of the 
year awards and the inaugural guernsey 
community foundation awards which 
celebrates individuals and companies that 
contribute to the guernsey community
in antigua where the group held 
sports betting and gaming licences for 
many years the company continues 
to donate a significant sum of money 
to the island academy international 
school to fund bursaries for a number 
of less privileged local children
in the united kingdom we support the 
home office funded scheme tackling knives 
action programme in the west midlands 
this programme has been implemented 
through “braveheart” – a scheme which 
takes youth leaders policemen former gang 
members and community workers into the 
scottish islands for a week to improve their 
leadership skills self reliance and confidence 
in conjunction with the wolverhampton 
wanderers fc community trust we have 
sponsored three of its employees to act as 
members and to join youth leaders on this 
scheme and we are working with west 
midlands police and community groups 
in the area to encourage other companies 
to join the “braveheart” programme
recognising that some customers may 
be affected by gambling dependency the 
company has continued to provide funding 
in the uk to the great foundation formerly 
known as the responsibility in gambling 
trust the company has also made  15
sportingbet plc annual report 2012
mobile app
the fastest growth area within the 
business our mobile sports betting 
solution is available in 14 domains 
worldwide it has been developed both 
as a mobile website to support almost 
all mobile devices and natively where 
it’s deployed in numerous apple app 
stores from the uk to australia
from2 
to30
mobile 
users
donations to the following organisations and 
charities the island academy international 
school in antigua heros homing 
ex‑racehorses organisation scheme friends 
of israel sport centre for the disabled and 
sponsorship of a lords taverners’ celebrity 
cricket event in the channel islands 
environmental management
although as with many online businesses 
sportingbet causes a relatively low 
level of environmental damage we 
nevertheless monitor our impact on the 
environment and we take environmental 
management seriously we believe that 
minimising the group’s impact on the 
environment goes hand in hand with 
operating efficiently and reducing waste 
this approach also minimises the risk of 
reputational damage to the group 
we are committed to bringing about 
continuous improvement in reducing our 
adverse environmental impact by reducing 
our employees’ reliance on transport 
where necessary and in certain areas of 
consumption and waste management
our environmental policy includes
•	 complying with all relevant national 
and regional legislation as a minimum 
standard
•	 complying with codes of practice and 
other requirements such as those specified 
by regulators
•	 promoting practical energy efficiency 
and waste minimisation measures
•	 requiring each office to recycle its 
paper waste 16
sportingbet plc annual report 2012
business review
corporate social 
responsibility
responsible business accreditation
recognising the importance of having 
responsible business practices at the core 
of our operations the social responsibility 
committee engaged goodcorporation 
limited in february 2012 to assess our 
policies procedures and operations 
this is the start of a programme to gain 
goodcorporation accreditation – a globally 
recognised kite mark for responsible 
business practice endorsed by the institute 
of business ethics to achieve accreditation 
goodcorporation developed a bespoke 
framework of standards that address the 
interests of all our stakeholders including 
employees customers and suppliers as well 
as the community and environment in which 
we operate the framework also includes 
criteria focusing on responsible gaming 
controls following goodcorporation’s 
initial assessment we are implementing a 
comprehensive programme of operational 
enhancements to policies and practices 
in every area of the framework to 
meet accreditation requirements
•	 encouraging the use of public transport 
and environmentally friendly modes of 
transport where this is practicable and
•	 providing a shared inter‑office it network 
and communications technology that 
reduces the need for business travel 
in order to achieve this sportingbet
•	 ensures employees are trained and 
motivated to conduct their activities in 
an environmentally responsible manner
•	 reviews the policy on a regular basis to 
take into account any new developments 
in environmental management and
•	 allocates sufficient management resources 
to ensure effective implementation of the 
environmental policies
facilities for recycling office waste are in 
place at our offices during 2011–2012 our 
offices recycled waste paper spent toner 
and ink cartridges obsolete computer 
hardware printers and mobile phones
the head of compliance is responsible 
for the implementation and monitoring 
of the environmental policy the 
environmental policy is reviewed by 
the social responsibility committee 17
sportingbet plc annual report 2012
financial
review
as a percentage of amounts wagered the 
european and australian sports ngr were 
76 and 55 respectively 2011 93 and 
45 however amounts wagered and ngr 
are stated after a deduction for customer 
bonuses of £189m 2011 £203m without 
the bonus deduction the equivalent numbers 
would have been 83 and 58 2011 
100 and 49
costs excluding exceptional items share 
option charge and amortisation in the year 
were £1567m 2011 £1682m accounting 
for 830 of total revenue 2011 815
operating profit before exceptional items 
share option charge and amortisation for 
the year decreased 15 to £322m 2011 
£381m 
earnings before interest tax depreciation 
and amortisation before exceptional items 
and share option charge increased 11 
to £568m 2011 £514m 
operating loss after other income from the 
turkish language website disposal of £107m 
2011 nil exceptional costs of £716m 2011 
£108m share option charge of £76m 
2011 £12m and amortisation of acquired 
intangible assets of £18m 2011 £17m 
was £391m 2011 £244m profit
net finance cost was £64m 2011 £06m 
corporation tax credit of £01m 2011 £31m 
payable was receivable mainly in relation to 
the australian business this was mitigated 
this year by the integration costs however 
as no losses will be carried forward a full tax 
rate is expected to be paid in future years
 
exceptional costs totalled £716m 2011 
£108m further details are given in note 4 
of these costs £534m has resulted in a cash 
outflow this year and a further £46m will be 
cash outflows in future periods 
adjusted basic earnings per share before 
exceptional items share option charge and 
amortisation was 55p 2011 66p diluted 
earnings per share before exceptional items 
share option charge and amortisation was 
53p 2011 63p basic group statutory 
earnings per share was 68p 2011 39p
as at 31 july 2012 the group had £424m 
2011 £1802m of cash and liquid resources 
on its balance sheet after taking into 
account £290m 2011 £227m of customer 
liabilities and £8m of bank loans net cash 
at the period end stood at £54m 2011 
£299m 
amounts wagered for the year ended 31 
july 2012 grew by 14 to £23492m 2011 
£20539m earning net gaming revenue 
“ngr” of £1857m 2011 £2040m down 
9 on the prior year at constant currency 
and taking into account our exit from turkey 
the introduction of gaming duty in some of 
our largest markets and the acquisition of 
centrebet ngr was down 2 on a like for 
like basis
amounts wagered on australian sports 
betting grew by 82 to £14931m 
2011 £8220m earning post betting 
tax ngr of £820m 2011 £372m 
on a like for like basis the underlying 
growth in amounts wagered and ngr 
was 11 and 31 respectively
amounts wagered on sports betting 
in europe and emerging markets fell 
by 31 to £8140m 2011 £11746m 
earning ngr of £616m 2011 £1095m 
down 44 year on year on a like for like 
basis european sports ngr was down 
12 reflecting the difficult economic 
conditions across our main markets 
casino and gaming contributed a further 
£345m and poker £76m to both amounts 
wagered and ngr 2011 £440m and 
£133m respectively  18
sportingbet plc annual report 2012
business review
management of 
principal risks
could materially and adversely affect the 
group’s ability to achieve strategic goals 
financial condition and results of operations
the board considers the following 
impact areas in assessing risks
•	 legal and regulatory
•	 marketplace
•	 technology
•	 customers
•	 reputation
•	 employees
the board is supported by executive 
management personnel within the 
above mentioned areas of the business 
who collectively play a key role in risk 
management and regularly report to the 
board through the audit committee the 
risk management processes are reviewed 
formally by the audit committee annually
principal risks and uncertainties
the risks outlined here are those 
principal risks and uncertainties that the 
executive directors consider material to 
the group they are not presented in 
any order of priority additional risks and 
uncertainties not currently known to the 
directors or that the directors currently 
consider immaterial may also adversely 
affect the group’s business results of 
operations or financial condition
risk governance and responsibilities
the board has overall responsibility for risk 
management and considers the risk process 
as an integral part of strategic planning 
the executive directors make 
recommendations on the overall approach 
to risk management and identify the 
principal risks and uncertainties
the audit committee is responsible for 
assessing the scope and effectiveness 
of the process established to identify 
assess manage and monitor risks
risk management process
the board routinely monitors risks that 
marketplace
risk description mitigation
competition the online betting market is highly competitive 
the group competes with a number of companies 
some of which have greater financial marketing 
and other resources as a result these companies 
may adopt more aggressive pricing policies 
or undertake more extensive marketing and 
advertising campaigns this may have a negative 
impact on revenues or profit margins achieved 
by the group in the future the group would 
face an increase in competition if competitors 
expanded or focused more on online sports betting 
or if there were new entrants in the market
the group closely monitors competition within 
the online gambling industry and has a long‑term 
approach to improving its products marketing and it 
infrastructure in addition the group has a diversified 
geographical base which spreads the competitive risk  19
sportingbet plc annual report 2012
legal and regulatory
risk description mitigation
increasing 
regulation in 
online gambling
the regulatory position on online gambling is 
changing rapidly many countries are reviewing 
their position especially in europe and are drafting 
new legislation these will affect the tax paid in 
many jurisdictions however it will also have the 
potential to open the market to a greater number 
of customers there is a risk that the new regulations 
could inhibit revenues or result in having to withdraw 
from markets to avoid breaching regulations
we are working to identify countries that are looking 
to introduce new regulations and where possible 
we become actively involved in shaping their new 
regulations and educating them in the technicalities 
of implementing gaming bills at the same time we 
are aligning our internal processes and infrastructure 
to ensure we are well placed to meet the requirements 
of the new regulatory regimes we are also monitoring 
our global strategy on a country by country basis to 
ensure the group’s balanced portfolio remains so 
in the face of these changes in addition the group 
limits its regulatory risk from any one country by 
accepting wagers from a large number of jurisdictions
risk description mitigation
dependence on 
regulatory licences
there can be no assurance that any jurisdiction in 
which licences are held by or on behalf of the group 
will not change its licensing requirements including 
the terms and conditions to which the licences and 
approvals currently held by or on behalf of the group 
are subject if the regulatory scheme of any jurisdiction 
in which the group operates were to change its 
licensing requirements the group may be required 
to expend significant capital or other resources in 
order to comply with the new requirements and
or may not be able to meet the new requirements 
either or a combination of which could have a 
material adverse effect on the group’s business 
financial condition and results of operations
the group has diversified its risk by obtaining multiple 
licences betting activities are licensed in australia 
spain uk denmark alderney south africa italy 
and malta the board believes the group has a good 
relationship with the relevant regulatory authorities 
but there can be no guarantee that these licences will 
be renewed or that they will not be terminated early
technology
risk description mitigation
dependence 
on advanced 
information 
systems 
technology 
changes
the group’s operations are highly dependent on 
technology and advanced information systems 
and there is a risk that such technology or systems 
could fail in addition to such failure there can be 
no assurance that such technology or systems will 
not be subject to damage or interruption caused by 
human error unauthorised access computer viruses 
distributed denial of service “ddos” attacks increase 
in volume in usage of online services sabotage 
natural hazards or disasters or other similarly disruptive 
events including other security breaches or will be 
able to support a significant increase in online traffic or 
increased customer numbers any failure or disruption 
of or damage to the group’s technology or systems 
could have a material adverse effect on the group’s 
business financial condition or results of operations
 
the group has in place data recovery and systems 
recovery procedures security measures and business 
continuity plans in the event of failure or disruption 
of or damage to the group’s technology or systems 20
sportingbet plc annual report 2012
business review
technology
risk description mitigation
over‑reliance on 
third parties
the group has relationships with a number of key 
third party suppliers who provide products and 
services to the group infrastructure suppliers 
network and telecommunication suppliers and 
application service providers are long‑term partners in 
providing an infrastructure which seeks to ensure the 
delivery of sophisticated high performance transaction 
processing systems however the group exercises 
little control over many of these third party suppliers 
and is reliant on them to perform their services in 
accordance with the terms of their contracts which 
increases vulnerability to problems with the products 
and services they provide any adverse event affecting 
the group’s relationship with key suppliers could have 
a material adverse effect on the group’s reputation 
business financial condition and results of operations
the group is increasing the number of third party 
suppliers to reduce the dependency on the current 
suppliers and is performing a number of functions 
internally previously undertaken by third parties
customers
risk description mitigation
fraud as an online business the group experiences 
fraudulent activity on customer accounts in the 
form of deposits from stolen credit cards and debit 
cards these amounts are written off as a loss to 
the business although the direct financial impact 
of these transactions is small well under 1 of total 
deposits from cards we are at risk of temporarily 
losing the ability to process credit  debit card 
transactions in some territories if the percentage of 
disputed transactions there exceeds the thresholds 
that are laid down by the card schemes losing 
the ability to process card transactions can reduce 
our ability to acquire and retain customers 
the group has a risk management department whose 
role is to monitor transactions for signs of fraudulent 
activity and to carry out know‑your‑customer 
procedures fraud detection and prevention software 
is used by the risk management team the group 
sources multiple payment service providers to mitigate 
the risk of losing any single funding channel
management of 
principal risks 21
sportingbet plc annual report 2012
customers
risk description mitigation
money laundering as an online business that has no face‑to‑face 
contact with customers the group faces the 
possibility of reputational damage if there was a 
serious incident of a customer using our service to 
carry out money laundering or terrorist financing 
such an incident could have a damaging effect 
on the brand and on the attitudes of customers 
regulators and business partners towards the group
the group’s risk management department monitors 
customer activity for signs of money laundering 
and carries out know‑your‑customer procedures 
in order to minimise the risk of money laundering
reputation
risk description mitigation
brand reliance the group’s success depends on a strong brand 
and if the group is not able to maintain and 
enhance its brand its ability to expand its base 
of customers advertisers and affiliates will be 
impaired and its business and operating results 
will be harmed the directors anticipate that 
as the group’s market becomes increasingly 
competitive maintaining and enhancing the 
group’s brand may become increasingly difficult
the directors believe that the brand identity 
that the group has developed has significantly 
contributed to the success of its business the 
group spends more than 30 of net gaming 
revenue on marketing and reviews and monitors 
the success of all marketing and sponsorship 
expenditure the group intends to continue to acquire 
domain names as suitable opportunities arise
employees
risk description mitigation
loss of key 
personnel 
retention
sportingbet is positioned in the very competitive 
b2c space many of our employees have skill 
sets which are very attractive not only to our 
competitors but in the “e” space in general 
being a relatively small organisation it is easier 
to identify key retention issues by employee 
a range of solutions are in place to manage 
such risks interventions for specific risks 
range from braveheart type initiatives to 
increased responsibilities key projects as well 
as ensuring that base pay is competitive 
risk description mitigation
failure to attract 
quality staff 
acquisition
given the industry sector we operate in 
approximately 20 of potential candidates for jobs 
will decide the gaming sector is not for them 
our head of resourcing has built up excellent 
relationships with key head‑hunters and recruitment 
agencies as a result they work hard on our 
behalf when looking for candidates even with 
the threat of acquisition many candidates see this 
as a career advancing opportunity by learning 
new skills in the event of a takeovermerger 
in the absence of equity we are being creative 
in relation to notice periods and exclusivity 
clauses to ensure offers are converted to 
acceptances in the current climate  22
sportingbet plc annual report 2012
business review
board of
directors
1 2
3
6
5
4
7 23
sportingbet plc annual report 2012
1 peter dicks
chairman and  
non‑executive director
peter dicks aged 70 joined the board 
of sportingbet as chairman in january 
2000 he resigned in september 2006 and 
rejoined in february 2008 as a result of us 
related matters peter was co‑founder of 
abingworth plc and is currently a director 
of a number of quoted and unquoted 
companies including graphite enterprise 
trust plc polar capital technology trust 
private equity investor mears group and 
standard microsystems a us nasdaq 
quoted company peter is also a director 
of daniel stewart and company
2 andrew mciver
group chief executive
andrew mciver aged 49 formerly group 
finance director took over as group 
chief executive in october 2006 andrew 
qualified as a chartered accountant with 
arthur andersen following two years 
in the corporate finance department at 
dresdner kleinwort wasserstein he held 
senior finance positions at signet group plc 
ladbrokes group plc and british telecom’s 
internet division he was director of finance 
with house of fraser plc for four years before 
joining sportingbet in december 2001
3 jim wilkinson
group finance director
jim wilkinson aged 46 joined sportingbet 
plc as group finance director in february 
2008 prior to which he held the same 
positions at johnson services group plc 
2004–2007 and informa group plc 
1998–2004 jim qualified as a chartered 
accountant with touche ross london
4 marie stevens
non‑executive director
marie stevens joined sportingbet as 
non‑executive director in september 2012 
marie has extensive experience in the gaming 
industry having spent ten years within 
ladbrokes latterly as head of the group 
legal department subsequent to this marie 
spent four years as a member of the gaming 
board for great britain and has also been a 
member of the international association of 
gaming regulators she was non‑ executive 
director and then chairman of 888 holdings 
plc at the time of its ipo and is currently 
the chair of the global leaders in law
5 brian harris
senior independent  
non‑executive director
brian harris aged 66 joined sportingbet 
as a non‑executive director in 2003 the 
founder and senior partner of a london 
law firm with an international clientele 
he has acted for foreign governments 
multi‑national corporations national airlines 
high net worth individuals and privately 
owned companies he is actively involved 
in sporting charity work for the disabled
6 chris moss
non‑executive director
chris moss aged 58 joined sportingbet as 
a non‑executive director in september 2011 
chris has over 25 years’ marketing brand 
and product management experience he 
started his marketing career at virgin atlantic 
in 1985 and rose to the position of marketing 
director he then joined microtel and was 
responsible for founding and launching the 
orange brand name subsequent to this 
role he joined lloyds bank and tsb as brand 
director more recently as ceo he launched 
118118 he also runs a brand consultancy 
called famoss and is chairman of untapit 
a not‑for‑profit social enterprise
7 rory macnamara
non‑executive director
rory macnamara aged 57 joined 
sportingbet as a non‑executive director 
in june 2011 rory qualified as an aca with 
price waterhouse before joining morgan 
grenfell later deutsche morgan grenfell 
in 1981 as an investment banker over the 
following 17 years he advised clients on a 
wide range of corporate finance issues and 
became head of the advisoryma division 
in 1995 and deputy chairman the following 
year in 1999 rory joined lehman brothers as 
head of uk coverage and led teams advising 
a number of major uk and international 
clients in 2001 he became an independent 
consultant working with lehman brothers on 
ma projects and with other companies on 
their business development and financial and 
acquisition strategies besides this extensive 
corporate finance experience he also brings 
to sportingbet a significant understanding of 
public company management from the many 
boards he has joined over the last ten years 24
sportingbet plc annual report 2012
governance
corporate governance statement
compliance
the company recognises the importance of the principles of 
good corporate governance and the board is pleased to report its 
continued commitment to achieving high standards throughout the 
year the board complies with the provisions of the uk corporate 
governance code “code” issued by the financial reporting council 
other than as set out below and in the sections headed “audit 
committee” and “remuneration committee”
all the non‑executive directors other than brian harris 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 as brian harris has 
served on the board for more than nine years he is not considered 
to be independent as defined by the code following the board 
refreshment process described in more detail below brian harris will 
resign as a director with effect from 31 december 2013 this process 
has been ongoing since the company’s settlement with the us 
department of justice on 20 september 2010 – a watershed which 
has improved the company’s ability to attract non‑executive 
directors of suitable quality and experience the nomination 
committee has been mindful of delivering a staggered refreshing 
of the composition of the board so that all board directors have 
an appropriate period of time to share know‑ how and develop an 
empathy with the rhythms of the business and the industry it is 
with this backdrop that the board explains certain areas of code 
non‑compliance
first that for part of the financial year ended 31 july 2012 at least 
half of the board excluding the chairman was not made up of 
independent non‑executive directors provision b12 of the code 
and second that both the audit and remuneration committees do 
not currently consist of three independent non‑executive directors 
provisions c31 and d21 of the code the board has been 
engaged in a detailed process with external consultants to appoint 
a suitably qualified independent non‑executive director to the board 
as a result marie stevens was appointed to the board with effect 
from 5 september 2012 marie stevens brings considerable 
experience and expertise and complements the balance of skills of 
the other members of the board therefore following the 
resignations of nigel payne and sean o’connor with effect from 
16 december 2011 and the appointment of marie stevens half of 
the board members excluding the chairman are independent 
non‑executive directors in line with provision b12 of the code 
after brian harris leaves the board on 31 december 2013 three of 
five board members excluding the chairman will be independent 
as defined by the code with a new independent non‑executive 
director the board is now able to revisit the composition of the 
audit and remuneration committees in order to comply with the 
code and intends to do so following the release of the company’s 
financial year results on 3 october 2012 
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 code are applied by the group
the board constitution and procedures
the nomination committee has undertaken a comprehensive review 
of board composition and performance and as a result marie stevens 
has been appointed a non‑executive director and rory macnamara 
has replaced brian harris as senior independent director as 
announced by the company on 29 may 2012 the process is ongoing 
as the nomination committee will continue to look for suitably 
qualified and experienced individuals in line with provision b2 of the 
code previous annual reviews have consistently found that the size 
composition and expertise of the company’s non‑executive 
directors have been appropriate for the company’s requirements 
the company is controlled through the board of directors which 
at the end of the financial year comprised two executive and four 
non‑executive directors
all non‑executive directors other than brian harris are considered 
by the board to be independent of management and free of any 
relationship which could materially interfere with the exercise of 
their independent judgement
the chairman is primarily responsible for the running of the 
board and ensures that all directors receive all relevant information 
on financial business and corporate issues prior to meetings 
the group chief executive’s responsibilities focus on coordinating 
the company’s business and implementing group strategy
a formal schedule of matters is reserved for consideration by 
the board which met 12 times during the year the board is 
responsible for overall group strategy acquisition and investment 
policy approval of major capital expenditure projects and 
consideration of significant financing matters it reviews the strategic 
direction of individual trading subsidiaries their codes of conduct 
their annual budgets their progress towards achievement of these 
budgets and their capital expenditure programmes in addition 
the directors have access to the advice and services of the company 
secretary and all directors are able to take independent professional 
advice in the furtherance of their duties if necessary
information and professional development
all new directors receive a full formal and tailored induction on 
joining the board including meetings with senior management and 
advisers and visits to the group’s operational locations as well as 
training and advice on their responsibilities as necessary the board 
calendar is planned to ensure that directors are briefed on a wide 
range of topics from time to time the board receives detailed 
presentations from non‑board members on matters of significance 
financial plans including budgets and forecasts and regulatory 
updates are regularly discussed at board meetings directors are 
also given the opportunity to visit different parts of the group and 
discuss aspects of the business with employees and regularly meet 
the heads of the group’s main departments as well as internal 
briefings directors attend appropriate external seminars 
and briefings
individual directors are also expected to take responsibility 
for identifying their training needs and to take steps to ensure 
that they are adequately informed about the company and their 
responsibilities as a director the board is confident that all its 
members have the knowledge ability and experience to perform 
the functions required of a director of a listed company 25
sportingbet plc annual report 2012
directors have access to the advice and services of the company 
secretary who is responsible for ensuring board processes and 
procedures are appropriately followed and support effective 
governance and decision making directors also have access to 
independent and professional advice at the company’s expense 
where they judge this to be necessary to discharge their 
responsibilities as directors
all directors in accordance with the code submit themselves 
for re‑election and new directors are subject to a transparent and 
rigorous appointment process including submitting themselves 
for re‑election at the first annual general meeting after 
their appointment 
board committees
the board delegates clearly defined powers to its audit 
remuneration and nomination committees whilst the company’s 
social responsibility committee as reported on pages 12 to 16 is 
responsible for reviewing the company’s policies on corporate social 
responsibility and making appropriate recommendations to the 
board the minutes of each committee are circulated to and 
reviewed by the board
the company announced a number of changes to the composition 
of the audit remuneration and nomination committees with 
effect from 16 december 2011 being the date nigel payne and sean 
o’connor resigned from the board as a result of these changes the 
company fully complied with the provisions of the code relating to 
the composition of the committees of the board at that time 
as of 24 january 2012 brian harris ceased to be independent for 
the purposes of the code due to his length of service on the board 
however following the appointment of marie stevens on 5 
september 2012 the board will be able to revisit the composition of 
the audit and remuneration committees in order to comply with the 
code and intends to do so following the release of the company’s 
financial year end results on 3 october 2012
audit committee
the audit committee is currently chaired by rory macnamara 
who has recent and relevant financial experience for this role as 
indicated on page 23 its other members are chris moss and brian 
harris the company recognises that brian harris is not considered to 
be independent but believes that the committee will benefit from his 
continued presence while rory macnamara and chris moss continue 
to familiarise themselves with their roles after being appointed to 
the board last year
the company believes that an audit committee with a membership 
of three independent non‑executive directors reflects the size and 
needs of the business as defined by the code going forward the 
company recognises that for part of the financial year ended 31 july 
2012 it did not and does not currently comply with provision c31 
in that not all the members of the committee are independent 
non‑executive directors as defined by the code and as explained 
above the appointment of marie stevens and the resignation of 
brian harris referred to above reflects the steps taken by the 
company to comply with this provision 
the audit committee meets at least twice a year and met twice 
during the last financial year and normally invites a representative of 
both the auditors and the executive directors to attend its meetings 
the latter usually being the group finance director the committee’s 
secretary is daniel talisman the company secretary at the end of 
each meeting the auditors are invited to meet with the committee 
with no executive or staff members present the terms of reference 
of the committee include monitoring the integrity of the financial 
statements monitoring the internal and external audit function and 
reviewing accounting policies financial controls and financial 
reporting procedures the audit committee is also responsible for 
assessing the objectivity and independence of the external auditors 
where they also provide non‑audit services to the company the 
independence of the external auditors is safeguarded as described 
under “external audit” below in the current financial year non‑audit 
fees totalling £01m were paid to the external auditors this related 
to two major transactions the company undertook during the latest 
financial year – namely the disposal of the company’s turkish 
language website and the convertible bond issued by the company 
in july 2012 the audit committee’s view was that the current 
auditors were the most suitable supplier of the non‑audit services 
due to their skills and experience the committee considers that 
there are appropriate safeguards in place to ensure the continued 
objectivity and independence of the company’s auditors 
the committee also has responsibility for reviewing the effectiveness 
of the group’s internal control and risk management systems 
described in more detail later in this section during the year 
the committee received presentations from senior management on 
the key risks and control issues in their respective business areas and 
reviewed risk mitigation plans for critical risks terms of reference for 
the committee can be viewed on the company’s website and are 
available in writing on request 
remuneration committee
the remuneration committee is chaired by rory macnamara 
brian harris peter dicks and chris moss are its other members 
the committee’s secretary is daniel talisman the company 
secretary the company recognises that provision d21 of the 
code requires the committee to be made up of three independent 
non‑executive directors since 24 january 2012 brian harris has not 
been considered to be independent but the company believes that 
the committee will benefit from his continued presence while rory 
macnamara and chris moss continue to familiarise themselves with 
their roles after being appointed to the board last year 
the remuneration committee meets when necessary during 
the year and met seven times during the last financial year and 
considers the terms of employment and overall remuneration for the 
executive directors including pension rights and any compensation 
payments further the committee makes decisions regarding grants 
or awards under share plans salaries and incentive compensation 
the executive directors appraise the remuneration committee on 
the level and structure of remuneration set for senior management 
terms of reference for the committee can be viewed on the 
company’s website and are available in writing on request
the remuneration of non‑executive directors is determined by the 
executive directors 26
sportingbet plc annual report 2012
governance
corporate governance statement
nomination committee
the nomination committee is chaired by peter dicks and its other 
members are rory macnamara chris moss and brian harris as this 
committee consists of a majority of independent non‑executive 
directors it fully complies with provision b21 of the code
the committee’s secretary is daniel talisman the company 
secretary the committee meets formally at least twice a year and 
met twice during the latest financial year the terms of reference 
for the committee including the terms and conditions of 
appointment of directors can be viewed on the company’s website 
and are available in writing on request
the committee is responsible for monitoring and formally reviewing 
the performance composition balance and expertise of the board 
as a whole and making an appraisal of the contribution of individual 
directors including a review of their time commitment and 
attendance records the committee also considers succession 
planning for the board and group senior management 
appointments to the board are made on merit against objective 
criteria and with due regard for the benefits of diversity on the 
board including gender diversity when necessary the committee 
prepares a description of the role to be filled and engages external 
consultants to administer a detailed search and the generation of a 
shortlist any recommendations for appointments or replacements 
are brought before the board 
the annual review process carried out by the board and 
appointments both during the financial year and afterwards 
including the appointment of new qualified independent 
non‑executive directors to the board referred to in more detail 
above have been in line with that policy have reinforced the diverse 
composition of the board and are designed to ensure the committee 
is meeting these responsibilities the board endorses the aims of the 
davies’ report entitled “women on boards” and when considering 
appointments in the future will with the support of the nomination 
committee aim to build on its foundations 
evaluation
the board continued its ongoing evaluation processes of itself 
and its committees to assess their performance and identify areas in 
which their effectiveness policies and processes might be enhanced 
as part of this process the board continues to comply with the 
institute of chartered secretaries and administrators’ code of good 
boardroom practice the performance of individual directors has 
been considered by the chairman and group chief executive in 
discussion with other non‑executive directors the non‑executive 
directors led by the senior independent director considered the 
performance of the chairman taking into account the views of 
the executive directors
communication with investors
the group places considerable importance on communication 
with its institutional and private shareholders and responds quickly 
to all queries received there is regular dialogue with institutional 
shareholders as well as general presentations after each quarter 
end and the issue of preliminary results
all shareholders have at least 20 working days’ notice of the 
annual general meeting at which all directors are introduced 
and available for questions the executive directors endeavour to 
meet the company’s larger institutional shareholders at the time 
of the company’s quarterly results announcements and the senior 
independent director brian harris from 24 march 2011 until 29 may 
2012 and rory macnamara since 29 may 2012 have been available 
to shareholders throughout the year both the chairman and 
mr macnamara engaged with the company’s larger institutional 
shareholders and took into account their views in determining the 
terms of the sportingbet plc 2011 long‑term incentive plan which 
was adopted at the company’s annual general meeting on 
16 december 2011
accountability and audit
a internal control
the group has complied with provision c21 of the code and 
the frc internal control guidance both for the year ended 31 july 
2012 and up to the date of approval of the annual report and 
financial statements the board has ensured that there has been an 
ongoing process for identifying evaluating and managing the 
significant risks faced by the group this process has been regularly 
reviewed by the board
whilst acknowledging the overall responsibility for the system 
of internal control and for reviewing its effectiveness the board is 
aware that the system is designed to manage rather than eliminate 
the risk of failure to achieve business objectives and can only provide 
reasonable but not absolute assurance against material 
misstatement or loss
the group’s internal control procedures continue to be reviewed 
progressively developed and formalised to ensure that they 
sufficiently meet the requirements of the group executive members 
of the board are involved daily in all aspects of the business and they 
attend regular management meetings at which performance against 
plan and business prospects are reviewed additionally the board 
seeks to continually strengthen the internal control system where 
this is consistent with improving the relationship between risk 
and reward
other key features and the processes for reviewing effectiveness 
of the internal control system that the committee has applied during 
the current financial year are described as follows
•	 monthly management information including financial accounts 
and key performance indicators have been defined and are 
produced on a timely basis for review by the board 27
sportingbet plc annual report 2012
•	 a detailed formal budgeting process for all group businesses 
culminates in an annual budget which is reviewed and approved 
by the board results for the group and for its main constituent 
businesses are reported monthly against the budget to the board 
and revised forecasts for the financial year are considered each 
quarter
•	 the board continues to review the appropriateness and adequacy 
of systems and control and risk management in relation to the 
financial reporting process on an ongoing basis the group uses 
standard reporting packages to compile financial information from 
subsidiaries in preparing monthly consolidated management 
information
•	 a comprehensive financial and accounting package sets out the 
principles of the minimum standards required by the board for 
effective financial control this package sets out the financial and 
accounting policies and procedures to be applied throughout the 
group compliance with the policies and procedures set out in this 
package is reviewed regularly formal reports for the board are 
prepared by the senior management on the operation of those 
elements of the system for which they are responsible
•	 the company has clearly defined guidance for capital expenditure 
these include annual budgets detailed appraisal and review 
procedures levels of authority and stringent due diligence 
requirements where businesses are being acquired
the board has considered the need for an internal audit function but 
has decided that this is not justified at present however it will keep 
the decision under review on at least an annual basis
external audit
the audit committee meets periodically to review the adequacy 
of the group’s internal control systems accounting policies and 
compliance with applicable accounting standards and to consider 
the appointment of external auditors and audit fees the group’s 
auditors are invited to attend its meetings the audit committee  
is authorised by the board to investigate any activity within its  
terms of reference and obtain outside legal or other independent 
professional advice as necessary the auditors and individual board 
members are afforded the opportunity for separate meetings with 
the audit committee the audit committee consists wholly of 
non‑executive directors
in accordance with its duties the audit committee made 
recommendations to the board on the appointment of external 
auditors approved their remuneration and also approved their terms 
of engagement the audit committee has also established a policy 
regarding the appointment of auditors to perform non‑audit services 
for the group and will keep this under continual review the award 
of non‑audit work to the auditors is subject to pre‑clearance by the 
audit committee if the fee exceeds specified thresholds as a matter 
of best practice and in accordance with the international standard on 
auditing 260 the auditors have held discussions with the audit 
committee on the subject of auditor independence and have 
confirmed their independence in writing
board and committee attendance
possible meetings number
meetings 
attended
peter dicks board 12 11
remuneration 7 7
nomination 2 2
brian harris board 12 12
remuneration 7 7
nomination 2 2
andrew mclver board 12 12
sean o’connor board 5 4
audit 1 1
remuneration 3 2
nigel payne board 5 5
audit 1 1
remuneration 3 3
jim wilkinson board 12 12
rory macnamara board 12 12
audit 2 2
remuneration 4 4
nomination 2 2
chris moss board 11 11
audit 1 1
remuneration 4 4
nomination 2 2 28
sportingbet plc annual report 2012
governance
directors’ report
the directors submit their annual report and financial statements 
of the group for the year ended 31 july 2012
principal activities
the principal activities of the group are the operation of interactive 
licensed betting and gaming operations over the internet in australia 
only interactive betting is conducted over the internet and 
telephone
results and dividends
the results of the group for the year are set out on page 43 and 
show a loss after taxation for the year of £454m 2011 £207m 
profit the directors recommend payment of a final dividend of 11p 
per ordinary share 2011 11p an interim dividend of 06p 2011 
06p was paid on 6 june 2012 meaning a total dividend for the 
financial year of 17p 2011 17p
review of the business and future developments
a more detailed review of the business and future developments 
is given in the business review on pages 4 to 9
directors
the following directors have held office during the year 
and subsequently 
p dicks chairman and non‑executive
a mciver executive
j wilkinson executive
n payne non‑executive
1
s o’connor non‑executive
1
b harris senior independent non‑executive
2
r macnamara senior independent non‑executive
3
c moss non‑executive
m stevens non‑executive
4
1 left board on 16 december 2011
2 up to 29 may 2012
3 from 29 may 2012
4 from 5 september 2012
all directors currently on the board will retire by rotation at this 
year’s annual general meeting and will each seek re‑election 
being eligible
the interests of the directors in the shares of the company and 
options for such shares were as shown on pages 31 to 38 both 
reflecting the year end figures and any subsequent changes no 
director has any interest in any other group company details of the 
directors’ remuneration and service contracts appear on pages 31 
to 38
auditor
the auditor grant thornton uk llp is willing to continue in office 
and a resolution to reappoint grant thornton uk llp will be 
proposed at the forthcoming annual general meeting
related party transactions
transactions with related parties are disclosed in note 23 of the 
group financial statements
corporate governance
the board’s statement on corporate governance appears on pages 
24 to 27 and policies in relation to employees appear on pages 12 
to 16
charitable donations
during the year the group donated £120962 to a number of 
charities this figure includes donations to the island academy 
international school in antigua heros homing ex‑racehorses 
organisation scheme the steve bull foundation fighting blindness 
help the hospices and john peckcom included in this total was a 
donation of £15000 to the friends of israel sport centre for the 
disabled of which brian harris is the founder
directors’ indemnity
details of the directors’ indemnity insurance can be found in the 
remuneration report
purchase of own shares
the company was granted authority at the extraordinary general 
meeting in december 2011 to purchase its own shares up to a limit 
of 10 of its issued ordinary share capital no shares were 
purchased during the year under review
share capital
the issued share capital of the company is comprised of ordinary 
shares of 01p each each share carries the right to one vote per share 
on a poll the liability of members of the company is limited to the 
amount unpaid if any on the shares held by them all issued shares 
of the company are fully paid
changes to the company’s share capital are set out in note 19 at 
2 october 2012 the issued share capital stood at 667095640
there are no specific restrictions on the size of a holding nor on the 
transfer of shares no person has any special rights of control over 
the company’s share capital and all issued shares are fully paid 
during the last year the company did not purchase any shares 
as treasury shares
use of financial instruments
information on the use of financial instruments by the group 
is contained in note 18
policy and practice of payment of suppliers
in respect of the group’s next financial year it is the policy of 
the group that each company within the group should agree 
appropriate terms and conditions for its transactions with suppliers 
by means ranging from standard written terms to individually 
negotiated contracts payments are to be made in accordance with 
these terms and conditions at 31 july 2012 the company had a 
trade creditor balance of £nil 2011 £nil group trade payables 
represented 35 days of purchases 2011 28 days 29
sportingbet plc annual report 2012
substantial shareholdings
as at the opening of dealing on 2 october 2012 the following shareholders hold or control interests in 3 or more of the company’s 
voting rights
number of shares
voting rights 

majedie asset management 61146840 917
ubs global asset management 58379211 875
marathon asset management 50817051 762
fidelity worldwide investment 44991481 674
bonaire investment holdings ltd 44497096 667
legal  general investment management 36015732 540
dbs advisors ltd 35857703 538
capital research  management 32600000 489
blackrock 26662292 400
going concern
the directors have considered the implications of the potential impact of regulatory uncertainties discussed in note 22 the directors have 
reviewed the cash flow projections for the group in light of these uncertainties and have considered the financial resources available to the 
group accordingly the directors have a reasonable expectation that the group and the company have adequate resources to continue 
operations for the foreseeable future for this reason they continue to adopt the going concern basis in preparing the financial statements
annual general meeting
the annual general meeting will be held on 19 december 2012 the notice of the meeting is set out in a separate explanatory circular 
the notice contains special business including the renewal of authority to the board to allot shares and the disapplication of statutory 
pre‑emption rights on equity issues for cash – both in accordance with abi and napf guidelines shareholders should complete the proxy 
form accompanying the notice of meeting in accordance with the notes contained in the notice of meeting
significant agreements
the companies act 2006 requires the company to identify those significant arrangements to which the company is party that take effect 
alter or terminate upon a change of control of the company following a takeover offer becoming fully unconditional and the effects of any 
such agreements 
ioesl and interactive sports ci limited together the “sportingbet party” have entered into an agreement with see sports limited and 
flyer international sa “flyer” in relation to the provision of online gaming services in greece the “joint venture agreement” clause 125 
of the joint venture agreement provides that if any third party or series of connected third parties acquires the ownership or control of more 
than 50 of the beneficial andor legal shareholding andor legal voting rights of a sportingbet party and the sportingbet brand ceases to 
exist as a separate stand‑alone brand or be supported by such third party flyer shall be entitled to terminate the joint venture agreement 
with immediate effect
statement of directors’ responsibilities
the directors are responsible for preparing the annual report the remuneration report and the financial statements in accordance with 
applicable law and regulations
company law requires the directors to prepare financial statements for each financial year under that law the directors have to prepare 
financial statements in accordance with international financial reporting standards as adopted by the european union “ifrss” and the 
parent company financial statements in accordance with united kingdom accounting standards united kingdom generally accepted 
accounting practice
under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view 
of the state of affairs of the group and the company and of the profit or loss of the group 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 and
•	 prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue 
in business 30
sportingbet plc annual report 2012
governance
directors’ report
the directors are responsible for keeping adequate accounting 
records that are sufficient to show and explain the company’s 
transactions which disclose with reasonable accuracy at any time 
the financial position of the group and the company and enable 
them to ensure that the financial statements and the remuneration 
report comply with the companies act 2006 and article 4 of the ias 
regulation they are also responsible for safeguarding the assets of 
the group and hence for taking reasonable steps for the prevention 
and detection of fraud and other irregularities
the directors are responsible for the maintenance and integrity of 
the corporate and financial information included on the company’s 
website legislation in the united kingdom governing the 
preparation and dissemination of financial statements may differ 
from legislation in other jurisdictions
disclosure of information to the auditors
so far as each of the directors is aware there is no relevant audit 
information of which the company’s auditors are unaware each 
of the directors has taken all the steps that he ought to have taken 
as a director in order to make himself aware of any relevant audit 
information and to establish that the company’s auditors are aware 
of that information
to the best of my knowledge
•	 the financial statements prepared in accordance with the 
applicable set of accounting standards give a true and fair view 
of the assets liabilities financial position and profit or loss of the 
company and the undertakings included in the consolidation 
taken as a whole and
•	 the annual report includes a fair review of the development and 
performance of the business and the position of the company and 
the undertakings included in the consolidation taken as a whole 
together with a description of the principal risks and uncertainties 
that they face
on behalf of the board
a mciver
director
2 october 2012
company registration number 3534726 31
sportingbet plc annual report 2012
remuneration report
rory macnamara 
remuneration committee chairman
the report below describes in detail how we have set about meeting 
shareholder concerns we have for example now produced a full 
performance schedule for the 2012 grants under the 2011 ltip 
this was initially delayed whilst market forecasts were reset following 
the acquisition of centrebet in australia and the disposal of the 
company’s turkish‑language business in late 2011 where we have 
been unable to meet commonly‑voiced concerns or the provisions 
of the uk corporate governance code we have provided our 
rationale and explained how we believe we comply with the 
underlying code principles
in 2011–12 the executive directors again received no increase 
in salary and no increase is planned for 2012–13 the company 
exceeded the base target for operating profit for 2011–12 and the 
committee awarded the executive directors an annual bonus at the 
basic level for the plan during the year the executive directors were 
both awarded performance‑related grants under the 2011 ltip with 
a potential value of 150 of salary awards were also made to 
a number of senior managers whose roles were influential in 
delivering against group strategy
in the past year the uk government has been consulting on 
improvements to the disclosure and governance of directors’ 
remuneration in listed companies this has culminated in the drafting 
of new legislation which replaces the current directors’ remuneration 
reporting rules entirely and introduces new shareholder voting 
powers for a forward‑looking policy report and an implementation 
report the new rules will apply to companies reporting with year 
ends after 31 october 2013 sportingbet will comply with these rules 
fully in our report for the year ending 31 july 2014 however the 
committee has decided to include in this year’s report one aspect of 
the new reporting model that we feel will be helpful to shareholders 
– we have added additional columns in the remuneration table to 
allow the “single figure of total remuneration for each director” to 
be reported 
i am grateful for the time provided to both me and my predecessor 
peter dicks by major shareholders and shareholder institutions and 
for your continuing support if any shareholder wishes to contact me 
in relation to the company’s director and senior executive 
remuneration arrangements please contact me at the company’s 
address via the company secretary
rory macnamara
chairman of the remuneration committee
2 october 2012
dear shareholder
i joined the sportingbet remuneration committee as its chairman 
on 16 december 2011 this is the first time therefore that i have the 
pleasure of presenting to you on behalf of the board the directors’ 
remuneration report we will be asking for approval of this report 
for year ending 31 july 2012 at our annual general meeting in 
december 2012
in 2011 we radically reviewed our remuneration policies for five 
years following sportingbet’s exit from the us market and the 
resulting impact on profits and share price sportingbet remuneration 
policy has been focused on retention of key executives while we 
rebuilt the company’s business and stabilised its finances having 
achieved this turnaround we decided last year that it was time 
to refocus remuneration to support long‑term value creation
central to this change in policy was the decision to ensure that 
long‑term rewards were appropriately performance‑based and 
compliant with best practice codes the previous retention plans 
were partly based on service only and to this end we sought and 
obtained approval at last year’s agm for a new long‑term incentive 
plan the 2011 ltip
we consulted at length on the plan with major shareholders and 
voting agencies beforehand and whilst the vote in favour of the new 
plan was 756 of shares participating excluding abstentions and 
the vote approving the remuneration report for 2011 was 861 
some of our shareholders expressed certain reservations about the 
design and communication of the new plan particularly the absence 
of a performance schedule and concerns about other aspects of 
remuneration policy we also recognise that shareholders were 
making allowances for sportingbet’s recent move from aim to a 
premium listing and the time it takes to achieve the more rigorous 
corporate governance demands of the latter  32
sportingbet plc annual report 2012
governance
remuneration report
introduction
this remuneration report has been prepared in accordance with 
the requirements of the companies act 2006 and schedule 8 of 
the large and medium sized companies and groups accounts 
 reports regulations 2008 the regulations and with the 
requirements of the united kingdom listing authority listing rules
to meet the requirement of the regulations the report is divided 
into unaudited information and audited information the company’s 
auditors are required to report to the company’s members on the 
auditable part of the directors’ remuneration report and state 
whether in their opinion that part of the directors’ remuneration 
report has been properly prepared in accordance with the 2006 
companies act
unaudited information
compliance with corporate governance code
the remuneration committee believes that the company complies 
with the main principles of section d remuneration of the uk 
corporate governance code the “code” in four respects 
remuneration policy departs from the provisions of the code 
namely
•	 notice periods of more than 12 months in the case of a change 
of control
•	 the absence of performance conditions for the long‑term cash 
plan and part of vesting under the 2009 share plan
•	 a shorter vesting period for part of the first year’s grant under 
the 2011 ltip 
•	 the absence of specific measures to encourage longer‑term 
share‑holding by directors
•	 the absence of specific clawback arrangements for annual 
bonuses
in accordance with the code and the requirements of the uk listing 
rules this report explains in the relevant section below the details 
of the policy and the committee’s reasons for adopting it
remuneration committee
the remuneration committee currently comprises three members 
all of whom are considered by the board to be “independent” taking 
into account provision b11 of the code as promised in last year’s 
report the company has revisited the composition of the committee 
in order to comply fully with the code on 16 december 2011 rory 
macnamara joined the committee and took over its chair from peter 
dicks who remains a member with brian harris chris moss also 
joined the committee on the same date sean o’connor and 
nigel payne resigned from the board 
terms of reference
the terms of reference of the remuneration committee have been 
set by the board and include
•	 to determine the remuneration and benefits including incentive 
arrangements of the executive directors the directors of 
divisional companies and other employees of similar status
•	 to set targets for the performance‑related pay elements of the 
remuneration packages
•	 to review recommendations from the board on the overall 
remuneration and benefits policy of the group with the power 
and authority to amend it if appropriate
•	 to have regard to the provisions of the combined code and 
associated guidance in its decision‑making
the remuneration of the chairman is set by the board as a whole 
as is that of the non‑executive directors no director is present 
when his own remuneration is discussed
committee advisers
during the year the remuneration committee has taken advice 
internally from ruth smee group head of human resources and 
daniel talisman company secretary external advice on the design 
of the 2011 ltip was provided by mmk the executive remuneration 
consulting firm which conducted the remuneration market and policy 
review during the previous financial year no other service was 
provided to the company or group by mmk which was appointed 
by the committee
remuneration objectives and policy in the past and coming years
executive director and senior management remuneration in 
sportingbet is designed to support the business strategy of the 
company and its long‑term success as reported last year in 2011 
the board changed the focus from retaining key executives following 
the exit from the us market caused by the enactment of the 
unlawful internet gambling enforcement act in 2006 to one of 
“value creation” – essentially shareholders and directors share in the 
added valued generated from the successful implementation of the 
company’s strategy this change reflected management’s success 
in turning around the company’s fortunes as reported last year the 
remuneration committee accepted the advice of mmk to honour 
remuneration arrangements essentially long‑term share and cash 
plans which pre‑dated the company’s move to the official list in 
2010 and which may not have been compliant with the combined 
code on corporate governance as was then in force 33
sportingbet plc annual report 2012
it remains an objective to pay directors and senior management 
competitively this is characterised broadly as an “upper quartile” 
position in their relevant labour markets for both fixed and total 
remuneration our business in global online betting and gaming 
remains subject to uncertainty whilst a number of the company’s 
competitive markets determine whether or not to introduce 
licence‑issuing regulated regimes and if so the form of such 
regulation and the corresponding tax rate as a result the company 
continues to participate in a declining number of markets which are 
yet to introduce licences the remuneration package needs to 
recognise this level of risk which is carried by the executives as well 
as the company our policy is now to ensure that remuneration 
packages for executives are strongly performance‑linked so that 
high levels of remuneration are only received if shareholders have 
benefited and the executives have achieved exceptional performance 
the proportion of performance‑based remuneration in the total 
remuneration of the executive directors is shown in chart a below 
the committee views projections of total remuneration in different 
performance scenarios to ensure that the total figure paid is not 
excessive and is justified by performance
chart a total remuneration of executive directors at 
achievement of target
chief executive
not performancebased 39
performancebased 61
finance director
not performancebased 38
performancebased 62
the previously awarded long‑term retention elements which were 
not performance‑linked have been paid out or vested in this 
financial year and it is not intended to repeat them
the timescale and measures of the incentive programme have 
been chosen to provide the right emphasis on value creation and 
alignment with shareholders in particular the vesting of the new 
ltip depends on cumulative ebitda per share achievement normally 
over three years ebitda per share is believed by the committee to 
be the key driver of share value – a two or three year horizon is 
appropriate for the nature of the business and the plan’s provision 
of performance shares through the mechanism of “nil cost” share 
options provides executives with a strong interest in the company 
share price for up to ten years from the date of grant
remuneration policy components of remuneration
base salary
2012–13 policy changes no change from last year 
the committee considers the particular labour markets in which 
the executive directors and members of senior management work 
taking into account as appropriate the role the competitive nature 
of the industry and companydivision size decisions on base salary 
are made taking into account the individual’s performance and 
contribution and salary increases elsewhere in the group the 
executive directors received no increase in salary in the 2011–12 
financial year compared with an average employee increase of 2
the committee has also proposed no increase in salary for the 
2012–13 financial year
annual bonus
2012–13 policy changes the company is consulting with 
shareholders on the performance measures to be used
executive directors and senior managers participate in a company 
annual bonus plan at different levels of opportunity depending on 
seniority the payment to an executive director for achievement of 
a basic target is 75 of salary no payment is made for performance 
below basic target the maximum payment for achievement of a 
stretch target is 100 of salary the principal performance measure 
is operating profit against target the kpis included in the company’s 
business review are not used as targets in the annual bonus plan 
these are leading indicators of performance and a number of 
uncertainties in the company’s markets make them currently 
unsuitable as bonus targets in awarding payments the 
remuneration committee may apply discretion taking into account 
industry developments and the company’s response to them 
including changes of policy towards business strategy and risk
for 2011–12 the basic target was originally set as an operating profit 
of £37m and the stretch target as an operating profit of £41m 
these targets were revised upwards during the year to £41m and 
£45m respectively to reflect the acquisition and the disposal which 
had been made and analysts’ forecasts actual performance was 
£42m the committee decided to award a payment at the basic 
target level of 75 of salary
in accordance with the provisions of the uk corporate governance 
code the committee has considered part deferment of bonus to 
be paid in cash or shares it has concluded that immediate payment 
of bonus is necessary for the competitive and motivational impact 
and that an interest in the company’s shares is provided adequately 
by the long‑term incentive plans moreover it does not believe at 
present that deferment is necessary to provide an opportunity of 
clawback in the circumstances of misstatement or misconduct 
because of the low risk of these occurring in this business 
bonuses in termination payments are determined by the 
remuneration committee on a case by case basis taking into account 
the recent performance of the company and the director 34
sportingbet plc annual report 2012
governance
remuneration report
long‑term incentive plans
2012–13 policy changes grants will now only be made under 
the 2011 ltip approved at the 2011 agm in march 2012 the 
remuneration committee added a secondary measure of earnings 
per share to underpin the cumulative ebitda measure introduced 
graduated vesting rather than cliff vesting and published the full 
cycle performance vesting targets this policy will continue for 
plan grants in the coming year
in recent years the company has operated a number of long‑term 
cash and share plans their focus was primarily but not exclusively 
aimed at retention in the special circumstances following the 
enactment of the unlawful internet gaming enforcement act 
in the us in 2006 all of these are closed to further grants and 
all outstanding grants will have vested or lapsed by the end of the 
2012–13 financial year options granted under these closed plans 
which have vested but remain exercisable are shown in the audited 
information section later in this report 
two long‑term plans were open during the financial year 2011–12 
and are now closed
sportingbet restricted share plan 2009 2009 share plan
the 2009 share plan was adopted on 22 july 2008 and awards of nil 
cost options were granted to the executive directors and the group’s 
senior management team on 20 january 2009 the plan is now 
closed and final vesting will be determined following the release 
of the company’s results for the 2011–12 financial year
the plan was introduced at a time when retention was the 
main priority of the long‑term remuneration arrangements in 
consequence the vesting of awards was based only partially on 
performance the rest being paid for loyalty continued servicein 
addition the options vested over three years rather than at the end 
of three years whilst these aspects of the plan are not in line with 
the provisions of schedule a of the uk corporate governance code 
the awards were made before the company had obtained a premium 
listing and was bound by the code in any case the committee 
believed the 2009 share plan was strongly in the interests of 
shareholders at the time of its introduction and initial grant 
because of the retention effect
plan structure
entitlements under the 2009 plan comprised a loyalty element and 
a performance element in equal proportions
the maximum amount vesting from a grant was 120 salary  
this amount vested over a period of three years in a series of 
tranches see chart b the participant was required to be  
employed at the relevant year‑end date to receive either  
element in the vesting tranche
chart b sportingbet plc 2009 share plan vesting schedule
2009 plan vesting 
proportion  
of total award  
to be released
at end of year 2009–10
loyalty element 10
performance element 10
at end of year 2010–11
loyalty element 15
performance element 15
at end of year 2011–12
loyalty element 25
performance element 25
total 100
the performance condition was based on the extent to which 
growth in the company’s earnings before interest tax and 
amortisation “ebita growth” exceeded rpi growth over a 
financial year of the company at the time of the plan’s design 
the committee felt that ebita was the principal driver of value 
in the company
for the performance tranche in a particular year to be exercisable 
in full ebita growth had to exceed rpi growth by 15 per financial 
year compound since grant a minimum payment of 50 of the 
performance tranche would be awarded for 5 growth per annum 
with intermediate levels calculated on a straight line basis in 
2010–11 an ebita of £381m was achieved which represented a 
compound growth of 85 above rpi as a result 669 of the 
performance element was paid out
2008 cash‑based long‑term incentive plan 2008 cash 
retention plan
in 2008 the remuneration committee reviewed the remuneration 
and benefits packages of certain key employees as a result the 
2008 cash retention plan was established and offered to the 
executive directors and a small number of key employees in order 
to retain such individuals the plan paid a cash sum in august 2012 
based on the relevant employee’s gross salary subject to continued 
employment in the group up to and including 31 july 2012 the 
amount paid to andrew mciver was £500000 and to jim wilkinson 
was £293500 these figures are included in the long‑term incentive 
vested figures shown in the audited information section of this 
report the absence of a performance condition was not in line with 
the provisions of schedule a of the uk corporate governance code 
but the award was made before the company had obtained a 
premium listing and was bound by the code the committee 
believed its use was in the interests of shareholders at the time of the 
plan’s introduction and initial grant because of its additional 
retention effect
in line with the advice received from the specialist external 
consultants mmk awards made in good faith prior to the 
company’s move to the official list in may 2010 have been 
honoured following the recommendations of mmk and to ensure 
compliance with the code and investor guidelines the company will 
not adopt similar schemes in the future the only long‑term incentive 
plan now in operation is the 2011 ltip described below which is 
entirely performance based 35
sportingbet plc annual report 2012
sportingbet plc 2011 long‑term incentive plan 2011 ltip
this plan was approved by shareholders at the annual general 
meeting on 16 december 2011 and the first grants under the plan 
were made on 10 april 2012
the purpose of the 2011 ltip is to provide an incentive for executive 
directors and selected key executives to out‑perform in the 
achievement of value drivers and as a reward to receive an interest 
in ordinary shares in the company this interest is structured as an 
option which is exercisable over a period of seven years from vesting 
with a discretionary award of past dividends at exercise maintaining 
attention to total shareholder return and creating alignment with 
shareholders’ interests 
the 2011 ltip provides performance shares in the form of nilnominal 
cost options which normally vest after three years depending on the 
achievement of two company performance conditions the normal 
maximum grant has a face value of the shares of 150 of salary 
with 200 available for grants in exceptional circumstances such as 
recruitment under the 2012 grant andrew mciver was awarded a 
maximum of 1986755 shares jim wilkinson was awarded 
a maximum of 1192053 shares 
the principal performance measure is earnings before interest tax 
depreciation and amortisation of goodwill ebitda per share – ie 
operating cash flow adjusted for year‑end accruals the committee 
believes that in a business where the major operational investment is 
in marketing cash flow drives the value of the company as it creates 
the strength to grow organically and by acquisition provides a 
cushion against risk and creates potential for cash returns to 
shareholders in order to reduce the risk of creating higher but 
diluted earnings by increasing equity ebitda targets are set on a per 
share basis
at the time of the agm last year the company’s business forecasts 
contained a number of uncertainties owing to external factors which 
made it impossible to include the performance vesting schedule with 
the scheme rules by march 2012 the picture had clarified and the 
committee finalised the vesting schedule for the 2012 grant this is 
shown in chart c below the committee retains the discretion to 
vary these conditions during the performance cycle to maintain the 
level of challenge and to determine the extent to which the measure 
has been achieved following the approval of audited accounts for 
the final year of the performance cycle forecasting in the industry 
is inexact the alternative to applying discretion in this way is either 
to set targets on a shorter timescale such as a year or to set a 
much wider performance range in the performance schedule  
the committee considers that a tightly defined three‑year target 
range with responsibly‑applied discretion is preferable to either  
of these alternatives 
transitional arrangement in order to provide continuity of reward 
and retention effect from the previous two long‑term incentive 
plans 50 of the first year’s grant will vest after two years subject 
to company performance schedule a of the uk corporate 
governance code expects vesting to occur in no less than three years 
“in normal circumstances” however the committee believes that 
this transitional arrangement is justifiable in the circumstances and 
in the interests of shareholders 
chart c sportingbet plc 2011 ltip grant vesting schedule 2011–12
 two year vesting three year vesting
 
ebitda 
£m vesting
1
ebitda 
£m vesting
1
threshold 1126 125 1774 125
target 1218 375 1920 375
stretch 1247 500 1997 500
1 percentage of total grant vesting pro‑rated between these levels
a secondary measure of earnings per share provides an underpin to 
the use of ebitda for the 2012 grant the committee has set an eps 
target of 49p for the final year of the two‑year vesting element and 
54p for the final year of the three‑year vesting element if eps is 
80 of this target or below only half the amount earned by ebitda 
performance will vest at target the full amount will vest with 
straight line vesting between these levels
the committee currently intends to make grants early in 2013 for 
the new three year cycle starting in 2012–13 as happened for the 
grants made in 2012 we will communicate the targets to 
shareholders when they are known
pensions and benefits
2012–13 policy changes no change from last year
the company makes employer contributions of 20 of andrew 
mciver’s salary and 17 of jim wilkinson’s salary to their personal 
pension schemes and this policy will continue for 2012–13 there are 
no company pension arrangements in place
executive directors’ benefits in kind comprise death‑in‑service 
cover of four times salary and private health insurance within the 
group scheme
service contracts
all directors have service contractsengagement letters these 
contracts do not have a fixed period the company’s policy is that 
for both executive and non‑executive directors notice periods will 
be no more than one year served by the company or the director
andrew mclver and jim wilkinson have service contracts dated 
18 january 2006 and 21 january 2008 respectively which provide 
for 12 months’ notice by the company or the director and contain 
non‑compete obligations there are no payments or compensation 
on early termination of the contract by the company save that 
where a payment is made in lieu of notice and the executive 
commences new employment during such a period they are 
required to repay the company any prorated amounts
in the event of termination or constructive dismissal following a 
sale or reconstruction of sportingbet each of the executive directors 
is entitled to the equivalent of 24 months’ salary bonus pension 
contributions and other benefits payable under his respective service 
contract this entitlement is not in accordance with provision d15 of 
the uk corporate governance code the contracts were drawn up 
before the company had obtained a premium listing at a time when 
it was not bound by the code the board does not believe there 
would be a benefit to shareholders on balance in renegotiating the 
contracts at this time 36
sportingbet plc annual report 2012
governance
remuneration report
peter dicks and brian harris have contracts for services dated 1 february 2008 and 28 february 2003 respectively both have a termination 
period of 12 months’ notice rory macnamara and chris moss have contracts for services dated 26 june 2011 and 19 october 2011 
respectively both are terminable on six months notice after the initial period of three years 
by way of a variation agreement dated 17 january 2007 between sportingbet and sean o’connor and by way of a side letter dated 8 
january 2007 from sportingbet to peter dicks in the event of the sale or reconstruction of sportingbet or any sportingbet group company 
both sean o’connor and peter dicks are entitled to be paid a sum in cash equivalent to the difference between £044 and the price per 
ordinary share in sportingbet agrees at completion of such sale or reconstruction of sportingbet multiplied by 500000
in december 2006 and in the case of jim wilkinson on 1 february 2008 and on 14 september 2011 in the case of rory macnamara and 
chris moss sportingbet plc granted rolling indemnities to all of its directors and the company secretary uncapped in amount in relation to 
certain losses and liabilities which they may incur in the course of acting as directors and company secretary of sportingbet plc or of one or 
more of its subsidiaries these indemnities replace those previously granted on similar terms and continued to be in place as at 31 july 2012
termination agreement
sean o’connor and nigel payne who stood down at the 2011 agm each received a payment of six months fees under the terms of their 
contracts
performance graph
chart d below shows the cumulative total shareholder return “tsr” index of the company for the period over the past five financial years 
compared with 
1 the ftse 250 total return index and
2 the ftse 250 leisure and travel total return index 
these comparators were chosen by the committee because the company has been a constituent of both indices since its admission to the 
official list on 14 may 2010
tsr is essentially share price growth plus reinvested dividends the tsr index shows the current value of an investment of £100 made on 
1 may 2010 with dividends reinvested
sportingbet ftse 250 index ftse 250 leisure and travel index 
chart d total shareholder return comparison
130
120
110
100
90
80
70
60
50
40
may 10 aug nov feb 11 jun 11 sep 11 dec 11 apr 12 jul 12
non‑executive directors’ remuneration policy
in year‑ending 31 july 2012 the chairman peter dicks received a fixed fee of £160000 of which £40000 was satisfied by the issue of 
sportingbet shares see below this is unchanged for the coming year other non‑executive directors receive a basic fee of £75000 per 
annum unchanged with additional fees for the responsibilities of senior independent director or committee chair 
up to 2011 it was the company’s policy that a proportion of non‑executive directors’ fees was paid in sportingbet shares to be retained 
until they cease to be a director of the company the committee decided that this was not an appropriate policy for a premium‑listed 
company and by agreement the arrangement with mr dicks and mr harris terminated on 31 july 2012 the newer non‑executive directors 
were appointed without this share‑payment arrangement
external directorships
executive directors are allowed to hold external directorships but neither currently does 37
sportingbet plc annual report 2012
audited information
the reported figures below show remuneration receivable for 2011–12 and not necessarily paid during the year thus the bonus figures are 
those earned for performance in 2011–12 though they were paid after the year‑end similarly share and cash payments under the restricted 
share and long‑term cash plans which vested on 31 july 2012 are included although they were not paid out until after the year end
1 directors’ emoluments
£000 notes salaryfees annual bonus benefits
total 
emoluments 
2012 pension
payment from 
2008 cash 
retention 
plan
value of 
options 
released 
under 2009 
share plan
total 
remuneration 
2012
total 
remuneration 
2011
executive directors
andrew mciver 1 570 375 10 955 50 500 155 1660 938
jim wilkinson 315 225 1 541 54 294 85 975 492
non‑executive directors        
peter dicks 2 160 – – 160 – – – 160 160
brian harris 2 120 – – 120 – – – 120 120
sean o’connor 3 46 – – 46 – – – 46 90
nigel payne 3 45 – – 45 – – – 45 88
rory macnamara 75 – – 75 – – – 75 6
chris moss 68 – – 68 – – – 68 –
1399 600 11 2010 104 794 240 3148 1894
1 annual bonus based on agreed base salary of £500000 
2 included within salaryfees is an annual share award valued at £40000 which formed part of the non‑executive remuneration
3 nigel payne was paid consultancy fees in addition to his emoluments details of which are available at note 23 to the financial statements sean o’connor was also paid consultancy fees which 
are reflected in his emoluments and details of which are available in note 23 both sean o’connor and nigel payne resigned from the board on 16 december 2011
2 interests of directors in shares in the company
notes
as at 
31 july 2012
as at 
1 august 2011
executive directors
andrew mciver 1 3070100 2834481
jim wilkinson 2 1246259 972787
non‑executive directors
peter dicks 3 699622 416878
brian harris 4 476775 294031
rory macnamara – –
chris moss – –
1 andrew mciver received an interest in 490871 shares on 1 december 2011 following the release of an award under the 2009 share plan 255252 shares were sold to meet the tax liability of 
this award
2 jim wilkinson received an interest in 269979 shares on 1 december 2011 following the release of an award under the 2009 share plan 140389 were sold to meet the tax liability of this 
award
3 peter dicks received interests in 72163 shares on 4 august 2011 48485 shares on 29 february 2012 and 62096 shares on 31 july 2012 each tranche forming part of his non‑executive 
remuneration peter dicks further purchased 100000 shares on 27 october 2011
4 brian harris received interests in 72163 shares on 4 august 2011 48485 shares on 29 february 2012 and 62096 shares on 31 july 2012 each tranche forming part of his non‑executive 
remuneration  38
sportingbet plc annual report 2012
governance
remuneration report
3 interests of directors in share options and share plans of the company
scheme and  
year of award
no of shares 
subject to 
award at 
1 august 
2011
granted 
during the 
year
exercised 
during the 
year
lapsed 
during the 
year
no of 
options at 
31 july 2012
exercise 
price 
p
earliest 
exercise 
date
expiry of 
exercise 
period
executive directors
andrew mciver 2009 share plan 1567653 – 490871 – 1076781 nil or par 11111 11212
ltip 2011 – 1986755 – – 1986755 nil or par
jim wilkinson 2009 share plan 862208 – 269979 – 592229 nil or par 11111 11212
ltip 2011 – 1192053 – – 1192053 nil or par 10813 10814
non‑executive directors
no non‑executive director including the company chairman had an interest in share options or share plans at the beginning of or 
throughout the year
further details about these plans and any performance conditions attaching to the awards are provided in the unaudited section of 
this report
4 details of awards exercised during the year to 31 july 2012
scheme and 
year of award
date of 
exercise
total number of 
shares acquired 
on exercise
number of 
shares sold 
on exercise
market price 
per share
 on exercise
total value 
of shares on 
exercise 
less exercise 
price if 
applicable
director
andrew mciver 2009 share plan 11212 490871 255252 032 £154625
jim wilkinson 2009 share plan 11212 269979 140389 032 £85043
note the number of shares sold on exercise of the 2009 share plan by the above directors was in each case to cover income tax and 
employee national insurance charges arising on exercise and dealing costs 39
sportingbet plc annual report 2012
regulatory developments 2012
general
the multi‑jurisdictional nature of the group’s provision of betting 
and gaming services remains subject to an ever‑evolving complex 
and unpredictable approach by nation states worldwide however 
the last 24 months have seen the increasing establishment of 
regulatory regimes which are prepared to license private ie 
non‑state sponsored gambling operators to provide the types  
of services supplied by the group in their domestic markets  
markets that were hitherto the exclusive preserve of national 
monopoly providers
in some cases such as italy such regimes can be seen as 
“permissive” in the dual sense that they offer to operators not just 
the opportunity to obtain a licence in the territory but also a system 
of tax and regulation which is attractive to business in other cases 
such as france and germany outside of schleswig‑holstein the 
regimes offer less attractive conditions for business despite their 
readiness to license private gambling operators hence these markets 
can be said to be “permissive” only by way of comparison with the 
exclusions that went before
policy
the group continues to provide its services only from jurisdictions 
where it is licensed and regulated therefore the group’s position in 
its place of supply and where the local regulator and applicable local 
laws deem the gambling transaction to take place is explicitly legal 
in order to provide its worldwide gambling services during the 
2011–2012 financial year the group has maintained licences in 
alderney antigua and barbuda australia denmark italy malta 
spain south africa and the uk 
however it is also increasingly necessary to obtain licences from 
regulatory authorities not just in the places from whence the group’s 
services are supplied that is hosted and served – as mentioned 
above but also in the markets such services are targeting this 
reflects the general trend – in the licensing of electronic gambling – 
for regulators to assume jurisdiction based upon the “point of 
consumption” of the gambling and not to permit unregulated 
access to their domestic markets on the basis of the lawfulness 
of the offering at its foreign “point of origin”
some recent developments
some major issues of note in the last 12 months all of which have 
been widely reported include
a the confirmation that the uk government intends to license and 
tax the provision of online gambling services on a “point of 
consumption” basis from late 2014
b the implementation of new licensing regimes in eu jurisdictions 
such as denmark and spain and the announcement of an increase 
in permitted activity in italy eg online slots from december 2012
c the continued move towards the opening of the national gambling 
market to private operators in a number of other eu jurisdictions 
including bulgaria cyprus germany and greece albeit on terms 
that vary in their attractiveness to private operators
d confirmation that the european commission the “commission” 
as indicated in a speech in july by the internal eu commissioner 
michel barnier intends to promote a degree of gambling 
regulatory harmony within the european union whilst this will  
not lead to a pan‑eu licensing framework it may lead to more  
or less commonality in technical compliance and social 
responsibility standards 
e ongoing attempts to impose indirect taxes via “product fees” 
on gambling operators by certain states in australia and similar 
debates in the uk given that the horse‑ racing levy the “levy” 
continues to be subject to attempts to replace it with another form 
of payment and
f moves by some individual us states to licence certain types 
of electronic gambling primarily poker
the european union “eu” 
eu member states are subject to scrutiny from the european 
commission and as “guardian” of the treaty on the functioning 
of the european union “tfeu” it closely monitors existing and 
developing legislation in the eu the principal method by which the 
commission has applied pressure on member states is through the 
use of “infringement proceedings” against eu member states acting 
in contravention of eu law through such proceedings the 
commission has asked a number of states to amend their laws 
restricting the free movement of gambling services the ongoing 
pressure from the commission coupled with certain national court 
decisions declaring domestic legislation to be incompatible with eu 
law has led to a domestic review of prohibitive legislation in a 
number of jurisdictions including france italy and germany 
however the european court of justice “ecj” has in the course of 
the last three years delivered a series of judgements which ostensibly 
have supported the notion that member states may establish 
whatever regulatory environment they choose provided they do so in 
such a way that is non‑discriminatory consistent and proportionate 
to the aim of controlling gambling and protecting their citizens 
nonetheless where jurisdictions have or are in the process of 
implementing licensing regimes the commission has yet to take 
any affirmative action where such licensing systems are arguably 
discriminatory either in terms of the barriers to entry or in relation 
to the level of tax or bond security licensees are expected to pay 
germany and greece are in this category both jurisdictions may yet 
be challenged by the commission but in the meantime whilst the 
introduction of a licensing regime seems to be the necessary salve 
to ward off infringement proceedings there appears to be no 
obvious blueprint for a licensing regime that will pass muster 
with the commission 
despite the absence of any harmonising directive at eu‑level 
the commission does however appear to be taking steps towards 
introducing a degree of common regulatory practice at an eu level 
which may lead to a degree of harmonisation of online gambling 
regulation as between member states following the publication of 
a green paper last year michel barnier the internal eu commissioner 
has confirmed that an action plan to instigate the “regulation and 
supervision of online betting and gambling” will be published in 
autumn 2012 the action plan is likely to deal with protection of 
consumers prevention of fraud and the issue of sports integrity 
the commission also wishes to promote regulatory co‑operation 
between member states and wishes to establish a pan‑eu 
enforcement capability to help curb the “grey” market however 
the commission recognises that such initiatives will be hampered by 
member states continuing to preside over non‑compliant regulatory 
regimes and has stated it plans to tackle such infringements of the 
tfeu in that regard the industry awaits the commission’s 
next move 40
sportingbet plc annual report 2012
governance
spain
the first online gambling licences were granted in spain in early 
june 2012 and the regime became fully operational shortly 
thereafter the new licensing regime embraces a range of betting 
and gaming activities with further licensing of online slots anticipated 
later in 2012 the group has obtained general licences covering 
betting other games and contests and seven singular licences 
covering poker baccarat roulette blackjack supplementary games 
sport fixed‑odds betting and other fixed‑odds betting in the 
months preceding the liberalisation of the gambling market licence 
applicants were required to pay retrospective taxes dating back some 
four years for some operators the sums were not insignificant and 
ran into the tens of millions of euros the group voluntarily settled 
its tax claim but along with other operators will assess its ability 
to challenge the imposition of retrospective taxation by the spanish 
tax authorities now that licences have been issued
united kingdom
the gambling act 2005 does not currently impose any restrictions 
on operators transacting with british citizens it does however 
prevent overseas operators advertising in the uk unless they are 
regulated in certain specified “whitelisted” jurisdictions
the group holds a licence granted by the alderney gambling control 
commission and is therefore permitted to advertise in the uk under 
regulations passed pursuant to the gambling act which permit uk 
advertising for alderney licensees on the basis of alderney’s 
“whitelisted” status 
in march 2010 the department for culture media and sport 
“dcms” initiated a consultation regarding the regulation of remote 
gambling in uk the consultation also looked at whether operators 
who transact with uk citizens should be required to obtain a licence 
from the uk gambling commission in july 2011 the uk 
government announced its intention to proceed with such plans
in march 2012 the chancellor announced the intention to tax online 
gambling operators on a “point of consumption basis” meaning that 
any operator transacting with a uk citizen will need to pay gambling 
duties to the uk tax authorities the industry was recently consulted 
and a number of stakeholders have threatened to challenge the 
compatibility of the proposals with the uk’s obligations under the 
tfeu subject to any such challenges it is anticipated that the 
requirement for the group to hold a uk licence and pay 
corresponding tax in the uk will have crystallised by late 2014
germany
following certain ecj cases including carmen media case c‑4608 
which determined that there was incompatibility between germany’s 
tfeu obligations and its domestic gambling laws wide speculation 
as to the unenforceability of the interstate treaty on gambling 
“treaty” prompted a review of the gambling regulatory regime 
in the context of the expiry of the treaty on 1 january 2012
a new version of the treaty was produced and the commission 
expressed its concerns about the incompatibility of that draft with 
germany’s tfeu obligations the new treaty received further critical 
comments from the commission but was nonetheless ratified by 
15 of germany’s 16 states and entered into force on 1 july 2012 
it provides for the award of up to 20 online sports betting licences 
but prohibits online casino and poker the hesse ministry of interior 
sports initiated a european‑wide tender for licences in august 2012 
with a deadline of 4 september 2012 for submissions which was 
subsequently extended to 12 september 2012 
at the time the draft treaty was receiving comments from the 
commission the parliament of the state of schleswig‑holstein 
passed its own gambling act which came into force on 1 january 
2012 this act licenses most gambling activities and a number of 
sports betting licences have now been granted parliamentary 
elections in may 2012 resulted in a change of government in 
schleswig‑holstein and the new administration was not as 
supportive of the state’s new licensing regime therefore following 
a cabinet meeting in july 2012 schleswig‑holstein announced its 
intention to abolish its gambling act and became the 16th state 
to ratify the treaty a subsequent parliamentary meeting failed to 
resolve how and when the gambling act would be removed from 
the statute books and until such time schleswig‑holstein’s gambling 
act will remain in force further sports betting licences were granted 
in late august a federal tax on sports betting activities of 5 levied 
on the value of bets made ie stakes has been in place since july 
2012 the tax is uniform across germany and also applies in 
schleswig‑holstein until its licensing regime is formally withdrawn 
and impacts any operator transacting with german citizens 
regardless of that operator’s location operators are taking different 
stances with respect to germany some are paying the tax and 
preparing for the implementation of the licensing regime others 
are refusing to pay and have announced that they will challenge 
the requirement in the european courts 
greece
greece has been the subject of several challenges by the commission 
and in september 2012 an opinion published by ecj advocate 
general ján mazák heavily criticised the position of monopoly 
provider opap in july 2011 greece implemented a new law which 
envisages an online gambling licensing regime whilst all the 
underlying regulations have yet to be promulgated those operators 
who wanted to obtain a licence were required to register to pay tax 
during the period prior to the licensing regime being initiated and 
in some cases as far back as 2010 games of chance were excluded 
from the scope of available licences as they were exclusively reserved 
for the monopoly however mazák’s opinion clearly finds the 
national legislation incompatible with articles 49 and 56 of tfeu and 
as a result opines that the proposed legislation cannot apply during 
any transitional period although a final ecj judgment is expected 
later this year mazák’s opinion is likely to form the basis of the 
final court ruling
regulatory developments 2012 41
sportingbet plc annual report 2012
italy
italy is a fully regulated market and its licensing regime is set to 
develop further with the introduction of online slots in december 
2012 new regulations for remote bingo are also anticipated this  
year subject to comments from the european commission as well  
as the proposals to regulate betting exchanges and betting on  
virtual events
proposals made by italian regulator aams suggest further 
amendments may be made to the current regime in italy which 
would see online fixed odds betting taxed on a gross profits rather 
than turnover basis furthermore a process is under way to enhance 
betting operators’ offerings by augmenting the official list of events 
and markets on which bets can currently be struck the “palinsesto”
the group currently holds a provisional licence which does not 
entitle it to offer its services to italian customers until such time 
as the licence agreement has been signed by aams the italian 
regulator once active the licence permits fixed‑odds and totalizer 
betting pool betting sports and horse race betting casino games 
with the exclusion of slots skill games bingo and tournament 
and non‑tournament card games 
denmark
following a positive decision from the commission in connection 
with a formal state aid investigation in september 2011 the new 
danish licensing regime became live on 1 january 2012 with licences 
available for land‑based and online betting and online casino and 
poker horse race betting lottery bingo keno and scratch cards 
remain under the ambit of the monopoly provider 
the group has been issued with a one year temporary licence as the 
application process was rushed in order for licences to go live in early 
2012 not all aspects of applications were considered and provisional 
licences were granted until all aspects of the applications have been 
reviewed assuming that the licensing authority determines that the 
group is suitable for regulation a full licence will be granted for 
a period of five years from 1 january 2013 
rest of the world
australia
the group holds online betting licences in the northern territory and 
provides betting services throughout australia it blocks australians 
from accessing any of the group’s gaming products it has been 
held as a result of various court cases that holding a sports betting 
licence in one australian state entitles the licensee to advertise and 
supply into all others
a recent consultation process resulting from a review of the 
interactive gambling act 2001 by australia’s department of 
broadband communications and the digital economy recommended 
certain amendments to the current legislation if implemented the 
amendments would materially alter the online gambling market 
licensing of online tournament poker relaxation of current in‑play 
betting restrictions and additional sanctions and penalties for 
supplying gambling services without the requisite licence are some 
of the recommendations however it is important to note that it  
was only an interim report that proposed these amendments and 
there has been notable opposition to some of the proposals which 
could push back any developments until after the elections in 
november 2013
race fields legislation exists in every australian state except the 
northern territory the race fields legislation has been subject to 
ongoing legal challenge principally on the basis that there exists 
anti‑competitive discrimination between bookmakers and the 
incumbent tote monopolies in breach of the australian constitution 
the matter finally reached the high court in march 2012 whereby 
the judge dismissed appeals by two operators and held that the race 
field regime imposed an equal burden on all operators and was 
therefore valid 
united states
the us continues generally to prohibit online gambling 
despite the current prohibitive position there have been suggestions 
that in light of the economic downturn in the us and the resultant 
loss of revenue for land‑based casino operators liberalisation may 
occur in the online gambling market and rumours and 
counter‑rumours regularly circulate increasing pressure from 
consumers and lobby groups has led to legislative proposals being 
put forward 
to date these proposals have resulted in changes to the existing 
prohibitive landscape notably the introduction of an online poker 
regulatory environment in nevada and the recent passage of 
permissive regulations in delaware several other states’ bills are  
in process notably in new jersey and illinois although many  
recent state initiatives have failed at some stage during the  
legislative process
the likelihood of a federal bill which would almost certainly 
be a poker‑only bill being introduced continues to be the subject 
of conjecture
asia
the regulatory regime in many asian countries is currently prohibitive 
and at present the group has no operations or activities in asia
blocked territories
in the last 12 months the group has taken notably the decision to 
block wagers from norway and turkey as such the group currently 
blocks wagers from the following jurisdictions
•	 guadeloupe
•	 france
•	 french guyana
•	 netherlands
•	 hong kong
•	 india
•	 indonesia
•	 israel
•	 la reunion
•	 martinique
•	 norway
•	 pakistan
•	 philippines
•	 saudi arabia
•	 singapore
•	 thailand
•	 turkey
•	 uae
•	 united states of america 42
sportingbet plc annual report 2012
financials
independent audit report
for the year ended 31 july 2012
independent auditor’s report to the members of sportingbet plc
we have audited the group financial statements of sportingbet plc 
for the year ended 31 july 2012 which comprise the consolidated 
statement of comprehensive income consolidated balance sheet 
consolidated statement of changes in equity consolidated cash 
flow statements and the related notes the financial reporting 
framework that has been applied in their preparation is applicable 
law and international financial reporting standards “ifrs” as 
adopted by the european union 
this report is made solely to the company’s members as a body 
in accordance with chapter 3 of part 16 of the companies act 2006 
our audit work has been undertaken so that we might state to the 
company’s members those matters we are required to state to them 
in an auditor’s report and for no other purpose to the fullest extent 
permitted by law we do not accept or assume responsibility to 
anyone other than the company and the company’s members 
as a body for our audit work for this report or for the opinions 
we have formed 
respective responsibilities of directors and auditor
as explained more fully in the statement of directors’ responsibilities 
set out on page 29 the directors are responsible for the preparation 
of the group financial statements and for being satisfied that they 
give a true and fair view our responsibility is to audit and express 
an opinion on the group financial statements in accordance with 
applicable law and international standards on auditing uk and 
ireland those standards require us to comply with the auditing 
practices board’s “apb’s” ethical standards for auditors 
scope of the audit of the financial statements
a description of the scope of an audit of financial statements is 
provided on the apb’s website at wwwfrcorgukapbscopeprivate
cfm
opinion on financial statements
in our opinion the group financial statements
•	 give a true and fair view of the state of the group’s affairs as at 
31 july 2012 and of its loss for the year then ended
•	 have been properly prepared in accordance with ifrs as adopted 
by the european union and
•	 have been prepared in accordance with the requirements of 
the companies act 2006 and article 4 of the ias regulation
opinion on other matters prescribed by the companies act 2006
in our opinion
•	 the information given in the directors’ report for the financial year 
for which the group financial statements are prepared is 
consistent with the group financial statements and
•	 the information given in the corporate governance statement 
set out on pages 24 to 27 with respect to internal control and risk 
management systems in relation to financial reporting processes 
and about share capital structures is consistent with the 
financial statements 
matters on which we are required to report by exception
we have nothing to report in respect of the following
under the companies act 2006 we are required to report to you if 
in our opinion
•	 certain disclosures of directors’ remuneration specified by law are 
not made or
•	 we have not received all the information and explanations we 
require for our audit or
•	 a corporate governance statement has not been prepared by 
the company 
under the listing rules we are required to review
•	 the directors’ report set out on page 29 in relation to going 
concern and
•	 the part of the corporate governance statement relating to the 
company’s compliance with the nine provisions of the uk 
corporate governance code specified for our review and
•	 certain elements of the report to shareholders by the board 
of directors’ remuneration 
other matter
we have reported separately on the parent company financial 
statements of sportingbet plc for the year ended 31 july 2012 
and the information in the directors’ remuneration report that 
is described as having been audited 
paul etherington bsc fca cf
senior statutory auditor
for and on behalf of grant thornton uk llp
statutory auditor chartered accountants
london
2 october 2012 43
sportingbet plc annual report 2012
consolidated statement of 
comprehensive income
for the year ended 31 july 2012
year ended
continuing operations notes
core
£m
other
£m
31 july 2012
£m
31 july 2011
£m
amounts wagered 3 23492 – 23492 20539
net gaming revenue 2 1857 – 1857 2040
other operating revenue 32 70 102 23
total revenue 3 1889 70 1959 2063
administrative expenses before exceptional items share option charge 
and amortisation of acquired intangible assets 1567 – 1567 1682
group operating profit before exceptional items share option 
charge and amortisation of acquired intangible assets 3 322 70 392 381
gain on turkey deferred contingent consideration 21 – 37 37 –
other administrative expenses
exceptional items 4 716 – 716 108
share option charge 6 09 – 09 12
amortisation of acquired intangible assets 12 95 – 95 17
total administrative expenses 2387 – 2387 1819
group operating lossprofit 498 107 391 244
finance income 8 22 – 22 05
finance costs 8 86 – 86 11
lossprofit before taxation 5 562 107 455 238
taxation 9 01 – 01 31
lossprofit for the year 561 107 454 207
lossprofit attributable to the owners of the parent 561 107 454 207
other comprehensive income
amounts initially taken to equity as a result of applying hedge 
accounting 08 – 08 04
amounts reclassified from equity to profit or loss to match the 
hedged items 04 – 04 12
exchange differences on translation of foreign operations 57 – 57 19
total comprehensive income for the year attributable to the 
owners of the parent 630 107 523 210
lossprofit per ordinary share
basic 10 68p 39p
diluted 10 68p 39p
the notes on pages 47 to 72 form part of these financial statements 44
sportingbet plc annual report 2012
financials
consolidated balance sheet
for the year ended 31 july 2012
as at
notes
31 july 2012
£m
31 july 2011
£m
non‑current assets
goodwill 11 1017 418
other intangible assets 12 1110 332
property plant and equipment 13 264 262
deferred tax asset 9 11 12
2402 1024
current assets
trade and other receivables 14 198 163
cash and cash equivalents 15 424 1802
derivatives 18 05 –
627 1965
current liabilities
trade and other payables 16 1068 604
interest bearing loans and borrowings 16 71 60
derivatives 16 19 02
1158 666
net current liabilitiesassets 531 1299
non‑current liabilities
interest bearing loans and borrowings 16 690 538
690 538
net assets 1181 1785
equity
issued share capital 19 07 07
share premium 607 600
reserves 567 1178
total equity 1181 1785
the notes on pages 47 to 72 form part of these financial statements these financial statements were approved by the board and 
authorised for issue on 2 october 2012
j wilkinson
director 45
sportingbet plc annual report 2012
consolidated statement of changes in equity
for the year ended 31 july 2012
issued 
share 
capital
£m
share 
premium 
account
£m
other 
reserves 
£m
equity 
portion of 
convertible 
bond 
£m
profit 
and loss 
account
£m
foreign 
exchange 
reserve
£m
total
£m
as at 1 august 2010 05 599 – – 308 15 927
employee share options – 01 – – 07 – 06
issue of shares 02 – 623 – – – 625
equity portion of convertible bond – – – 103 – – 103
share option charge – – – – 12 – 12
dividends paid – – – – 86 – 86
transactions with owners 02 01 623 103 81 – 648
profit for the year – – – – 207 – 207
hedge accounting – – – – 16 – 16
foreign currency exchange – – – – – 19 19
total comprehensive income for the year – – – – 191 19 210
as at 1 august 2011 07 600 623 103 418 34 1785
employee share options – 07 – – 03 – 04
equity portion of convertible bond – – – 19 – – 19
share option charge – – – – 09 – 09
dividends paid – – – – 113 – 113
transactions with owners – 07 – 19 107 – 81
loss for the year – – – – 454 – 454
hedge accounting – – – – 12 – 12
foreign currency exchange – – – – – 57 57
total comprehensive income for the year – – – – 466 57 523
as at 31 july 2012 07 607 623 122 155 23 1181
the decrease in group equity of £604m 2011 increase of £858m is wholly represented by the movements shown in equity reserves and 
share capital in note 19 and the statement above 
other reserves represent amounts relating to the premiums arising on the issue of shares under the provisions of section 612 of the 
companies act 2006
on 9 june 2011 154761904 ordinary shares were issued and placed at a price of 42p per share the net proceeds after costs were £625m 
the placing utilised a cash box structure whereby the cash box entity issued redeemable preference shares in consideration for the receipt of 
the cash proceeds net of issue costs arising from the placing the company’s ordinary shares were issued as consideration for the transfer 
to it of the shares which it did not already own in the cash box entity as a result in the opinion of the directors the placing qualified for 
merger relief under section 612 of companies act 2006 so that the £623m excess of the value of the acquired shares in the cash box entity 
over the nominal value of the ordinary shares issued by the company was credited to the company’s other reserves
the equity portion of the convertible bond reserve represents the equity portion of the £80m 2011 £65m of fixed rate 7 convertible 
bonds note 16 after deduction of transaction costs of £07m 2011 £05m attributable to the equity component
all group equity is attributable to the owners of the parent 46
sportingbet plc annual report 2012
financials
consolidated cash flow statement
for the year ended 31 july 2012
year ended
notes
31 july 2012
£m
31 july 2011
£m
group lossprofit after taxation 454 207
depreciation 39 52
software amortisation 99 81
other amortisation 95 17
impairment of property plant and equipment and software 187 –
share option charge 09 12
finance cost 64 06
taxation 01 31
operating cash flows before movements in working capital 38 406
increasedecrease in receivables 08 09
increasedecrease in payables 31 87
cash generated by operations 61 310
income tax paid 15 21
net cash from operating activities 46 289
purchases of property plant and equipment 13 89 41
purchases of software 12 170 209
acquisitions 21 1086 01
interest paid 64 08
cash used in investing activities 1409 259
loans 40 –
exercise of share options 01 07
issue of shares 05 618
finance leases 14 07
dividends paid 113 86
issue of convertible loan notes 129 620
net cash from financing activities 46 1152
net increase in cash and cash equivalents in the year 1317 1182
cash and cash equivalents at beginning of year 1802 589
effect of foreign exchange rate changes 61 31
cash and cash equivalents at end of year 15 424 1802
the notes on pages 47 to 72 form part of these financial statements 47
sportingbet plc annual report 2012
1 accounting policies
basis of preparation
the financial information provided is for the group’s financial year ending 31 july 2012
the financial information has been prepared in accordance with applicable international financial reporting standards “ifrss” as adopted 
by the european union
the ifrs financial statements have been drawn up on the basis of accounting policies consistent with those applied in the financial 
statements for the year to 31 july 2011
the accounting policies have been applied consistently throughout the group for the purposes of preparation of these financial statements 
the effect of adopting the above standards and interpretations is not material to group profit or to total equity in the current or prior year 
prior year information has not been restated therefore an additional comparative balance sheet has not been presented 
standards in issue not yet effective
the iasb and ifric have issued the following standards and interpretations applicable to the group which are effective for periods starting 
after the date of these financial statements and are yet to be adopted by the group
•	 ifrs 9 financial instruments effective 1 january 2015 
•	 ifrs 10 consolidated financial statements effective 1 january 2013 
•	 ifrs 11 joint arrangements effective 1 january 2013 
•	 ifrs 12 disclosure of interests in other entities effective 1 january 2013 
•	 ifrs 13 fair value measurement effective 1 january 2013 
•	 ias 19 employee benefits revised june 2011 effective 1 january 2013 
•	 ias 27 revised separate financial statements effective 1 january 2013 
•	 ias 28 revised investments in associates and joint ventures effective 1 january 2013 
•	 deferred tax recovery of underlying assets – amendments to ias 12 income taxes effective 1 january 2012 
•	 presentation of items of other comprehensive income – amendments to ias 1 effective 1 july 2012 
•	 disclosures – offsetting financial assets and financial liabilities – amendments to ifrs 7 effective 1 january 2013 
•	 offsetting financial assets and financial liabilities – amendments to ias 32 effective 1 january 2014 
•	 mandatory effective date and transition disclosures – amendments to ifrs 9 and ifrs 7 effective 1 january 2015 
•	 annual improvements 2009–2011 cycle effective 1 january 2013
the group does not anticipate that the adoption of these standards and interpretations will have a material effect on its financial statements 
on initial adoption with the exception of ifrs 9 which will impact the measurement of financial instruments and future hedges
basis of consolidation – subsidiaries
the group financial statements for the year consolidate the financial statements of sportingbet plc and the entities it controls  
its subsidiaries
subsidiaries are consolidated from their date of acquisition being the date on which the group obtains control and continue to be 
consolidated until the date that such control ceases control comprises the power to govern the financial and operating policies of the 
investee so as to obtain benefit from its activities and is achieved through direct or indirect ownership of voting rights currently exercisable 
or convertible potential voting rights or by way of contractual agreement accounting policies are consistently applied across the group 
all inter‑company balances and transactions are eliminated 
business combinations
on acquisition the assets liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition any 
excess of the consideration transferred over the fair values of the identifiable net assets acquired is recognised as goodwill any deficiency 
of the cost of acquisition below the fair values of the identifiable net assets acquired ie discount on acquisition is credited to the profit 
or loss in the period of acquisition 
contingent and deferred consideration arising as a result of acquisitions is stated at fair value at the date of acquisition contingent 
consideration is based on management’s best estimate of the likely outcome the fair value of contingent share consideration is measured 
based on the market price of shares at acquisition subsequent remeasurement of contingent consideration is recognised in the profit or loss 
notes to the financial statements 48
sportingbet plc annual report 2012
financials
1 accounting policies continued
amounts wagered
amounts wagered do not represent the group’s statutory revenue they represent amounts staked in respect of bets placed on sporting 
events in the year net win in respect of casino and gaming and rake in respect of poker games that have concluded in the year 
amounts wagered are stated net of certain promotional bonuses 
revenues
net gaming revenue
net gaming revenue is measured at the fair value of consideration received or receivable and comprises the following 
•	 sports betting gains and losses in respect of bets placed on sporting events in the year stated after betting taxes and certain 
promotional bonuses 
•	 open positions are carried at fair market value and gains and losses arising on this valuation are recognised in revenue as well as gains and 
losses realised on positions that have closed 
•	 casino and gaming net win in respect of bets placed on casino games that have concluded in the year stated net of certain 
promotional bonuses 
•	 poker net win in respect of rake for poker games that have concluded in the year stated net of certain promotional bonuses 
•	 where the group refers to gaming revenue this represents net gaming revenue before the deduction of promotional bonuses
other operating revenue
other operating revenue is comprised of revenues for b2b services including payment processing trading and it services which is measured 
at the fair value of the consideration received recognised as revenue in the period in which services are performed
goodwill
goodwill represents the excess of the fair value of the consideration transferred in an acquisition over the group‘s share of the fair value 
of the identifiable assets and liabilities acquired goodwill is allocated to cash‑generating units for the purpose of impairment testing 
goodwill allocated to each cash‑generating unit is not amortised and is reviewed for impairment at least annually where impairment arises 
on a cash‑generating unit it is allocated initially against goodwill and thereafter pro rata amongst other assets any impairment is recognised 
immediately in the profit or loss and is not subsequently reversed goodwill arising on earlier acquisitions prior to ifrs conversion was being 
amortised over its estimated useful life of 20 years in accordance with the transitional provisions of ifrs 1 first time adoption of ifrs 
the unamortised balance of goodwill at 31 july 2006 was frozen and reviewed for impairment at least annually 
computer software
where in the opinion of the directors the group’s expenditure in relation to development of internet activities results in future economic 
benefits these costs are capitalised and amortised over the useful economic life of the asset 
development costs are capitalised only when it is probable that future economic benefit will result from the project and the following criteria 
are met
•	 the technical feasibility of the product has been ascertained
•	 adequate technical financial and other resources are available to complete and sell or use the intangible asset 
•	 the group can demonstrate how the intangible asset will generate future economic benefits and the ability to use or sell the intangible 
asset can be demonstrated
•	 it is the intention of management to complete the intangible asset and use it or sell it 
•	 the development costs can be measured reliably
amortisation is provided on computer software at a rate calculated to write each asset down to its estimated residual value using the 
straight‑line method over its expected useful life as follows 
computer software 20–33 on cost
methods of amortisation residual values and useful lives are reviewed and adjusted if appropriate at each reporting date 
other intangible assets 
identifiable intangible assets acquired as part of business combinations that meet the conditions for recognition under ifrs 3 are 
recognised at their fair value at the acquisition date and amortised over their useful economic life as follows 
belmond international limited – marketing contract 20 on cost
danbook – customer list and software 25 on cost
scandic – customer list and software 25 on cost
centrebet – customer list and software 25 on cost
notes to the financial statements 49
sportingbet plc annual report 2012
1 accounting policies continued
property plant and equipment
property plant and equipment is stated at cost less accumulated depreciation depreciation is provided on all property plant and equipment 
except for freehold land at rates calculated to write each asset down to its estimated residual value using the straight‑line method over its 
expected useful life as follows 
fixtures fittings and equipment 25–33 on cost
leasehold improvements 10 on cost
motor vehicles 25 on cost
computer equipment 20–33 on cost
freehold buildings 2 on cost
methods of depreciation residual values and useful lives are reviewed and adjusted if appropriate at each reporting date leasehold 
improvements are included within fixtures fittings and equipment in the property plant and equipment note 
impairment of property plant and equipment and intangible assets
at each reporting date the group reviews the carrying amounts of its property plant and equipment and other intangible assets to 
determine whether there is any indication that those assets have suffered an impairment loss if any such indication exists the recoverable 
amount of the asset is estimated in order to determine the extent of the impairment loss if any where the asset does not generate cash 
flows that are independent from other assets the group estimates the recoverable amount of the cash‑generating unit to which the 
asset belongs 
recoverable amount is the higher of fair value less costs to sell and value in use in assessing value in use the estimated future cash flows are 
discounted to their present value using a pre‑tax discount rate that reflects current market assessments of the time value of money and the 
risks specific to the asset for or cash‑generating unit which the estimates of future cash flows have not been adjusted 
if the recoverable amount of an asset or cash‑generating unit is estimated to be less than its carrying amount the carrying amount of the 
asset or cash‑generating unit is reduced to its recoverable amount an impairment loss is recognised as an expense immediately 
where an impairment loss subsequently reverses the carrying amount of the asset or cash‑generating unit is increased to the revised 
estimate of its recoverable amount but so that the increased carrying amount does not exceed the carrying amount that would have been 
determined had no impairment loss been recognised for the asset or cash‑generating unit in prior years a reversal of an impairment loss 
is recognised as income immediately 
financial instruments
financial assets and financial liabilities are recognised on the group’s balance sheet when the group becomes a party to the contractual 
provisions of the instrument 
trade receivables
trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method 
less provision for impairment a provision for impairment of trade receivables is established when there is objective evidence that the group 
will not be able to collect all amounts due according to the original terms of the receivables significant financial difficulties of the debtor 
probability that the debtor will enter bankruptcy or financial reorganisation and default or delinquency in payments more than 60 days 
overdue are considered indicators that the trade receivable is impaired the amount of the provision is the difference between the asset’s 
carrying amount and the present value of estimated future cash flows discounted at the original effective interest rate the carrying amount 
of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the profit or loss within ‘other 
administrative expenses’ when a trade receivable is uncollectible it is written off against the allowance account for trade receivables 
subsequent recoveries of amounts previously written off are credited against ‘other administrative expenses’ in the profit or loss 
cash and cash equivalents
cash and cash equivalents include cash in hand deposits with banks it also includes cash reserves and short‑term cash in transit held by 
payment service providers 
financial liabilities and equity
financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into an equity 
instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities  50
sportingbet plc annual report 2012
financials
1 accounting policies continued
interest bearing loans and other borrowings
borrowings are recognised initially at fair value net of transaction costs incurred borrowings are subsequently stated at amortised cost 
and the difference between the proceeds net of transaction costs and the redemption value is recognised in the profit or loss over the 
period of borrowings using the effective interest method 
borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 
12 months after the reporting date 
trade payables
trade payables are not interest‑bearing and are stated initially at their fair value and thereafter at their amortised cost using the effective 
interest rate method the fair value of trade and other payables has not been disclosed as due to their short duration management 
considers the carrying values recognised in the balance sheet to be a reasonable approximation of their fair value 
equity instruments
equity instruments issued are recorded at the proceeds received net of direct issue costs 
convertible bonds
the net proceeds received from the issue of convertible bonds are split between a liability element and an equity component at the date 
of issue the fair value of the liability component is estimated using the prevailing market interest rate for similar non‑convertible debt 
the difference between the proceeds of issue of the convertible bonds and the fair value assigned to the liability component representing 
the embedded option to convert the liability into equity of the group is included in equity and is not remeasured the liability component 
is carried at amortised cost 
issue costs are apportioned between the liability and equity components of the convertible bonds based on their relative carrying amounts 
at the date of issue the portion relating to the equity component is charged directly against equity 
the finance cost on the liability component is calculated by applying the prevailing market interest rate at the time of issue for similar 
non‑convertible debt to the liability component of the instrument the difference between this amount and the interest paid is added 
to the carrying amount of the convertible bonds
derivative financial instruments
the group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates 
the group uses derivative financial instruments to reduce exposure to foreign exchange rate movements the group does not hold or issue 
derivative financial instruments for speculative purposes 
derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair 
value calculated using either discounted cash flow techniques or by reference to market prices supplied by banks the method of recognising 
the resulting gain or loss depends on whether the derivative is designated as a hedging instrument and if so the nature of the item being 
hedged the group designates certain derivatives as hedges of the variability of cash flows cash flow hedge
the group documents at the inception of the transaction the relationship between hedging instruments and hedged items as well as its risk 
management objective and strategy for undertaking various hedge transactions the group also documents its assessment both at hedge 
inception and on an ongoing basis of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes 
in the cash flows of the hedged items 
the use of financial derivatives is governed by the group’s policies approved by the board of directors which provide written principles 
on the use of financial derivatives
derivative financial instruments not eligible for hedge accounting are recognised in the balance sheet at fair value calculated using either 
discounted cash flow techniques or by reference to market prices supplied by banks changes in their fair value are recognised in profit 
or loss 
hedge accounting
the group designates certain derivatives as either a cash flow hedge where exposures to variability in cash flows attributable to either 
a particular risk associated with a recognised asset or liability or highly probable purchase are hedged or hedges of net investments in 
foreign operations net investment hedges where exposures to changes in fair value or future cash flows of the investment are hedged 
for those instruments designated as hedges and for which hedge accounting is desired the hedging relationship is documented at its 
inception this documentation identifies the hedging instrument the hedged item or transaction the nature of the risk being hedged 
and how effectiveness will be measured throughout its duration such hedges are expected at inception to be highly effective
notes to the financial statements 51
sportingbet plc annual report 2012
1 accounting policies continued
the effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in equity 
the gain or loss relating to the ineffective portion is recognised immediately in the profit or loss
amounts accumulated in equity are reclassified from equity to profit or loss in the periods when the hedged item will affect profit or 
loss however when the hedged transaction results in the recognition of a non‑financial asset or a liability the gains and losses previously 
deferred in equity are transferred from other comprehensive income and included in the initial measurement of the cost of the asset 
or liability 
fair value measurements are based on quoted prices in active markets for the same instrument
when a hedging instrument expires or is sold or when a hedge no longer meets the criteria for hedge accounting any cumulative gain or 
loss that has been recognised in other comprehensive income at that time remains in equity and is recognised when the forecast transaction 
is ultimately recognised in the profit or loss when a forecast transaction is no longer expected to occur the cumulative gain or loss that was 
reported in other comprehensive income is immediately reclassified from equity to profit or loss 
dividends
dividends are recognised when they become legally payable interim dividends are recognised when paid final dividends are recognised 
when approved by the shareholders at the annual general meeting
functional and presentational currency
items included in the financial statements of each of the group’s entities are measured using the currency of the primary economic 
environment in which the entity operates “the functional currency” the consolidated financial statements are presented in sterling £ 
which is the parent’s functional and presentational currency
foreign currency translation
foreign currency transactions of individual companies are translated at the rates ruling when they occurred foreign currency monetary 
assets and liabilities are translated at the closing spot rate any differences are taken to the profit or loss 
the results of overseas operations are translated at the average rates of exchange during the year and their balance sheets translated into 
sterling at the rates of exchange ruling on the balance sheet date exchange differences which arise from translation of the opening net 
assets and results of foreign subsidiary undertakings and from translating the profit or loss at an average rate are taken to reserves 
taxation
the tax expense represents the sum of the tax currently payable and deferred tax
the tax currently payable is based on taxable profit for the year taxable profit differs from net profit as reported in the profit or loss because 
it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or 
deductible the group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance 
sheet date 
deferred tax
deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the 
financial statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance 
sheet liability method deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are 
recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be 
utilised such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or of other 
assets and liabilities in a transaction other than in a business combination that affects neither the tax profit nor the accounting profit 
deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries except where the group is able 
to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future 
the carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that 
sufficient taxable profits will be available to allow all or part of the asset to be recovered 
deferred tax is calculated at the tax rates that are expected to apply in accordance with laws which have been enacted or substantially 
enacted at the reporting date deferred tax is charged or credited in the profit or loss except when it relates to items charged or credited 
directly to other comprehensive income in which case the deferred tax is also dealt with in other comprehensive income current and 
deferred tax that relates to items recognised directly in equity is also recognised directly in equity 52
sportingbet plc annual report 2012
financials
1 accounting policies continued
employee benefits
pension costs
for defined contribution arrangements the amount charged to the profit or loss in respect of pension costs and other post‑retirement 
benefits is the contributions payable in the year differences between contributions payable in the year and contributions actually paid 
are shown as either accruals or prepayments in the balance sheet
share‑based employee remuneration
where share options are awarded to employees the fair value of the options at the date of grant is charged to the profit or loss over 
the vesting period with the corresponding credit to the profit and loss reserve non‑market vesting conditions are taken into account by 
adjusting the number of equity instruments expected to vest at each reporting 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 change 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 
where the terms of the options are modified before they vest the increase in the fair value of the options measured immediately before and 
after the modification is also charged to the profit or loss over the remaining vesting period 
where equity instruments are granted to persons other than employees the profit or loss is charged with the fair value of goods and services 
received 
the proceeds received net of any directly attributable transaction costs are credited to share capital nominal value and share premium 
when the options are exercised 
leases
leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the 
lessee all the other leases are classified as operating leases 
the group as lessee
assets held under finance leases and other similar contracts which confer rights and obligations similar to those attached to owned assets 
are capitalised as property plant and equipment and are depreciated over the shorter of the lease terms and their useful lives the capital 
elements of future lease obligations are recorded as liabilities while the interest elements are charged to the profit or loss over the period of 
the leases to produce a constant rate of charge on the balance of capital repayments outstanding hire purchase transactions are dealt with 
similarly except that assets are depreciated over their useful lives 
rentals under operating leases are charged on a straight‑line basis over the lease term even if the payments are not made on such a basis 
benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight‑line basis 
the group as lessor
rental income from the group’s land and buildings accounted for within property plant and equipment is recognised on a straight‑line 
basis over the lease term 
exceptional items
exceptional items are those that in management’s judgement need to be disclosed by virtue of their size or incidence in order for the user 
to obtain a proper understanding of the financial information 
provisions
provisions are recognised when the group has a present obligation as a result of a past event and it is probable that the group will be 
required to settle that obligation provisions are measured at the directors’ best estimate of the expenditure required to settle the obligation 
at the reporting date and are discounted to present value where the effect is material 
use of judgements and estimates
the preparation of financial statements requires management to make estimates and judgements that affect the reported amount of assets 
and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income 
and expenditure during the reported period the estimates and associated judgements are based on historical experience and various other 
factors that are believed to be reasonable under the circumstances the results of which form the basis of making judgements about carrying 
values of assets and liabilities that are not readily apparent from other sources
the estimates and underlying judgements are reviewed on an ongoing basis revisions to accounting estimates are recognised in the period 
in which the estimate is revised if the revision affects only that period or in the periods of revision and future periods if the revision affects 
both current and future periods
notes to the financial statements 53
sportingbet plc annual report 2012
1 accounting policies continued
in preparing these consolidated financial statements estimates and judgements have been made by management concerning the accrual 
of betting taxes identification of dates of change of control for business combinations the fair value of consideration and assets acquired 
discount and growth rates used in impairment reviews capitalisation amortisation and impairment of fixed assets the classification of 
exceptional items and the cost of comparable financing for convertible bonds
critical judgements in applying the group’s accounting policies
revenue recognition
net gaming revenue is measured after the deduction of gaming taxes tax rates differ by product domain and territory in which the group 
operates in territories where the regulatory position is uncertain judgement is exercised over the extent to which gaming taxes accrue
business combinations
the group has made a number of corporate transactions during the year further details are given in note 21 judgement is exercised over 
the date control passes the nature of the entity acquired or disposed of and the fair value of consideration and assets acquired or disposed
impairment reviews
as noted in note 11 management consider that the group has two cgus europe and australia
fixed asset capitalisation amortisation and impairment
development expenditure is capitalised to the extent it meets the criteria described in the intangible and tangible asset notes on pages 61 
and 62 judgement is exercised over the useful life of assets capitalised given technological and regulatory developments and when assets 
previously capitalised become impaired
exceptional items
exceptional items are those that in management’s judgement need to be disclosed by virtue of their nature size and incidence in order for 
the user to obtain a proper understanding of the financial statements
classification of convertible bonds
the terms of convertible bond instruments including all conditions under which an adjustment to the conversion price can be made 
where in management’s judgement such terms are all considered to be anti‑dilutive to the bond holder the instrument is recognised 
as a compound financial instrument in accordance with the requirements of ias 32
customer liabilities
customer liabilities represent cash held by the group on behalf of customers these are stated net of an allowance for uncollected  
dormant balances management calculate the allowance by reference to player terms and conditions in assessing the likelihood of  
balances being reclaimed
key sources of estimation uncertainty
impairment of goodwill
determining whether goodwill is impaired requires an estimate of the value‑in‑use of the cgu to which the goodwill has been allocated 
the value in use calculation involves an estimate of the future cash flows of the cgus and also the selection of appropriate discount rates 
to calculate present values future cash flows are estimated using the current one‑year budget forecast extrapolated for future growth rates 
the estimated growth rates are based on past experience and knowledge of individual sector’s markets changes in estimates of the growth 
rate could result in variations to the carrying value of goodwill the directors consider that no reasonably foreseeable changes in the 
estimates of growth rates or discount rates could affect the carrying value of goodwill
amortisation of non‑current assets
determining the period over which tangible and intangible assets are amortised over required an estimate of their useful lives this includes 
non‑current assets capitalised in current and previous periods together with the intangible assets acquired through business combinations 
during the year
fair value of proceeds on disposal of businesses
during the year the group disposed of its turkish language website business in arriving at a fair value for the proceeds of the business 
this requires estimation over timing and quantum of those payments movements in foreign exchange rates the regulatory environment 
in turkey and the credit status of the counterparties
share‑ based payments
management applies valuation techniques to calculate the fair value of share option charges note 20 provides information on the choice 
and valuation technique and assumptions made
measurement of convertible bonds
the finance cost of convertible bonds is calculated using an effective interest rate which is at a premium to the coupon rate this effective 
rate is calculated based on the estimate of the cost of a similar instrument without conversion feature 54
sportingbet plc annual report 2012
financials
2 net gaming revenue
2012
£m
2011
£m
gaming revenue 2046 2243
promotional bonuses 189 203
net gaming revenue 1857 2040
3 operating segments 
for management purposes the group is currently organised into three geographical regions – europe australia and emerging markets 
these regions are the basis on which the group reports its operating segments
the following table presents revenue and lossprofit information and certain asset and liability information regarding the group’s operating 
segments for the years ended 31 july 2012 and 31 july 2011
emerging markets refer to the group’s operations in brazil canada and chile 
2012
europe
£m
australia
£m
emerging 
markets
£m
unallocated 
central costs
£m
core
£m
other
£m
total
£m
amounts wagered 7703 14931 858 – 23492 – 23492
total revenue 958 836 95 – 1889 70 1959
depreciation and amortisation of software 108 30 – – 138 – 138
administrative expenses before exceptional 
items share option charge and 
amortisation of acquired intangible assets 808 488 53 80 1429 – 1429
group operating profitloss before 
exceptional items share option 
charge and amortisation of acquired 
intangible assets 42 318 42 80 322 70 392
gain on turkey deferred contingent consideration – – – – 37 37
other administrative expenses
exceptional items 449 195 – 72 716 – 716
share option charge 02 – – 07 09 – 09
amortisation of acquired intangible assets 20 75 – – 96 – 96
total administrative expenses 1387 788 53 159 2387 – 2387
operating lossprofit 429 48 42 159 498 107 391
finance incomecost 71 11 – 146 64 – 64
taxation 03 04 – – 01 – 01
lossprofit for the year 361 63 42 305 561 107 454
balance sheet information
non‑current assets 6255 3948 – 7801 2402 – 2402
current assets 296 332 – – 627 – 627
total liabilities 1014 834 – – 1849 – 1848
expenditure incurred to acquire property 
plant and equipment and intangible assets 152 107 – – 259 – 259
2012
sports 
betting
£m
casino 
gaming
£m
poker 
rake
£m
other 
operating 
revenue
£m
core
£m
other
£m
total
£m
amounts wagered 23190 378 113 – 23681 – 23681
promotional bonuses 119 33 37 – 189 – 189
net amounts wagered 23071 345 76 – 23492 – 23492
revenue 1555 378 113 32 2078 70 2148
promotional bonuses 119 33 37 – 189 – 189
total revenue 1436 345 76 32 1889 70 1959
uk customers make up £94m of the £1889m total revenue in 2012
notes to the financial statements 55
sportingbet plc annual report 2012
3 operating segments continued
2011
europe
£m
australia
£m
emerging 
markets
£m
unallocated 
central costs
£m
total
£m
amounts wagered 11255 8220 1064 – 20539
total revenue 1586 371 106 – 2063
depreciation and amortisation of software 114 18 – 01 133
administrative expenses before exceptional items share option charge 
and amortisation of acquired intangible assets 1082 264 71 132 1549
group operating profitloss before exceptional items share 
option charge and amortisation of acquired intangible assets 390 89 35 133 381
other administrative expenses
exceptional items 12 – – 96 108
share option charge 05 02 – 05 12
amortisation of acquired intangible assets 17 – – – 17
total administrative expenses 1230 284 71 234 1819
operating profitloss 356 87 35 234 244
finance cost 08 05 01 18 06
taxation 02 29 – – 31
profitloss for the year 362 63 34 252 207
balance sheet information
non‑current assets 4047 75 – 3098 1024
current assets 1745 220 – – 1965
total liabilities 1148 56 – – 1204
expenditure incurred to acquire property plant and equipment and 
intangible assets 223 27 – – 250
2011
sports 
betting
£m
casino 
gaming
£m
poker 
rake
£m
other 
operating 
revenue
£m
total
£m
amounts wagered 20090 475 177 – 20742
promotional bonuses 124 35 44 – 203
net amounts wagered 19966 440 133 – 20539
revenue 1591 475 177 23 2266
promotional bonuses 124 35 44 – 203
total revenue 1467 440 133 23 2063
uk customers make up £100m of the £2063m total revenue in 2011 56
sportingbet plc annual report 2012
financials
4 exceptional items
notes
2012 
£m
2011 
£m
property plant equipment and software impairment a 187 –
spanish tax settlement b 147 –
costs arising on exit from turkey c 181 44
costs arising on acquisition and integration of centrebet d 168 64
other 33 –
total 716 108
a following the disposal of the turkish language website and acquisition of centrebet an impairment charge was recognised on assets 
no longer in use this charge did not have a cash impact
b the spanish tax authority contacted all major online gaming operators and made clear that in its opinion any online operator that has 
ever accepted revenues from spanish customers has an obligation to pay spanish taxes under two laws one dating from 1966 and the 
other from 1977 this charge represents the settlement to the tax authorities in respect of those obligations
c the group incurred various transaction professional and bad debt costs upon exit from turkey
d during the year the group completed the acquisition of centrebet over the course of the year the company incurred costs in 
integrating the business with the existing sportingbet business
5 lossprofit before taxation
2012
£m
2011
£m
net foreign exchange gains 72 –
depreciation of property plant and equipment 39 52
amortisation of software 99 81
auditors’ remuneration
audit services 01 01
audit of subsidiaries pursuant to legislation 03 03
other assurance services 01 –
transaction support services – 08
6 share option charge
2012 
£m
2011 
£m
share option charge 09 12
total 09 12
notes to the financial statements 57
sportingbet plc annual report 2012
7 staff costs
2012 
no
2011 
no
the average monthly number of employees including executive directors was 
europe 456 517
australia 234 113
total 690 630
2012 
£m
2011 
£m
employee costs including executive directors were as follows 
wages and salaries 370 331
social security costs 35 33
pension costs 29 22
434 386
the following table sets out directors’ remuneration there are no key management personnel other than the group’s directors
2012 
£m
2011 
£m
directors’ remuneration
short‑ term employee benefits 30 13
post employment benefits 01 01
share‑based payments 02 04
total 33 18
further disclosures on the remuneration of each individual director are given in the remuneration report on pages 31 to 38
8 net finance costs
2012 
£m
2011 
£m
bank loans and overdrafts 14 09
convertible loan interest 71 –
finance lease interest 01 02
86 11
finance income 22 05
total 64 06 58
sportingbet plc annual report 2012
financials
9 taxation
the tax charge for the year is higher than the standard uk rate of corporation tax as explained below 
2012 
£m
2011 
£m
note 9a analysis of charge in the period
current tax
uk corporation tax on losses of the period – –
overseas taxation 02 29
adjustments to overseas taxation in respect of previous periods – 10
total current tax 02 19
deferred tax
current year movement to deferred tax 01 12
total deferred tax note 9c 01 12
tax on profit on ordinary activities note 9b 01 31
note 9b factors affecting the tax charge for the period
lossprofit on ordinary activities before tax 455 238
lossprofit on ordinary activities multiplied by the standard rate of corporation tax in the uk 27 2011 27 121 65
effects of
expenses not deductible for tax purposes 85 21
effect of lower tax rates on overseas earnings – 87
difference between fixed assets and capital allowances – 02
tax losses arising in year 59 31
other timing differences 24 02
adjustments to tax charge in respect of previous periods – –
tax charge for the period note 9a 01 31
note 9c provision for deferred tax deferred tax asset
other temporary differences – –
provision for deferred tax at 27 2011 27 – –
as at the beginning of the year 12 20
arising on revaluation of intangible assets 42 –
losses carried forward not utilised 22 –
other temporary differences 19 08
as at the end of the year deferred tax asset 11 12
uk deferred tax assets in respect of accelerated capital allowances of £nil trading losses of £268m 2011 £236m and non‑trading loan 
relationship deficits of £36m 2011 £28m have not been recognised on the basis that it is not probable that there will be sufficient taxable 
profit in future years against which the assets can be recovered
a resolution passed by parliament on 29 march 2011 reduced the main rate of corporation tax to 26 from 1 april 2011 on 5 july 2011 
a further cut in the main uk corporation tax rate from 26 to 25 was substantively enacted with the reduction to take effect on 
1 april 2012 the deferred tax balance has therefore been recognised at 25 
in addition to the change in rate of corporation tax disclosed above further reductions to the main rate are proposed to reduce the rate by 
1 per annum to 23 by 1 april 2014 none of these expected rate reductions had been substantively enacted at the balance sheet date 
and therefore are not included in these financial statements 
notes to the financial statements 59
sportingbet plc annual report 2012
10 earnings per share
2012 
total
2011 
total
lossprofit per ordinary share
basic 68p 39p
diluted 68p 39p
adjusted earnings per ordinary share before exceptional items share option charge 
and amortisation
basic 55p 66p
diluted 53p 63p
the calculation of basic earnings per share is based on the loss on ordinary activities after taxation attributable to shareholders 
of sportingbet plc and the weighted average number of shares in issue during the year 
the group has adjusted its earnings per ordinary share to exclude exceptional items share option charge and amortisation 
2012 
£m
2011 
£m
basic earnings 454 207
exceptional items 716 108
share option charge 09 12
amortisation 95 17
adjusted earnings 366 344
after taking into account the dilutive effects of convertible bonds which do not impact the loss per share in 2012 the diluted earnings 
are £454m 2011 £217m the adjusted diluted earnings which take into account the dilutive effects of convertible bonds in both years 
are £436m 2011 £354m
during the year the group had the following weighted average number of shares in issue and potentially dilutive shares 
2012 
no
2011 
no
weighted average number of shares in issue 664872028 524559273
employee share schemes 23102765 16360174
convertible loan notes 141876233 18373559
fully diluted weighted average number of shares in issue 829851026 559293006
due to the group’s loss per share in 2012 the fully diluted weighted average number of shares in issue is only used in the calculation 
of adjusted diluted earnings per share
as at 31 july 2012 the group had the following shares in issue and potentially dilutive shares 
2012 
no
2011 
no
number of shares in issue 667095640 660543128
employee share schemes 23102765 16360174
convertible loan notes 167539266 128968253
fully diluted number of shares in issue 857737671 805871555 60
sportingbet plc annual report 2012
financials
11 goodwill
£m
cost
as at 1 august 2010 2432
exchange movements 04
as at 1 august 2011 2436
additions 588
exchange movements 11
as at 31 july 2012 3035
impairment losses
as at 1 august 2010 2017
exchange movements 01
as at 1 august 2011 2018
exchange movements –
as at 31 july 2012 2018
net book value
as at 31 july 2012 1017
as at 31 july 2011 418
movements arose as a result of changes in the underlying value of the amount payable to satisfy the contingent consideration 
subsequent to the annual impairment test for 2012 the carrying amount of goodwill is allocated to the following cash‑generating units 
2012 
£m
2011 
£m
europe 250 178
australia 767 240
total 1017 418
the recoverable amounts for the cash‑generating units above are determined based on internal discounted cash flow evaluation to 
determine value in use the cash flow evaluation is based on actual operating results and one year cash flows going into perpetuity 
stated in the key assumptions 
in determining value in use management prepare a detailed budget on a bottom up basis with reviews conducted for each business unit 
management consider the key assumption in preparing budgeted projections to be the growth in net gaming revenue set at 16 for the 
coming year calculated based on past experience and expected changes in the online gaming market the budget only takes into account 
known factors at the time of its construction and does not take into account the impact of any changes in regulation not yet finalised or 
passed into law
in extrapolating the budgeted projections to calculate value in use management consider the key assumptions to be the selection of growth 
and discount rates the discount rate is recalculated each year by taking into account prevailing risk free rates equity risk premium market 
risk rate and beta the result this year was a lower discount rate with both the australian and european cash‑generating units calculated at 
106 2011 125 due principally to a lower beta in both territories
the future cash flows are modelled based on budgeted projections and cash flows beyond the budget period are extrapolated using a 
growth rate of 1 which is appropriate for both cash‑generating units the growth rate applied is based on past experience future cash 
flows are projected assuming no changes to the current regulatory environment
determining whether goodwill is impaired requires an estimation of the value in use of each cash‑generating unit based on the key 
assumptions above neither a 1 decrease in the long‑term growth rate nor a 5 increase in the discount rate would have led to an 
impairment of the acquired intangible assets and goodwill in the current year
notes to the financial statements 61
sportingbet plc annual report 2012
12 other intangible assets
software
£m
brands
£m
customer list
£m
other
£m
total
£m
cost
as at 1 august 2010 360 – – 140 500
additions 209 – – – 209
disposals – – – – –
exchange movements 03 – – – 03
as at 1 august 2011 572 – – 140 712
acquisitions 109 603 199 02 912
additions 170 – – – 170
disposals 161 – – 53 214
exchange movements 02 – – – 02
as at 31 july 2012 692 603 199 89 1583
amortisation and impairment losses
as at 1 august 2010 187 – – 95 282
charge for the year 81 – – 17 98
disposals – – – – –
exchange movements – – – – –
as at 1 august 2011 268 – – 112 380
charge for the year 134 – 42 18 194
impairment 113 – – – 113
disposals 161 – – 53 214
exchange movements – – – – –
as at 31 july 2012 354 – 42 77 473
net book value
as at 31 july 2012 338 603 157 12 1110
as at 31 july 2011 304 – – 28 332
the £89m 2011 £140m of other intangible costs includes £nil 2011 £53m capitalisation of the superbahis url and contract £87m 
relating to the belmond international limited marketing contract and £02m from the acquisition of danbook limited
included in software net book value is £79m of software development for regulated markets the remaining amortisation period as at 
31 july 2012 ranges from between four to five years depending on the launch date of the software specific to an individual market
amortisation of software of £99m 2011 £81m is charged to administrative expenses in the profit or loss other amortisation of £95m 
2011 £17m are charged to other amortisation within other administrative expenses impairment charges of £113m 2011 £nil are included 
as exceptional items note 4 62
sportingbet plc annual report 2012
financials
13 property plant and equipment
fixtures fittings 
and equipment
£m
motor vehicles
£m
computer 
equipment
£m
freehold land 
and buildings
£m
total
£m
cost
as at 1 august 2010 73 02 224 141 440
additions 07 – 34 – 41
disposals 15 – – 12 03
exchange movements – – 05 – 05
as at 1 august 2011 65 02 263 153 483
acquisitions 06 – 18 – 24
additions 26 – 62 01 89
disposals 06 – 95 02 103
exchange movements 02 – 02 02 01
as at 31 july 2012 99 02 250 151 496
depreciation
as at 1 august 2010 39 01 118 11 169
charge for the year 09 – 39 04 52
disposals 01 – – 01 –
exchange adjustments – – – – –
as at 1 august 2011 47 01 157 16 221
charge for the year 09 01 26 03 39
impairment 06 – 67 01 74
disposals 06 – 95 02 103
exchange adjustments 02 – 01 02 01
as at 31 july 2012 58 02 156 16 232
net book value
as at 31 july 2012 35 – 94 135 264
as at 31 july 2011 18 01 106 137 262
the net book value of computer equipment held under finance leases amounts to £15m 2011 £29m
the net book value of assets held under mortgages amount to £68m 2011 £69m
14 trade and other receivables 
2012 
£m
2011 
£m
trade receivables 103 128
provision for impairment of trade receivables 33 42
trade receivables net 70 86
other receivables 75 23
prepayments and accrued income 53 54
total 198 163
trade receivables that are less than 30 days past due are not considered impaired as of 31 july 2012 trade receivables of £70m 2011 
£86m were past due but not impaired these related to a number of independent customers for whom there is no recent history of default 
notes to the financial statements 63
sportingbet plc annual report 2012
14 trade and other receivables continued
the ageing analysis of these trade receivables is as follows
2012 
£m
2011 
£m
up to two months past due 35 48
two to six months past due 10 24
over six months past due 25 14
total 70 86
the carrying amounts of the group’s trade receivables are denominated entirely in australian dollars 
movements on the group provision for impairment of trade receivables are as follows
2012 
£m
2011 
£m
as at 1 august 42 49
provision for impaired receivables 20 01
receivables written off during the year as uncollectable 30 08
as at 31 july 32 42
the provision for impaired receivables has been included in “administrative expenses” in the profit or loss amounts charged to the 
allowance account are generally written off when there is no expectation of recovering additional cash 
the other classes within trade and other receivables do not contain impaired assets 
trade receivables are usually due within 30 days and do not bear any effective interest rate all trade receivables are subject to credit risk 
exposure however the group does not identify specific concentration of credit risk with regards to trade receivables as the amount 
recognised consists of a large number of receivables from various customers 
the fair value of these short‑term financial assets is not individually determined as the carrying amount is a reasonable approximation of 
fair value 
15 cash and cash equivalents
2012 
£m
2011 
£m
cash 380 988
short‑term cash deposits 44 150
restricted cash – 664
total 424 1802
short‑term cash deposits consist of balances held by payment service providers  64
sportingbet plc annual report 2012
financials
16 liabilities
a current liabilities
2012 
£m
2011 
£m
bank loans 60 40
finance leases 11 20
trade payables 134 110
other payables 02 01
customer liabilities 269 209
tax and social security 112 20
accruals and deferred income 530 246
derivatives 19 02
open bets 21 18
total 1158 666
£40m 2011 £nil of bank loans relate to the financing of the purchase of danbook limited and scandic bookmakers limited the loan bears 
an interest rate of 3 above libor repayable in two instalments £20m in january 2013 and £20m in january 2014
the remaining bank loan of £40m 2011 £40m is repayable in december 2012 the loan is secured by a floating charge over the assets 
of the group and bears an interest rate of 15 above libor 
the open bets at the year end are within the scope of ias 39 as derivative contracts these bets are held at fair value with gains and 
losses recognised in revenue management’s assessment of the exposure to significant changes in the fair value of open bets is assessed 
as negligible due to the short‑term exposures to such liabilities and the minimal movement on average betting odds between the date 
of bet placing and period end 
b non‑current liabilities
2012 
£m
2011 
£m
bank loans 20 –
finance leases 04 11
convertible bonds due 2016 666 527
total 690 538
on 8 june 2011 the group issued £650m of 7 fixed rate convertible bonds raising cash of £620m net of issue costs on 25 may 2012 
the group issued a further £150m of 7 fixed rate convertible bonds raising cash of £133m net of issue costs the equity portion of the 
convertible bond issue is included within reserves
 
the £80m 2011 £65m of bonds are convertible into ordinary shares of the company at a conversion price of £0504 on 8 june 2016 unless 
otherwise redeemed
interest is payable semi annually in arrears 
interest on the debt proportion after the deduction of issue costs of £25m will be charged to the profit or loss using an effective rate of 
1263 on the june 2011 bond issue and 1511 on the may 2012 bond issue 
notes to the financial statements 65
sportingbet plc annual report 2012
17 leases
a obligations under finance leases
2012 
£m
2011 
£m
minimum lease payments
within one year 10 22
within two to five years 05 10
15 32
future finance charges – 01
present value of lease obligations 15 31
2012 
£m
2011
£m
present value of minimum lease payments
within one year 11 20
within two to five years 04 11
15 31
accounts due for settlement within one year 11 20
accounts due for settlement after more than one year 04 11
total 15 31
the group has entered into three separate lease arrangements for the purchase of computer hardware and other associated assets each 
commencing on august 2010 december 2010 and january 2012 the lease terms for all these arrangements were three years as at 31 july 
2012 the average life outstanding on each lease was ten months for the lease commencing in august 2010 one year and two months for 
the lease commencing in december 2010 and two years and five months for the lease commencing january 2012 the average effective 
borrowing rate for the above leases were 48 28 and 32 respectively the group’s obligations under these finance leases are secured 
by the lessor’s charges over the leased assets themselves as well as fixed and floating charges over the current assets of sportingbet plc and 
three of the group’s subsidiaries 
b commitments under operating leases
the payments under operating leases in respect of land and buildings that have been recognised as an expense for the period
2012 
£m
2011 
£m
payments under operating leases 16 20
the group had outstanding commitments for the future minimum lease payments in respect of land and buildings 
2012 
£m
2011 
£m
within one year 22 19
within two to five years inclusive 66 37
in more than five years 67 21
total 155 77
operating lease payments represent payable by the group for office property costs  66
sportingbet plc annual report 2012
financials
18 financial instruments 
the group uses financial instruments comprising cash and cash equivalents short‑term borrowings and trade receivables which arise 
directly from its operations 
short‑term receivables
the group’s trade and other receivables are actively monitored to avoid significant concentrations of credit risk 
derivative instruments
the group takes out forward currency contracts in euro and australian dollars hedge accounting is applied to certain derivative instruments 
as set out below
interest rate risk
the group finances its operations through a mixture of retained profits and bank facilities interest on the convertible bond is at a fixed 
coupon rate of 7 bank borrowings are made using variable interest rates the interest rate risk on the group’s £40m bank loan is not 
considered to be significant 
liquidity risk 
the group seeks to manage liquidity risk to ensure sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely 
and profitably 
sufficient cash reserves are held to maintain short‑term flexibility together with short‑term borrowings 
the following table details the contractual maturity analysis of the group’s financial liabilities 
31 july 2012
one year 
or less
£m
two to five 
years
£m
five years 
and over
£m
total
£m
financial liabilities
trade payables 248 – – 248
customer liabilities 269 – – 269
bank loans 60 20 – 80
convertible bond 56 968 – 1024
finance leases 11 04 – 15
sports betting open positions 21 – – 21
total 665 992 – 1657
customer liabilities represent cash held by the group on behalf of customers net of an allowance for uncollected balances in the event that 
the level of balances reclaimed exceeds management’s expectation the gross cash outflow could be higher 
the maturity analysis in respect of sports betting open positions reflects the fair value of the liability position at the balance sheet date 
in the event that the outcome of bets adversely affected the business the gross cash outflow could be higher 
31 july 2011
one year 
or less
£m
two to five 
 years
£m
five years 
and over
£m
total
£m
financial liabilities
trade payables 131 – – 131
customer liabilities 209 – – 209
bank loans 40 – – 40
convertible bond 46 832 – 878
finance leases 20 11 – 31
sports betting open positions 18 – – 18
total 464 843 – 1307
credit risk
as explained in the financial review the group recharges its credit risk arising from credit facilities allowed to certain customers in the 
australian region by making appropriate credit checks before bets are placed and setting credit limits based on this information 
notes to the financial statements 67
sportingbet plc annual report 2012
18 financial instruments continued
currency risk
the group’s activities expose it to the financial risks of changes in foreign currency exchange rates a significant proportion of its income 
is derived from foreign currencies whilst the majority of its costs are in sterling 
the group maintained its proactive position and continued to hedge foreign currency sales with forward contracts for up to one year 
purchasing currencies to cover the first 80 of its exposure one quarter ahead 80 two quarters ahead 70 three quarters ahead and 
60 four quarters ahead this policy is approved by the board and the board receives updates on a regular basis in respect of the hedging 
position 
the group’s derivative transactions comprise currency forward contracts during the year the group entered into a number of forward 
contracts over highly probable forecast euro sales 
amounts initially taken to other comprehensive income under designated cash flow hedges totalled a gain of £11m 2011 £04m loss 
of which a loss of £04m 2011 £12m gain has been reclassified to the profit or loss on the completion of designated hedge relationships 
remaining hedges continue to be highly effective 
the group also enters into forward contracts to hedge against its net investment in australian operations the group has hedged against 
currency movements between sterling and the australian dollar for up to one year ahead amounts initially taken to other comprehensive 
income under designated hedges of a net investment in foreign operations totalled a loss of £19m 2011 nil
the tables below show the extent to which group companies have monetary assets and liabilities in currencies other than their 
functional currency 
net foreign currency monetary assets
euro
£m
us dollars
£m
australian dollars
£m
brazilian real
£m
other currencies
£m
total
£m
2012
sterling 53 26 01 18 25 124
53 26 01 18 25 124
2011
sterling 158 51 25 22 37 293
158 51 25 22 37 293
carrying values
the carrying amounts of the group’s financial instruments are set out below as these financial instruments are not publicly traded the fair 
values presented are determined by calculating present values of the cash flows anticipated until maturity of these financial assets
assets at fair value through 
 the profit or loss loans and receivables
2012
£m
2011
£m
2012
£m
2011
£m
financial assets as per balance sheet
trade and other receivables – – 145 109
cash and cash equivalents – – 424 1802
derivatives 05 – – –
05 – 569 1911
assets at fair value through  
the profit or loss financial liabilities at amortised cost
2012
£m
2011
£m
2012
£m
2011
£m
financial liabilities as per balance sheet
trade and other payables 21 18 405 320
interest bearing loans and borrowings – – 746 567
derivatives 19 02 – –
40 20 1151 887 68
sportingbet plc annual report 2012
financials
18 financial instruments continued
foreign currency sensitivity
sportingbet plc is exposed to market risk through its use of financial instruments and specifically to currency risk 
exposures to currency exchange rates arise from the group’s retranslation of its foreign subsidiaries as well as the group’s overseas sales and 
purchases which are primarily denominated in euros and australian dollars 
the following table illustrates the sensitivity for the net result for the year and equity with regard to the group’s financial assets and financial 
liabilities and the eurosterling exchange rate and australian dollarssterling rate it assumes a – 09 movement in the sterlingeuro 
exchange rate for the year ended 31 july 2012 2011 – 05 and a – 02 movement for the sterlingaustralian dollars exchange 
rate 2011 – 10
these percentages have been determined based on the average market volatility in exchange rates in the previous 12 months 
if sterling has strengthened against the euro and australian dollar by 09 2011 05 and 02 2011 10 respectively then this would 
have had the following impact 
2012 2011
euro
£m
australian 
dollar
£m
total
£m
euro
£m
australian
dollar
£m
total
£m
net profit 02 – 02 01 01 02
equity 02 01 03 01 03 04
if sterling had weakened against the euro and australian dollar by 09 2011 05 and 02 2011 10 respectively then this would 
have had the following impact
2012 2011
euro
£m
australian 
dollar
£m
total
£m
euro
£m
australian
dollar
£m
total
£m
net profit 02 – 02 01 01 02
equity 02 01 03 01 03 04
exposures to foreign exchange rates vary during the year depending on the volume of overseas transactions nonetheless the analysis above 
is considered to be representative of the group’s exposure to currency risk 
capital management 
in common with many internet companies that have few physical assets the group has no policy as to the level of equity capital and 
reserves other than to address statutory requirements following the issue of £65m of convertible bonds in june 2011 the primary capital 
risk to the group is the level of indebtedness the convertible bond includes a financial covenant which limits the group’s indebtedness 
excluding the bonds themselves to £35m without the prior approval of an extraordinary resolution of bondholders as at 31 july 2012 
the group had £80m 2011 £40m of bank loans which £40m are secured on the group’s land and buildings 
details of the group’s dividend policy are disclosed on page 51 of this annual report 
19 share capital 
2012 
£000
2011 
£000
authorised
1000m 2011 1000m ordinary shares of 01p each 1000 1000
allotted issued and fully paid
as at 31 july 2011 660543128 shares of 01p each 661 502
issues of ordinary shares nil shares – 155
other share issues in respect of exercised share options 6552512 shares 7 4
as at 31 july 2012 667095640 shares of 01p each 667 661
on 9 june 2011 154761904 ordinary shares were issued by way of a firm placing and placing and open offer at a price of 42p per new 
share and the issue of £65m in nominal value of convertible bonds to raise £65m sportingbet raised through the new issue and the 
convertible bond issue gross proceeds of £130m
notes to the financial statements 69
sportingbet plc annual report 2012
19 share capital continued
at 31 july 2012 the following share options were outstanding in respect of ordinary shares
date of grant ordinary shares of 01p period of option exercise price p
january 2004 539375 january 2007–january 2011 49
may 2004 50000 may 2007–may 2011 94
october 2004 100000 october 2007–october 2011 975
november 2004 95000 november 2007–november 2014 131
january 2009 7119301 november 2010–november 2012 –
august 2009 265669 november 2010–november 2012 –
august 2010 174700 july 2011–july 2013 –
november 2010 539750 july 2011–july 2014 –
january 2011 114733 july 2011–july 2012 –
april 2012 13956089 july 2013–july 2014 01
as at 31 july 2012 there were 22954617 options or awards over ordinary shares outstanding 4847818 of which relate to directors 
details of which can be found in the remuneration report on pages 31 to 38
of the share options detailed above 784375 relate to the executive scheme 8214153 relate to the 2009 restricted share plan and 
13956089 relate to the 2011 plan 
20 share‑based payments 
the company operates five equity‑settled share‑based remuneration schemes for employees across the group as listed in note 19 
all employees are eligible to participate in these schemes the vesting conditions being that the individual still remains in employment 
at the date of the release of the option and in respect of the 2005 and 2006 share plans satisfy certain performance criteria the terms 
of these schemes are discussed in more detail in the remuneration report on pages 31 to 38
2012 2011
weighted 
average 
exercise price 
p no
weighted 
average 
exercise price 
p no 
outstanding at the beginning of the year 27 16063878 23 19181226
granted during the year 01 14259484 – 1489665
forfeited during the year – – – –
exercised during the year – 4584996 – 3997878
lapsed during the year – 2783749 – 609135
outstanding at the end of the year 25 22954617 27 16063878
exercisable at the end of the year 680 784375 501 2021625
the exercise price of options outstanding at the end of the year ranged between 0p and 131p 2011 0p and 131p and their weighted 
average contractual life was 380 days 2011 406 days
of the total number of options outstanding at the end of the year 784375 had vested and were exercisable 2011 2021625
the weighted average share price at the date of exercise of options exercised during the year was 367p 2011 608p
the weighted average fair value of each option granted during the year was 352p 2011 581p 70
sportingbet plc annual report 2012
financials
20 share‑based payments continued
the following information is relevant in the determination of the fair value of options granted during the year under the equity and 
cash‑settled share‑based remuneration schemes operated by sportingbet plc 
2012 2011
equity‑settled
options pricing model used black‑scholes black‑scholes
weighted average share price at grant date p 3671p 6170p
exercise price p nil nil
weighted average contractual life days 547 724
equity‑settled
expected volatility 50 50
expected dividend growth rate 2 2
risk‑free interest rate 5 5
the volatility assumption measured at the standard deviation of expected share price returns is based on a statistical analysis of daily share 
prices over the last three years 
2012 
£m
2011 
£m
the share‑based remuneration expense comprises
equity‑settled schemes 09 12
21 acquisitions and disposals
a acquisition of centrebet international limited
on 31 august 2011 the group completed the acquisition of 100 of the equity instruments of australian based business centrebet 
international limited for £1186m aus1836m taking control of the business on this date the fair value of consideration as at 31 july 2012 
comprised the following
the fair value of net assets acquired and the acquired intangible assets are as follows
£m
fair value of consideration transferred 1186
recognised amounts of identifiable net assets
non‑current assets
other intangible assets 820
property plant and equipment 24
844
current assets
trade and other receivables 77
cash 187
264
current liabilities
trade and other payables 332
interest bearing loans and borrowings 64
deferred tax liability 42
438
net current assets 174
identifiable net assets 670
goodwill on acquisition 516
consideration transferred
the acquisition of centrebet was settled in cash amounting to £1186m acquisition‑related costs amounting to £167m are not included 
as part of consideration transferred and have been recognised as an expense in the profit or loss as part of exceptional items
identifiable net assets
the fair value of the trade and other receivables acquired as part of the business combination amounted to £77m comprised of gross 
contractual amounts of £84m less provision for impaired receivables as at the acquisition date the group expects the total £77m to 
be collected
notes to the financial statements 71
sportingbet plc annual report 2012
21 acquisitions continued
goodwill
goodwill of £516m is primarily related to growth expectations expected future profitability the substantial skill and expertise of centrebet’s 
workforce and expected cost synergies
contingent liabilities
the fair value of trade and other payables includes £93m in respect of a potential regulatory challenge of previous tax charges relating 
to certain of centrebet’s activities prior to acquisition after taking independent advice the group intends to defend the position taken by 
the previous owners that the most probable outcome will be that no additional tax is payable whilst the potential liability of £93m could 
become due in the next 12 months management believe that it is likely that this contingent liability will be resolved over the next two to 
three years
contribution to group results
centrebet recorded total revenue of £345m and incurred a loss of £47m for the 11 months to 31 july 2012 primarily due to integration 
costs before integration costs centrebet contributed £131m of profit if centrebet had been acquired on 1 august 2011 group revenue 
for the year would have increased by £31m and group loss for the year would have increased by £23m
b acquisition of danbook limited and scandic bookmakers limited
on 31 january 2012 the group completed the acquisition of 100 of the equity instruments of danbook limited for £33m and scandic 
bookmakers limited for £57m the fair value of consideration as at 31 july 2012 comprised the following
the fair value of net assets acquired and the acquired intangible assets are as follows
danbook
£m
scandic
£m
fair value of consideration transferred
amount settled in cash 18 53
amount settled in shares 02 03
fair value of deferred consideration 13 –
33 57
recognised amounts of identifiable net assets
non‑current assets
other intangible assets 04 08
04 08
current assets
trade and other receivables – 02
cash 07 14
07 15
current liabilities
trade and other payables 01 15
01 15
net current assets 06 –
identifiable net assets 10 08
goodwill on acquisition 23 49
consideration transferred
the acquisition of danbook was settled in cash and shares amounting to £20m the purchase agreement included an additional cash 
consideration of £13m payable once the it integration has been completed the acquisition of scandic was settled in cash and shares 
amounting to £57m acquisition costs relating to both acquisitions amounted to £08m this was not included as part of consideration 
transferred and have been recognised as an expense in the profit or loss as part of exceptional items
identifiable net assets
the fair value of the trade and other receivables acquired as part of the total business combination of danbook and scandic amounted 
to £02m which was also the gross contractual amount as at the acquisition date the group expects the total £02m to be collected
goodwill
total goodwill of £72m is primarily related to growth expectations expected future profitability
contribution to group results
danbook and scandic contributed profits of £02m each providing a combined total profit of £04m for the six months to 31 july 2012 
if danbook and scandic had been acquired on 1 august 2011 group revenue for the year would have increased by £09m and loss before 
tax would have increased by £02m 72
sportingbet plc annual report 2012
financials
21 acquisitions continued
c disposal of turkey
on 21 november 2011 the group disposed of its turkish language website business to east pioneer corporation bv “east pioneer” 
gvc holdings plc entered into a service contract and guarantee with east pioneer on the same date
the terms of the disposal agreement are complex at the disposal date the group entered into two agreements with east pioneer the sale 
and purchase agreement “spa” details the business assets disposed and the terms of consideration to be received the transitional services 
agreement “tsa” details the terms of b2b services such as trading and it that will be provided after the disposal date
at the disposal date the carrying value of the net assets disposed principally internally generated intangible assets such as the customer list 
was £nil no goodwill was allocated to the turkish language website business on disposal
no consideration was payable in cash on the date of disposal under the terms of the spa the group has entered into a deferred contingent 
consideration arrangement which sets a cash receivable of £125m from east pioneer in respect of both the b2b services to be provided 
under the terms of the tsa and any deferred contingent consideration for the sale of the business under the spa all cash receivable is 
contingent on a percentage of the future revenues after certain adjustments set out in the spa generated by east pioneer
at the date of disposal the group has assessed that the fair value of the deferred contingent consideration receivable for the sale of 
the business is £nil principally due to uncertainty in the regulatory environment in which east pioneer operates the deferred contingent 
consideration asset is measured initially at fair value and thereafter at amortised cost in line with the group’s accounting policies for 
financial assets
subsequent to the disposal date the group has received a total of £107m from east pioneer under the terms of the spa and tsa of the 
amounts received £70m represents other operating revenue for the provision of b2b services under the tsa and £37m represents profit 
on the adjustment of the carrying amount of the deferred contingent consideration asset following revision of the group’s assessment 
of estimated receipts for the sale of the business
at 31 july 2012 the group had total amounts receivable under the deferred contingent consideration agreement of £14m held within 
other receivables all of which relates to amounts receivable for b2b services provided to east pioneer in the year the group has assessed 
the fair value of future cash receipts under the deferred contingent consideration arrangement taking into account projections over the 
future duration of the arrangement expectations of future trading performance and known regulatory and bad debt risks concluding 
that the fair value of deferred contingent consideration in respect of the sale of the business at the reporting date continues to be £nil
22 contingencies
from time to time the group is subject to legal claims and actions the group takes legal advice as to the likelihood of success of the  
claims and actions and no provision or disclosure is made where the directors feel based on that advice that action is unlikely to result  
in a material loss
as part of the ongoing operational risk assessment process adopted by the group there is continued monitoring of the legal and regulatory 
developments and their potential impact on the business appropriate advice continues to be taken in respect of these developments 
there is uncertainty as to what actions if any may occur from the group’s regulatory history and any impact such action may have on the 
group however the board does not consider it likely that a material liability or a material impairment in the carrying value of assets will arise 
as a result of any potential action 
23 related parties
transaction with non‑executive directors
nigel payne non‑executive director provided financial consultancy services to the group amounting to £61293 2011 £45000 via merlin 
financial advisors llp 
sean o’connor non‑executive director provided marketing consultancy services to the group amounting to £24990 2011 £60240 
via the sean o’connor consultancy limited
transaction with key management personnel
the group makes contributions into an employee benefit trust “ebt” as part of a cash‑based long‑term incentive plan for certain key 
employees two directors are beneficiaries of the ebt into which contributions of £nil was made in 2012 2011 £05m
notes to the financial statements 73
sportingbet plc annual report 2012
independent auditor’s report to the members of sportingbet plc
we have audited the parent company financial statements of 
sportingbet plc for the year ended 31 july 2012 which comprise the 
parent company balance sheet and the related notes the financial 
reporting framework that has been applied in their preparation is 
applicable law and united kingdom accounting standards united 
kingdom generally accepted accounting practice
this report is made solely to the company’s members as a body 
in accordance with chapter 3 of part 16 of the companies act 2006 
our audit work has been undertaken so that we might state to the 
company’s members those matters we are required to state to them 
in an auditor’s report and for no other purpose to the fullest extent 
permitted by law we do not accept or assume responsibility to 
anyone other than the company and the company’s members 
as a body for our audit work for this report or for the opinions 
we have formed 
respective responsibilities of directors and auditor
as explained more fully in the statement of directors’ 
responsibilities the directors are responsible for the preparation of 
the parent company financial statements and for being satisfied that 
they give a true and fair view our responsibility is to audit and 
express an opinion on the parent company financial statements in 
accordance with applicable law and international standards on 
auditing uk and ireland those standards require us to comply with 
the auditing practices board’s “apb’s” ethical standards for 
auditors 
scope of the audit of the financial statements
a description of the scope of an audit of financial statements is provided 
on the apb’s website at wwwfrcorgukapbscopeprivatecfm
opinion on financial statements
in our opinion the parent company financial statements
•	 give a true and fair view of the state of the company’s affairs 
as at 31 july 2012
•	 have been properly prepared in accordance with united kingdom 
generally accepted accounting practice and
•	 have been prepared in accordance with the requirements of the 
companies act 2006
opinion on other matter prescribed by the companies act 2006
in our opinion
•	 the part of the directors’ remuneration report to be audited has 
been properly prepared in accordance with the companies act 
2006 and
•	 the information given in the directors’ report for the financial year 
for which the financial statements are prepared is consistent with 
the parent company financial statements 
matters on which we are required to report by exception
we have nothing to report in respect of the following matters where 
the companies act 2006 requires us to report to you if in our 
opinion
•	 adequate accounting records have not been kept by the parent 
company or returns adequate for our audit have not been 
received from branches not visited by us or
•	 the parent company financial statements and the part of the 
directors’ remuneration report to be audited are not in 
agreement with the accounting records and returns or
•	 certain disclosures of directors’ remuneration specified by law are 
not made or
•	 we have not received all the information and explanations we 
require for our audit
other matter
we have reported separately on the group financial statements of 
sportingbet plc for the year ended 31 july 2012
paul etherington bsc fca cf
senior statutory auditor
for and on behalf of grant thornton uk llp
statutory auditor chartered accountants
london
2 october 2012
parent company independent audit report
for the year ended 31 july 2012 74
sportingbet plc annual report 2012
financials
parent company balance sheet
as at 31 july 2012
notes
31 july 2012 
£m
31 july 2011 
£m
fixed assets
investments 4 2219 891
2219 891
current assets
debtors 5 552 1114
cash at bank and in hand 6 – 621
552 1735
creditors – amounts falling due within one year 7 124 190
net current assets 428 1545
creditors – amounts falling due after more than one year 7 726 527
net assets 1921 1909
shareholders’ funds
issued share capital 8 07 07
share premium 9 596 589
other reserves 9 623 623
equity portion of convertible bond 9 122 103
profit and loss account 9 573 587
equity shareholders’ funds 1921 1909
the notes on pages 75 to 79 form part of these financial statements these financial statements were approved by the board and 
authorised for issue on 2 october 2012
j wilkinson
director 75
sportingbet plc annual report 2012
notes to the parent company financial 
statements
1 parent company accounting policies
the financial statements for the company have been prepared in accordance with uk law and applicable uk gaap accounting standards 
the principal accounting policies are summarised below they have been applied consistently throughout the financial year and the 
preceding year 
the following principal accounting policies have been applied
exemptions
the directors have taken advantage of the exemption available under section 408 of the companies act 2006 and not presented a profit 
and loss account for the company alone 
valuation of investments
investments held as fixed assets are stated at cost less any provision for impairment
leased assets
rentals under operating leases are charged on a straight‑line basis over the lease term even if the payments are not made on such a basis 
benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight‑line basis over the lease term 
except where the period to the review date on which the rent is first expected to be adjusted to the prevailing market rate is shorter than 
the full lease term in which case the shorter period is used 
pension costs
for defined contribution schemes the amount charged to the profit and loss account in respect of pension costs and other post‑retirement 
benefits is the contributions payable in the period differences between contributions payable in the year and contributions actually paid are 
shown as either accruals or prepayments in the balance sheet 
share‑based employee remuneration
where shares options are awarded to employees the fair value of the options at the date of grant is charged to the profit and loss account 
over the vesting period 
where share options are granted to employees of subsidiary undertakings the fair value of the options is added to the cost of investment 
in these subsidiary undertakings over the vesting period 
non‑market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance 
sheet date so that ultimately the cumulative amount recognised over the vesting period is based on the number of options that eventually 
vest market vesting conditions are factored into the fair value of the options granted as long as all other vesting conditions are satisfied 
a charge is made irrespective of whether the market vesting conditions are satisfied the cumulative expense is not adjusted for failure 
to achieve a market vesting condition 
where the terms of the options are modified before they vest the increase in the fair value of the options measured immediately before and 
after the modification is also charged to the profit and loss account over the remaining vesting period 
where equity instruments are granted to persons other than employees the profit and loss account is charged with the fair value of goods 
and services received 
financial liabilities and equity
financial liabilities and equity are classified according to the substance of the financial instrument’s contractual obligations rather than the 
financial instruments legal form  76
sportingbet plc annual report 2012
financials
1 parent company accounting policies continued
convertible bonds
the net proceeds received from the issue of convertible bonds are split between a liability element and an equity component at the date 
of issue the fair value of the liability component is estimated using the prevailing market interest rate for similar non‑convertible debt 
the difference between the proceeds of issue of the convertible bonds and the fair value assigned to the liability component representing 
the embedded option to convert the liability into equity of the group is included in equity and is not remeasured the liability component 
is carried at amortised cost 
issue costs are apportioned between the liability and equity components of the convertible bonds based on their relative carrying amounts 
at the date of issue the portion relating to the equity component is charged directly against equity 
the finance cost on the liability component is calculated by applying the prevailing market interest rate at the time of issue for similar 
non‑convertible debt to the liability component of the instrument the difference between this amount and the interest paid is added to the 
carrying amount of the convertible bonds
2 loss after tax
company loss after tax for the year amounted to £217m audit fees for the company were borne by other members of the group and are 
disclosed in the notes to the consolidated financial statements
3 staff costs
2012 
£m
2011 
£m
employee costs including directors were as follows
wages and salaries 50 28
social security costs 02 04
pension costs 02 02
54 34
during the year ten employees were employed by the company 2011 14
there were two 2011 two directors in the company’s defined contribution pension scheme further disclosures on the remuneration of 
each individual director are given in the remuneration report on pages 31 to 38
4 investments
shares in 
subsidiary 
undertakings  
£m
investment in subsidiary undertakings
as at 1 august 2011 891
acquisitions 1325
options issued to employees of subsidiary undertakings 03
as at 31 july 2012 2219
the company made £1325m acquisitions in respect of subsidiary undertakings during the year 2011 £nil transaction costs relating to the 
acquisitions were borne by subsidiary undertakings
notes to the parent company financial 
statements 77
sportingbet plc annual report 2012
4 investments continued 
the following principal subsidiaries were wholly owned at 31 july 2012 
activity
country of incorporation 
or registration
sportingbet australia pty limited online betting australia
centrebet international limited online betting australia
sportingbet australia holdings australia holding company australia
interactive sports ci limited online betting alderney
danbook limited online betting denmark
scandic bookmakers limited online betting denmark
sporting odds limited online betting england
sportingbet holdings limited group holding company england
sportingbet management services limited administrative services england
sportingbet it services limited software development and it related services england
sportingbet product services limited project management and web design services england
sb properties guernsey limited investment property holding company guernsey
corvee limited holds brand licence for disposal of turkish business guernsey
longfrie limited sale vehicle for disposal of turkish business guernsey
mlb limited contract call centre ireland
spread your wings limited online betting malta
spread your wings spain limited online betting malta
spread your wings germany limited online betting malta
sbt software operations sa pty limited online betting south africa
for all undertakings listed previously the country of incorporation is the same as the country of operation sportingbet holdings limited 
spread your wings limited spread your wings spain limited spread your wings germany limited corvee limited and sbt software 
operations sa pty limited are wholly owned subsidiaries of sportingbet plc all other companies listed above are wholly owned 
subsidiaries of sportingbet holdings limited
5 debtors
2012 
£m
2011 
£m
other debtors 03 11
prepayments and accrued income 04 09
owed by subsidiary undertakings 545 1094
552 1114
the company has agreed to provide its subsidiary undertakings with such financial support as is necessary to enable the subsidiaries to 
continue to trade and meet their obligations to third party creditors as and when they fall due 
6 cash at bank and in hand
2012 
£m
2011 
£m
cash at bank – 621
– 621 78
sportingbet plc annual report 2012
financials
7 creditors
a amounts falling due within one year
2012 
£m
2011 
£m
bank loans 20 40
accruals and deferred income 104 150
124 190
b amounts falling due after more than one year
2012 
£m
2011 
£m
bank loans 60 –
convertible bonds due 2016 666 527
726 527
further description of the convertible bonds is given in note 16 of the group financial statements
8 share capital
2012 
£000
2011 
£000
authorised
1000m 2011 1000m ordinary shares of 01p each 1000 1000
allotted issued and fully paid
as at 31 july 2011 660543128 shares of 01p each 661 502
issues of ordinary shares nil shares – 155
issues in respect of exercised share options 6552512 shares 7 4
as at 31 july 2012 667095640 shares of 01p each 667 661
as at 31 july 2012 the following share options were outstanding in respect of ordinary shares
date of grant ordinary shares of 01p period of option exercise price p
january 2004 539375 january 2007–january 2011 49
may 2004 50000 may 2007–may 2011 94
october 2004 100000 october 2007–october 2011 975
november 2004 95000 november 2007–november 2014 131
january 2009 7119301 november 2010–november 2012 –
august 2009 265669 november 2010–november 2012 –
august 2010 174700 july 2011–july 2013 –
november 2010 539750 july 2011–july 2014 –
january 2011 114733 july 2011–july 2012 –
april 2012 13956089 july 2013–july 2014 01
as at 31 july 2012 there were 22954617 options or awards over ordinary shares outstanding 4847818 of which relate to directors 
details of which can be found in the remuneration report on pages 31 to 38
of the share options detailed above 784375 relate to the executive scheme 8214153 relate to the 2009 restricted share plan and 
13956089 relate to the 2011 plan 
further description of share options is given in note 20 of the group financial statements
notes to the parent company financial 
statements 79
sportingbet plc annual report 2012
9 reserves
share premium 
account 
£m
other reserves
£m
equity portion of 
convertible bond
£m
profit and loss 
account 
£m
as at 1 august 2011 589 623 103 587
employee share options 07 – – 03
equity portion of convertible bond – – 19 –
share option charge – – – 09
dividends – – – 197
loss for the year – – – 217
as at 31 july 2012 596 623 122 573
the movement in company shareholders’ funds of £12m 2011 £516m is wholly represented by the movements shown in reserves and 
share capital in notes 8 and 9
10 related parties
the company has taken advantage of the exemption in financial reporting standard no 8 “related party disclosures” from the requirement 
to disclose transactions with group companies on the grounds that all companies are wholly owned
transaction with non‑executive directors
nigel payne non‑executive director provided financial consultancy services to the group amounting to £61293 2011 £45000 via merlin 
financial advisors llp 
sean o’connor non‑executive director provided marketing consultancy services to the group amounting to £24990 2011 £60240 
via the sean o’connor consultancy limited
transaction with key management personnel
the company makes contributions into an employee benefit trust “ebt” as part of a cash‑based long‑term incentive plan for certain key 
employees two directors are beneficiaries of the ebt into which contributions of £nil was made in 2012 2011 £05m 80
sportingbet plc annual report 2012
financials
shareholders’ information
registrars
all enquiries relating to shares or shareholdings should be addressed 
to 
capita registrars 
34 beckenham road 
beckenham 
kent 
br3 4tu
shareholder helpline 0871 664 0300 – calls cost 10p per minute 
plus network extras lines are open 830am–530pm monday–friday 
if calling from overseas 44 0 20 8639 3402
facsimile 01484 601512 
email shareholderservicescapitaregistrarscouk
wwwsportingbetplccom 
the company’s website provides amongst other things the latest 
news and details of the company’s activities share price information 
and links to the websites of our brands the investor relations section 
of wwwsportingbetplccom contains up‑to‑date information 
including the company’s latest results the company’s financial 
calendar and archived webcasts non‑shareholders can register to 
receive notifications of the company’s annual report and accounts 
and webcasts at wwwsportingbetplccom 
wwwsportingbet‑sharescom 
shareholders who prefer to receive communications about the 
company by email are encouraged to register their details at the 
company’s shareholder portal – wwwsportingbet‑sharescom 
you will need your investor code found on your share certificate or 
on correspondence from capita registrars to complete this process 
at the first time of registering capita registrars will send you 
a username and activation code by post and upon receipt you 
will then be able to access the company’s shareholder portal 
the shareholder portal provides shareholders of the company 
with the ability to choose from the following services 
i annual report and accounts agm and egm notices and 
webcasts 
shareholders can choose to have these emailed to a specified email 
address rather than by post 
ii web proxy voting 
shareholders can vote at agms or egms through wwwsportingbet‑ sharescom or alternatively via wwwcapitaregistrarscom by clicking 
on the “shareholder portal” and entering sportingbet as the 
company name you will need your investor code for this service 
which can be found on your share certificate 
iii announcements made to the london stock exchange
uk based shareholders can choose to receive certain rns 
announcements by email 
iv direct dividend payments 
dividends can be paid automatically into a shareholder’s bank 
or building society account there are two primary benefits of this 
service a there is no chance of a shareholder’s dividend cheque 
going missing in the post and b the dividend payment is received 
more quickly because the cash sum is paid directly into the account 
on the payment date without the need to pay in the cheque and 
wait for it to clear 
as an alternative shareholders can download a dividend mandate 
to complete and post to capita registrars 
v change of address 
shareholders can change their address directly online at  
wwwsportingbet‑ sharescom or by notifying capita registrars 
in writing at the above address 
vi your shareholding 
shareholders can value their shareholding and view previous 
transactions in the company’s shares and
vii share dealing 
a share dealing service is available to the company’s shareholders 
to buy or sell the company’s shares at capita share dealing services 
via wwwsportingbetplccom or wwwsportingbet‑ sharescom 
telephone dealing is also available via capita registrars on 0871 664 
0445 calls cost 10p per minute plus network extras
please note that the directors of the company are not seeking to 
encourage shareholders to either buy or sell the company’s shares 
shareholders of the company who are in any doubt as to what 
action to take are recommended to seek financial advice from an 
independent financial adviser authorised by the financial services 
and markets act 2000 
lost share certificate 
if your share certificate is lost or stolen you should immediately 
contact the shareholder helpline who will advise on the process 
for arranging a replacement 
duplicate shareholder accounts 
if as a shareholder you receive more than one copy of a 
communication from the company you may have your shares 
registered in at least two accounts this happens when the 
registration details of separate transactions differ slightly if you  
wish to consolidate such multiple accounts please call the 
shareholder helpline 
sharegift 
sharegift is a charity share donation scheme it is a free service 
for shareholders wishing to give shares to charitable causes it may 
be useful for those who wish to dispose of a small parcel of shares 
which would cost more to sell than they are worth there are no 
capital gains tax implications ie no gain or loss on gifts of shares 
to charity and it is also possible to obtain income tax relief 
further information can be found at wwwsharegiftorg 81
sportingbet plc annual report 2012
financial calendar
ex‑dividend date for 2012 final dividend 19 december 2012 
record date for 2012 final dividend 21 december 2012 
annual general meeting at 4th floor  
45 moorfields london ec2y 9ae
19 december 2012
final dividend payment date for the  
financial year ended 31 july 2012
17 january 2013 
consolidated dividend tax vouchers
sportingbet plc has a consolidated tax voucher “ctv” service for 
those shareholders who choose to receive dividends directly into 
their bank or building society account dividend funds will continue 
to be credited to your chosen account on the dividend payment date 
but instead of receiving individual tax vouchers you will receive a 
ctv detailing all the dividend payments in the tax year these will 
be mailed at or shortly before the end of each tax year
choosing to have your dividends paid directly into your bank account 
and joining the ctv service helps shareholders and sportingbet plc 
reduce their environmental impact if you would like to receive your 
dividends paid directly to your bank please visit the shareholder 
portal at wwwsportingbet‑ sharescom to download the form 
or to register your preference online
if you wish to continue to receive individual tax vouchers for each 
dividend payment but prefer to receive the dividend electronically 
to your bank account please contact our registrars 
electronic tax vouchers
by registering your email address and choosing to receive documents 
electronically you will be assisting the company in reducing its 
environmental impact shareholders registering a valid email address 
will receive notification via email that an electronic tax voucher or 
electronic ctv is available for download from the shareholder’s 
website at wwwsportingbet‑ sharescomformsloginaspx at the 
time each dividend is paid
dividend reinvestment plan
a dividend reinvestment plan is a convenient easy and competitively 
priced way to build your shareholding by using your cash dividends 
to buy additional shares in sportingbet the service is provided by 
capita irg trustees ltd capita irg trustees ltd is authorised and 
regulated by the financial services authority
for further information about the dividend reinvestment plan 
please contact capita using the shareholder helpline
would you prefer to receive your next dividend in a currency 
other than sterling
capita registrars can now convert your dividend into an alternative 
currency such as sterling dollar or australian dollar and send you 
the funds by draft or if you prefer pay them straight into your bank 
account for more information about this service please contact our 
registrars at
email ipscapitaregistrarscom
telephone 44 20 8639 3405 from outside the uk
or 0871 664 0385 from within the uk
calls cost 10p per minute plus network extras lines are open 
900am–530pm monday–friday
or go to
wwwcapitaregistrarscominternational 82
sportingbet plc annual report 2012
financials
financial summary
year ended 
31 july 2008 
£m
year ended 
31 july 2009 
£m
year ended 
31 july 2010 
£m
year ended 
31 july 2011 
£m
year ended 
31 july 2012 
£m
amounts wagered 13478 15772 19713 20539 23492
net gaming revenue 1443 1636 2075 2040 1857
other operating revenue – – – 23 32
total revenue 1443 1636 2075 2063 1889
operating profit before exceptional items share option charge 
and amortisation 247 311 354 381 322
other administrative expenses
exceptional items 120 42 245 108 716
share option charge 80 31 20 12 09
amortisation 39 19 18 17 95
group operating lossprofit 08 219 71 244 498
net finance incomecost 04 04 02 06 64
profitloss before taxation 12 223 69 238 562
taxation 35 05 30 31 01
lossprofit for the period 23 218 39 207 561
loss for the period from discontinued operations 20 94 – – –
group lossprofit for the period 43 124 39 207 561
earnings per share
basic 05p 46p 08p 39p 68p
basic adjusted 48p 65p 65p 66p 55p
diluted adjusted 42p 60p 62p 63p 53p 83
sportingbet plc annual report 2012
corporate directory
secretary
d talisman llb hons fcis
registered office
4th floor
45 moorfields 
london ec2y 9ae
company number 3534726
registrars
capita registrars
34 beckenham road 
beckenham 
kent br3 4tu
auditors
grant thornton uk llp
grant thornton house
melton street
london nw1 2ep
financial advisers
lazard  co limited
50 stratton street
london w1j 8ll
stockbrokers
canaccord genuity limited
88 wood street
london ec2v 7qr
daniel stewart  company plc
becket house
36 old jewry
london ec2r 8dd
solicitors
nabarro
lacon house
84 theobald’s road
london wc1x 8rw
principal bankers
barclays bank plc
floor 27
1 churchill place
london e14 5hp
press office
maitland
orion house
5 upper st martin’s lane
london wc2h 9ea 84
sportingbet plc annual report 2012
financials
notes  sportingbet plc
4th floor 45 moorfields
london ec2y 9ae
tel 44 20 7184 1800
email investorsportingbetcom
wwwsportingbetplccom
sportingbet plc annual report 2012 1
this document is important and requires your immediate attention if you are in any doubt as to the 
action you should take you should seek your own personal financial advice from your stockbroker bank manager 
solicitor accountant or other financial adviser authorised under the financial services and markets act 2000
if you have sold or otherwise transferred all your ordinary shares please send this document together with the 
accompanying documents as soon as possible to the purchaser or transferee or to the stockbroker bank or other agent 
through whom the sale or transfer was effected for delivery to the purchaser or transferee
incorporated and registered in england and wales under
company registration number 03534726
notice of annual general meeting
notice of the annual general meeting of sportingbet plc to be held at 1030 am on 19 december 2012 at 4th floor 
45 moorfields london ec2y 9ae is set out at the end of this document
a form of proxy for use at the annual general meeting is enclosed to be valid the form of proxy should be completed signed 
and returned in accordance with the instructions printed on it to capita registrars at the registry pxs 34 beckenham road 
beckenham kent br3 4tu as soon as possible but in any event so as to arrive no later than 1030 am on 17 december 2012 2
incorporated and registered in england and wales under company registration number 03534726
registered office
4th floor 
45 moorfields 
london 
ec2y 9ae
16 november 2012
to the shareholders of sportingbet plc
notice of annual general meeting
dear shareholder
i am pleased to be writing to you with details of our annual general meeting which we are holding at 4th floor 
45 moorfields london ec2y 9ae on 19 december 2012 at 1030 am the formal notice of annual general meeting  
is set out on page 5 of this document
if you would like to vote on the resolutions but cannot come to the annual general meeting you can appoint a proxy to 
exercise all or any of your rights to attend vote and speak at the annual general meeting by using one of the methods set 
out in the notes to the notice of annual general meeting appointing a proxy will not prevent you from attending and voting 
in person at the annual general meeting
the purpose of this letter is to explain certain elements of the business to be considered at the meeting
resolution 1 – to receive the annual report and accounts
the directors must lay the annual accounts and the respective reports of the directors and auditors before shareholders at an 
annual general meeting
resolution 2 – remuneration report
this resolution is to approve the directors’ remuneration report for the year ended 31 july 2012 you can find the 
remuneration report in the annual report and accounts for the year ended 31 july 2012
resolution 3 – final dividend
a final dividend of 11 pence £0011 per ordinary share for the year ended 31 july 2012 is recommended for payment by 
the directors if you approve the recommended final dividend this will be paid on 17 january 2013 to all ordinary 
shareholders who are on the register of members at the close of business on 21 december 2012
resolutions 4 and 5 – reappointment of auditors
at each general meeting at which accounts are laid before the members the company is required to appoint auditors to 
stand until the next such meeting and resolution 5 authorises the directors to set their remuneration
grant thornton uk llp have indicated their wish to continue as the company’s auditor
resolutions 6 to 12
under the uk corporate governance code all directors are required to be subject to annual election by shareholders you 
are therefore asked to reelect brian harris jim wilkinson andrew mciver peter dicks rory macnamara and chris moss as 
directors of the company in addition as marie stevens was appointed as a director of the company since the last annual 
general meeting of the company she is standing for election pursuant to the uk corporate governance code
biographies of each of the directors seeking reappointment can be found on page 23 of the company’s annual report for 
the year ended 31 july 2012 the board has confirmed following a performance review that all directors standing for 
reappointment continue to perform effectively and demonstrate commitment to their role
resolution 13 – allotment of share capital
your board considers it appropriate that authority be granted to allot ordinary shares in the capital of the company up to  
a maximum nominal amount of two hundred and twenty two thousand three hundred and sixty five pounds £222365 
representing approximately one third of the company’s issued ordinary share capital excluding treasury shares as at  
15 november 2012 the latest practicable date before publication of this letter during the period up to the conclusion of  
the next annual general meeting in 2013 3
in addition the association of british insurers abi has said that it will now consider as routine a resolution to authorise the 
allotment of a further onethird of share capital for use in connection with a rights issue your board considers it appropriate 
to seek this additional allotment authority at this year’s annual general meeting in order to take advantage of the flexibility it 
offers the directors confirm that if this further authority were utilised during the year they intend to follow the guidance of 
the association of british insurers however the board has no present intention of exercising either authority
as at the date of this letter the company does not hold any ordinary shares in the capital of the company in treasury
resolution 14 – disapplication of statutory preemption rights
resolution 14 will empower the directors to allot ordinary shares in the capital of the company for cash on a nonpre
emptive basis
•	 in connection with a rights issue or other prorata offer to existing shareholders
•	 otherwise than in connection with a rights issue up to a maximum nominal value of thirty three thousand three 
hundred and fifty five pounds £33355 representing approximately 5 per cent of the issued ordinary share capital of the 
company as at 15 november 2012 the latest practicable date before publication of this letter
resolution 15 – authority to purchase own shares
resolution 15 gives the company authority to buy back its own ordinary shares in the market as permitted by the companies 
act 2006 the “2006 act” the authority limits the number of shares that could be purchased to a maximum of 66709564 
representing approximately 10 per cent of the company’s issued ordinary share capital excluding treasury shares as at  
15 november 2012 the latest practicable date before publication of this letter and sets minimum and maximum prices this 
authority will expire at the conclusion of the next annual general meeting in 2013
the directors have no present intention of exercising the authority to purchase the company’s ordinary shares but will keep 
the matter under review taking into account the financial resources of the company the company’s share price and future 
funding opportunities the authority will be exercised only if the directors believe that to do so would result in an increase in 
earnings per share and would be in the interests of shareholders generally any purchases of ordinary shares would be by 
means of market purchases through the london stock exchange
listed companies purchasing their own shares are allowed to hold them in treasury as an alternative to cancelling them no 
dividends are paid on shares whilst held in treasury and no voting rights attach to treasury shares
if resolution 15 is passed at the annual general meeting the company will cancel or hold in treasury the shares which it 
purchases pursuant to the authority granted to it in order to respond properly to the company’s capital requirements and 
prevailing market conditions the directors will need to reassess at the time of any and each actual purchase whether to hold 
the shares in treasury or cancel them provided it is permitted to do so the company may hold a maximum of up to 10 per 
cent of its issued share capital in treasury in accordance with guidelines issued by the association of british insurers
as at 15 november 2012 the latest practicable date before publication of this letter there were warrants and options over 
22554263 ordinary shares in the capital of the company representing 338 per cent of the company’s issued ordinary share 
capital excluding treasury shares if the authority to purchase the company’s ordinary shares was exercised in full these 
warrants and options would represent 376 per cent of the company’s issued ordinary share capital excluding treasury 
shares
resolution 16 – political donations
resolution 16 is designed to deal with the rules on political donations contained in the 2006 act political donations to any 
political parties independent election candidates or political organisations or the incurring of political expenditure are 
prohibited unless authorised by shareholders in advance what constitutes a political donation a political party a political 
organisation or political expenditure is not easy to decide as the legislation is capable of wide interpretation sponsorship 
subscriptions payment of expenses paid leave for employees fulfilling public duties and support for bodies representing the 
business community in policy review or reform may fall within this
therefore notwithstanding that the company has not made a political donation in the past and has no intention either now 
or in the future of making any political donation or incurring any political expenditure in respect of any political party 
political organisation or independent election candidate the board has decided to put forward resolution 16 to renew the 
authority granted by shareholders at the last annual general meeting of the company this resolution is often proposed as a 
precautionary measure by companies so that they do not inadvertently breach the 2006 act rather than because they 
intend to make donations of a high amount this resolution will allow the company to continue to support the community 
and put forward its views to wider business and government interests without running the risk of being in breach of the 
law as permitted under the 2006 act resolution 16 has also been extended to cover any political donations made or 
political expenditure incurred by any subsidiaries of the company 4
resolution 17 – notice period for general meetings
it is proposed in resolution 17 that shareholders should approve the continued ability of the company to hold general 
meetings other than the annual general meeting on 14 clear days’ notice
the flexibility offered by this resolution will be used where taking into account all the circumstances the directors consider 
this appropriate in relation to the business to be considered at the meeting
this resolution is required under section 307a of the 2006 act under that section a traded company which wishes to be 
able to call general meetings other than an annual general meeting on 14 clear days’ notice must obtain shareholders’ 
approval resolution 17 seeks such approval
the resolution is valid up to the next annual general meeting and so will need to be renewed annually the company will 
also need to meet the requirements for voting by electronic means under section 307a before it can call a general meeting 
on 14 days’ notice
 
recommendation
the board considers the resolutions are in the best interests of the company and its shareholders as a whole the directors 
unanimously recommend that you vote in favour of the resolutions the directors intend to vote in favour of the resolutions 
in respect of their own beneficial holdings which amount in aggregate to 5492756 shares representing approximately 082 
per cent of the existing issued ordinary share capital of the company excluding treasury shares
yours sincerely
chairman 5
notice of annual general meeting
notice is hereby given that the annual general meeting of sportingbet plc the “company” will be held at 4th floor 45 
moorfields london ec2y 9ae on 19 december 2012 at 1030 am to transact the following business resolutions 1 to 13 
inclusive and 16 will be proposed as ordinary resolutions resolutions 14 15 and 17 will be proposed as special resolutions
1 to receive and adopt the accounts the directors’ report and the auditor’s report on the financial statements for the 
year ended 31 july 2012
2 to receive and approve the directors’ remuneration report for the year ended 31 july 2012
3 to declare a final dividend for the year ended 31 july 2012 of 11 pence £0011 per ordinary share
4 to reappoint grant thornton uk llp as auditors to the company to hold office until the conclusion of the next 
general meeting at which accounts are laid before the company
5 to authorise the directors to set the auditor’s remuneration
6 to reelect brian harris as a director of the company
7 to reelect jim wilkinson as a director of the company
8 to reelect andrew mciver as a director of the company
9 to reelect peter dicks as a director of the company
10 to reelect rory macnamara as a director of the company
11 to reelect chris moss as a director of the company
12 to elect marie stevens as a director of the company
13 that the directors be and they are hereby generally and unconditionally authorised in accordance with section 551 of 
the 2006 act in substitution for all existing authorities
131 to exercise all the powers of the company to allot shares and to make offers or agreements to allot shares in 
the company or grant rights to subscribe for or to convert any security into shares in the company together 
“relevant securities” up to an aggregate nominal amount of two hundred and twenty two thousand three 
hundred and sixty five pounds £222365 and
132 to exercise all the powers of the company to allot equity securities within the meaning of section 560 of the 
2006 act up to an additional aggregate nominal amount of two hundred and twenty two thousand three 
hundred and sixty five pounds £222365 provided that this authority may only be used in connection with a 
rights issue in favour of holders of ordinary shares and other persons entitled to participate therein where the 
equity securities respectively attributable to the interests of all those persons at such record dates as the 
directors may determine are proportionate as nearly as may be to the respective numbers of equity securities 
held or deemed to be held by them or are otherwise allotted in accordance with the rights attaching to such 
equity securities subject to such exclusions or other arrangements as the directors may consider necessary or 
expedient to deal with fractional entitlements or legal difficulties under the laws of any territory or the 
requirements of a regulatory body or stock exchange or by virtue of shares being represented by depositary 
receipts or any other matter whatsoever
 provided that the authorities in 131 and 132 shall expire at the conclusion of the next annual general meeting of the 
company after the passing of this resolution or if earlier on the date which is 15 months after the date of the annual 
general meeting except that the company may before such expiry make an offer or agreement which would or might 
require relevant securities or equity securities as the case may be to be allotted after such expiry and the directors 
may allot relevant securities or equity securities in pursuance of any such offer or agreement as if the authority in 
question had not expired 6
14 that the directors be and are empowered in accordance with section 570 of the 2006 act to allot equity securities 
as defined in section 5601 of the 2006 act for cash pursuant to the authority conferred by resolution number 13 or 
by way of a sale of treasury shares as if section 5611 of the 2006 act did not apply to any such allotment provided 
that this power shall be limited to
141 the allotment of equity securities in connection with a rights issue or other pro rata offer but in the case of 
the authority conferred by paragraph 132 by way of a rights issue only in favour of holders of ordinary shares 
and other persons entitled to participate therein where the equity securities respectively attributable to the 
interests of all those persons at such record date as the directors may determine are proportionate as nearly as 
may be to the respective numbers of equity securities held or deemed to be held by them or are otherwise 
allotted in accordance with the rights attaching to such equity securities subject in each case to such exclusions 
or other arrangements as the directors may consider necessary or expedient to deal with fractional entitlements 
or legal difficulties under the laws of any territory or the requirements of a regulatory body or stock exchange 
or by virtue of shares being represented by depositary receipts or any other matter whatsoever and
142 the allotment otherwise than pursuant to paragraph 141 above of equity securities up to an aggregate 
nominal amount of thirty three thousand three hundred and fifty five pounds £33355
 and shall expire upon the expiry of the authority conferred by resolution 13 above except that the company may 
make an offer or agreement before this power expires which would or might require equity securities to be allotted 
andor shares held by the company in treasury to be sold or transferred after such expiry and the directors may allot 
equity securities andor sell or transfer shares held by the company in treasury in pursuance of such offer or 
agreement as if the power conferred by this resolution had not expired
15 that the company be and is hereby generally and unconditionally authorised in accordance with section 701 of the 
2006 act to make market purchases within the meaning of section 6934 of the 2006 act of ordinary shares of 01 
pence each in the capital of the company “ordinary shares” on such terms and in such manner as the directors may 
from time to time determine provided that
151 the maximum number of ordinary shares authorised to be purchased is of 66709564 representing 
approximately 10 per cent of the company’s issued ordinary share capital at the date of this notice of meeting
152 the minimum price which may be paid for an ordinary share is 01 pence exclusive of expenses payable by the 
company
153 the maximum price which may be paid for an ordinary share exclusive of expenses payable by the company 
cannot be more than the higher of
1531 105 per cent of the average market value of an ordinary share for the five business days prior to 
the day on which the ordinary share is contracted to be purchased and
1532 the value of an ordinary share calculated on the basis of the higher of
a the last independent trade of or
b the highest current independent bid for
 any number of ordinary shares on the trading venue where the market purchase by the 
company will be carried out and
 the authority conferred shall expire at the conclusion of the next annual general meeting of the company except that 
the company may before such expiry make a contract to purchase its own shares which will or may be completed or 
executed wholly or partly after such expiry
16 that in accordance with sections 366 and 367 of the 2006 act the company and all companies which are subsidiaries 
of the company during the period when this resolution 16 has effect are authorised to
161 make political donations to political parties or independent election candidates as defined in the 2006 act not 
exceeding fifty thousand pounds £50000 in total
162 make political donations to political organisations other than political parties as defined in the 2006 act not 
exceeding fifty thousand pounds £50000 in total and
163 incur political expenditure as defined in the 2006 act not exceeding fifty thousand pounds £50000 in total
 during that period beginning with the date of the passing of this resolution and ending on the conclusion of the next 
annual general meeting of the company provided that 7
164 the authorised sums referred to in paragraphs 161 162 and 163 above may be comprised of one or more 
amounts in different currencies which for the purposes of calculating the said sums shall be converted into 
pounds sterling at the exchange rate published in the london edition of the financial times on the date on 
which the relevant donation is made or expenditure incurred or the first business day thereafter or if earlier 
on the day on which the company enters into any contract or undertaking in relating to the same and
165 the aggregate amount of the authorised sums referred to in paragraphs 161 162 and 163 above do shall not 
exceed fifty thousand pounds £50000 in total
17 that the company is authorised to call any general meeting of the company other than the annual general meeting 
by notice of at least 14 clear days during the period beginning on the date of the passing of this resolution and ending 
on the conclusion of the next annual general meeting of the company
16 november 2012 by order of the board
 
registered office  
4th floor d talisman llb hons fcis
45 moorfields secretary
london
ec2y 9ae 8
notes
1 entitlement to attend and vote
11 only those shareholders registered in the register of members of the company as at 600 pm on 17 december 2012 
or if the meeting is adjourned on the date which is two days before the time of the adjourned meeting shall be 
entitled to attend and vote at the meeting or adjourned meeting in respect of the number of shares registered in their 
respective names at that time changes to the register of members after that time will be disregarded in determining 
the rights of any person to attend or vote at the meeting or adjourned meeting
12 any corporation which is a member can appoint one or more corporate representatives who may exercise on its 
behalf all of its powers as a member provided that they do not do so in relation to the same shares
13 as at 15 november 2012 being the last business day before the publication of this notice the company’s issued 
share capital consisted of 667095640 ordinary shares carrying one vote each therefore the total voting rights in the 
company are 667095640
14 any member attending the meeting has the right to ask questions the company must cause to be answered any 
such question relating to the business being dealt with at the meeting but no such answer need be given if
141 to do so would interfere unduly with the preparation for the meeting or involve the disclosure of confidential 
information
142 the answer has already been given on a website in the form of an answer to a question or
143  it is undesirable in the interests of the company or the good order of the meeting that the question be 
answered
15 members satisfying the thresholds in section 527 of the 2006 act can require the company to publish a statement on 
its website setting out any matter relating to
151 the audit of the company’s accounts including the auditor’s report and the conduct of the audit that are to be 
laid before the meeting or
152 any circumstances connected with an auditor of the company ceasing to hold office since the last annual 
general meeting that the members propose to raise at the meeting
16 the company cannot require the members requesting the publication to pay its expenses any statement placed on 
the website must also be sent to the company’s auditors no later than the time the company makes the statement 
available on the website the business which may be dealt with at the meeting includes any statement that the 
company has been required to publish on its website
2 proxies
21 a member entitled to attend and vote at the meeting is entitled to appoint another persons who need not be a 
member of the company to exercise all or any of his rights to attend speak and vote at the meeting a member can 
appoint more than one proxy in relation to the meeting provided that each proxy is appointed to exercise the rights 
attaching to different shares held by him
22 your proxy could be the chairman another director of the company or another person who has agreed to attend to 
represent you your proxy will vote as you instruct and must attend the meeting for your vote to be counted details 
of how to appoint the chairman or another person as your proxy using the proxy form are set out in the notes to the 
proxy form appointing a proxy does not preclude you from attending the meeting and voting in person if you attend 
the meeting in person your proxy appointment will automatically be terminated
23 an appointment of proxy is provided with this notice and instructions for use are shown on the form in order to be 
valid a completed appointment of proxy must be returned to the company by one of the following methods
231 in hard copy form by post by courier or by hand to the company’s registrar at the address shown on the form 
of proxy or
232 by completing it online at wwwcapitashareportalcom by following the instructions on screen to submit it or
233 in the case of crest members by utilising the crest electronic proxy appointment service in accordance with 
the procedures set out below
 and in each case must be received by the company’s registrar’s capita registrars not less than 48 hours before the 
time fixed for the meeting
24 please note that any electronic communication sent to our registrars in respect of the appointment of a proxy that is 
found to contain a computer virus will not be accepted 9
25 to change your proxy instructions you may return a new proxy appointment using the methods set out above where 
you have appointed a proxy using the hard copy proxy form and would like to change the instructions using another 
hard copy proxy form please contact capita registrars the registry 34 beckenham road beckenham kent br3 
4tu the deadline for receipt of proxy appointments see above also applies in relation to amended instructions any 
attempt to terminate or amend a proxy appointment received after the relevant deadline will be disregarded where 
two or more valid separate appointments of proxy are received in respect of the same share and the same meeting 
the one which is last sent shall be treated as replacing and revoking the other or others
26 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
27 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 euroclear uk  ireland’s specifications and 
must contain the information required for such instructions as described in the crest manual the message 
regardless of whether it constitutes the appointment of a proxy or an amendment to the instruction given to a 
previously appointed proxy must in order to be valid be transmitted so as to be received by the company’s agent id 
ra10 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 
applications host from which the company’s agent is able to retrieve the message by enquiry to crest in the 
manner prescribed by crest
28 the company may treat as invalid a crest proxy instruction in the circumstances set out in regulation 355a of the 
uncertificated securities regulations 2001
29 crest members and where applicable their crest sponsors or voting service providers should note that euroclear 
uk  ireland 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 system 
and timings
3 nominated persons
31 a copy of this notice has been sent for information only to persons who have been nominated by a member to enjoy 
information rights under section 146 of the 2006 act “nominated persons” the rights to appoint a proxy cannot be 
exercised by a nominated person they can only be exercised by the member however a nominated person may have 
a right under an agreement between him and the member who has nominated him to be appointed as a proxy for 
the meeting or to have someone else so appointed if a nominated person does not have such a right or does not 
wish to exercise it he may have a right under such an agreement to give instructions to the member as to the exercise 
of voting rights
4 documents on display
41 a register of directors’ interests in the share capital and debentures of the company and copies of service agreements 
under which directors of the company are employed are available for inspection at the company’s registered office 
during normal business hours from the date of this meeting notice and will also be available for inspection at the 
annual general meeting for at least 15 minutes prior to and during the meeting
42 a copy of this notice and other information required by section 311a of the 2006 act can be found at  
wwwsportingbetplccom
5 electronic addresses
51 you may not use any electronic address provided either in this notice of annual general meeting or any related 
documents including the form of proxy to communicate with the company for any purposes other than those 
expressly stated 10 11 4th floor 45 moorfields 
london ec2y 9ae
company number 03534726


Summary:
 02
sportingbet plc annual report 2012
overview
chairman’s 
statement 
this has been a year of significant change 
and progress for the group in particular 
in august 2011 the acquisition of the 
australian focused centrebet business 
was completed making the company 
the largest fixed odds internet and phone 
bookmaker by amounts wagered in the 
country this was followed in november 
by the disposal of our turkish language 
website these corporate transactions 
together with the passing of online gaming 
laws in two of our largest markets greece 
and spain have seen our revenue mix 
shift decisively towards licensed and taxed 
jurisdictions the group’s revenue derived 
from regulated andor taxed countries has 
risen to a current run rate of over 80
i am also pleased to announce a strong 
set of financial results for the year with 
amounts wagered up 14 to £2349m 
and ebitda increasing 11 to £568m 
despite some significant challenges 
encountered during the year 
based on our experience of the 
regulated australian market an initial 
reduction in profitability resulting 
from the implementation of taxes is 
more than offset in the medium term 
new opportunities resulting from the 
increased ability to advertise improved 
trustworthiness and better payment 
processing efficiency combined with an 
existing strong brand presence provide 
an enhanced platform for medium‑term 
profit growth as a result the group is in 
a stronger position to capitalise on stable 
well regulated and growing markets
the long‑term prognosis for the industry 
remains positive as the size of the online 
fixed odds sports betting market increases 
each year due to more customers being 
able to access the product through 
increased broadband penetration and 
the growth in smartphones and tablets 
although this growth can be disguised 
by the short‑term impact of regulation 
or economic recession it is still evident 
in certain countries or channels the 
mobile channel is currently demonstrating 
significant growth in our largest market 
australia with the percentage of revenue 
derived from mobile increasing from 
5 last year to 28 in july 2012
in australia the acquisition and integration 
of centrebet was completed on schedule 
with higher synergy benefits realised than 
originally planned online sports betting 
remains a very attractive growth market 
as customers turn away from retail tote 
products the division now accounts for 
over half of group revenue on a proforma 
basis and is currently the key driver and 
component of the group’s profits
in europe the disposal of the turkish 
language website the passing of online 
regulations in our two largest markets 
greece and spain and the current economic 
difficulties have warranted the investment 
of significant management time the 
business has undertaken a restructuring 
programme resulting in a reduction in 
fixed costs of £15m pa which leaves 
a cost base that is expected to produce 
a profit at budgeted revenue levels 
peter dicks
chairman 03
sportingbet plc annual report 2012
the emerging markets division has had 
an excellent year and continues to provide 
the group with the benefits of operating 
across a broad geographic base the 
medium‑term possibilities presented by 
the division are significant as customers 
increasingly take up our fixed odds sports 
betting offering in africa and south america
our overall strategy of providing a first 
class sports betting product and offering 
customers an unprecedented number of 
betting opportunities at all times of the day 
remains unchanged sports betting remains 
our core focus as it offers the greatest scope 
to differentiate our product from competitors 
and provides significant barriers to new 
entrants our long‑term trading strategy 
has been consistently executed leveraging 
our proprietary best‑in‑class trading 
technology resulting in the delivery of an 
outstanding trading performance with best 
in class margin to provide a comprehensive 
suite of products for our customers we 
supplement the core sports offering with 
casino games and poker products bought 
in from the leading suppliers in the industry 
finally i am pleased to announce that 
the board has proposed a final dividend 
of 11p 2011 11p this brings the total 
dividend for the year to 17p 2011 17p
“ the group is now 
well positioned 
to capitalise  
on stable 
well regulated 
growing markets”