bet365 Group Limited REPORT AND FINANCIAL STATEMENTS 29 March 2020 Company Registration No, 04241161 IOAN AMLEB* 08 2903/2021, cy COMPANIES HOUSEbet365 Group Limited CONTENTS COMPANY INFORMATION STRATEGIC REPORT DIRECTORS’ REPORT CORPORATE GOVERNANCE DIRECTORS’ RESPONSIBILITIES IN THE PREPARATION OF FINANCIAL STATEMENTS, INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF bet365 GROUP LIMITED. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF FINANCIAL POSITION COMPANY STATEMENT OF FINANCIAL POSITION CONSOLIDATED STATEMENT OF CHANGES IN EQUITY COMPANY STATEMENT OF CHANGES IN EQUITY CONSOLIDATED STATEMENT OF CASH FLOWS ACCOUNTING POLICIES : 2 ‘NOTES TO THE FINANCIAL STATEMENTS 20 21 22 23 24 25 26 34bet365 Group Limited COMPANY INFORMATION DIRECTORS D Coates CBE JF Coates P Coates WW Roseff SECRETARY SJ Adlington REGISTERED OFFICE bbet365 House Media Way Stoke-on-Trent STI SSZ AUDITOR RSM UK Audit LLP Chartered Accountants Festival Way Stoke-on-Trent Staffordshire STI SBB Page |bet365 Group Limited STRATEGIC REPORT The directors have pleasure in submitting their Strategic Report for bet365 Group Limited (‘The Group) for the 52-week period ended 29 March 2020. DENISE COATES CBE (JOINT GROUP CHIEF EXECUTIVE) - REVIEW OF THE BUSINESS ‘On behalf of the board | am pleased to report that the Group continued to make considerable progress during the period, particularly in the priority area of Safer Gambling, where si developments have been made. ‘The period also saw the initial impact of Covid-19, with sport at all levels halted across the world. { am delighted with how the Group responded and adapted to these challenging circumstances. We continued to ‘operate the business successfully throughout the lockdowns with business continuity plans enacted resulting in staff being able to work from home whilst significant investment was also made to ensure the office environments were Covid secure. ‘The Group also continued to further evolve its sports offering, more detail of which is provided in the product development section. In addition, we launched our first US online operation in the state of New Jersey. SAFER GAMBLING ‘The Group has continued to develop its global Early Risk Detection System (ERDS) with the introduction of new markers of harm. Bolstered by a new team of dedicated Quantitative Analysts, a new global risk prediction tool is being developed which will significantly improve the accuracy and precision of the Group's customer interaction measures. Ongoing evaluation of ERDS indicates that resulting customer interactions have a positive impact on player behaviour and use of gambling management tools. During the period, the Group conducted a survey of customers recently interacting via ERDS. Of those who responded, 87% said ERDS made them more aware of the safer gambling tools and information on offer; 63% said it made them think about their own gambling behaviour. Analysis of a large sample of UK customers shows a clear increased engagement with safer gambling tools by customers identified through ERDS. The customers receiving an interaction from ERDS are three times more likely to set a Deposit Limit and almost six times more likely to take a Time-Out. The same analysis showed that roughly 64% of customers reduce the amount they deposit, how often and how long they bet following an interaction. During the period, the Group has been very active in gambling research and the next phase of the Group's partnership with the Behavioural Insights Team was launched. The purpose of this research was to explore how anchoring techniques could assist customers in setting sensible limits and sticking to them. This research has since been published. The last phase, launched in the subsequent period, will focus on helping Users hold their future “hot state” selves to account using behavioural science-informed commitment devices that highlight the social and reflective nature of limit commitments. Additional research projects include the Group’s ongoing partnership with Focal Research in relation to high risk gambling patterns, and engagement with the British Gambling Commission's “patterns of play” project. ‘The Group is committed to working with industry colleagues to deliver real change across the industry and, by way of its membership of the Betting and Gaming Council (BGC), is a cosignatory and key supporter of the BGC’s Safer Gambling Commitments. Important milestones for the BGC included the development of a new Industry Code of conduct for VIP (or high value) customers and Socially Responsible Advertising, During the period, the Group was involved in both work streams and was encouraged to see that the vast majority of industry commitments reflected our ‘existing policies. The updates to the Industry Code will incorporate new advertising technology measures designed to limit exposure of online adverts to children and vulnerable adults. In the new financial year, the necessary resource will be allocated to ensure that any modifications resulting from the new code are implemented ahead of the agreed timetable. Page 2bet365 Group Limited STRATEGIC REPORT . SAFER GAMBLING - CONTINUED ‘The UK government has initiated a review of the current Gambling Act, primarily looking at improved customer protection from gambling harms. The Group fully expects that the review will firmly cement the UK as the standard bearer in this area. The Group stands ready to engage in constructive discussions to find balanced and evidenced based solutions to the various issues at hand and ultimately, to path a way to a new regulatory standard in the UK. During the period the Group completed its accreditation against GamCare’s Safer Gambling Standard, The Safer Gambling Standard is an independent quality standard that assesses the measures operators have put in place to protect people from experiencing gambling-related harm. Businesses are required to meet an extensive range of criteria, which are the foundation to building a safer gambling approach. These criteria include physical, technical and cultural measures alongside effective leadership and governance. Businesses can be awarded from Base Level of the Standard up to Advanced Level 3 depending on the degree to which their approach to safer gambling goes beyond regulatory requirements. Advanced Level 3 operators have adopted a wide range of safer gambling measures that go beyond the social responsibility provisions of their gambling licence. The Group is pleased to report that bet365 were awarded Advanced Level 3 accreditation, ‘The Group continues to invest in technology-driven solutions to assist customers in managing their gambling. A new “Custom Time-Out” tool was launched in the period, allowing customers to specify which days and/or times they would like to block access to betting and gaming (such as personal curfew periods). ‘The development of a new “My Activity” tool was initiated in the period, to give customers clear information fon their overall profit and loss, play behaviour and time management. ‘The tool was launched in the subsequent period. The ability to switch off the “reverse withdrawal” facility onfine was also introduced in the period. In the following year, the facility was removed altogether in the UK within a week of the British Gambling Commission’s request in May 2020. ‘The Group recognises that its efforts in relation to safer gambling cannot be confined to just one jurisdiction. ‘The Group adopts a global approach to safer gambling and will always look to implement the highest standards across its worldwide customer base. ‘The Group continues to engage with regulators and industry bodies across the globe on future improvements to player protection regulations. ‘The culmination of the period saw the escalation of the Covid-19 pandemic across the globe. As lockdowns were introduced, the Group implemented a number of temporary measures in recognition of the heightened level of risk to potentially vulnerable players. These included a halt to TV and radio adverts promoting gaming products, the suspension of all extemal marketing communications (such as text and email), no paid or promoted content on social media and a significant reduction in organic social media activity, except for safer gambling messages, which materially increased in volume. Dedicated safer gambling communications ‘were sent to customers during the period and the prominence of safer gambling information on the bet365 website was increased, Page 3bet365 Group Limited STRATEGIC REPORT PRODUCT DEVELOPMENT ‘Alongside the aforementioned investment and development of the Group’s safer gambling approach our sports offering has continued to evolve with improvements to our trading platform, website, mobile app, virtual sports, “Bet Builder” and gaming products. ‘The Group further invested in its trading platform and market offerings, including Esports. Esports now features both In-Play and Pre-Game markets with the Group continuing to offer industry leading customer value. There was also development, and post period end, the launch, of a new responsive and re-designed website, alongside 2 new native app intended to enhance the user experience for our mobile customer base. Virtual sports saw a number of enhancements, including the addition of American Football and Basketball We also enriched the graphics, added leagues and new markets for existing sports. Finally, on the sports product, our investment in “Bet Builder” continued, with the addition of new sporting classifications. ‘The Gaming product performed well in the period with Live Casino benefitting from the release of a number of new innovative game types, the growth of the bet365 exclusive table offering, improved user journeys and product positioning A record number of new unique game titles were delivered which coupled with user interface upgrades led to an improved player experience. In addition, a number of new suppliers were integrated onto the bet365 proprietary platform and we delivered a strong roadmap of in-house games which helped position us for new markets. All of the above helped to contribute to ‘bet365’ attaining top spot in eGaming Review's Annual Power 50, ‘winning the award for the tenth consecutive year. REGULATORY ‘Around the world the Sports and Gaming operations continue to adapt to the changing regulatory framework as jurisdictions revise their regulatory regimes. bet365 holds licences in various territories including; ‘Australia, Bulgaria, Cyprus, Denmark, Estonia, Gibraltar, Great Britain, Greece, Ireland, Italy, Malta, New Jersey, Spain, Sweden and most recently Germany. ‘The Group will continue with its long standing policy of pursuing licences in regulated markets and, given its experience believes it is well placed to benefit long-term in those countries where commercially viable regulation is adopted. Page 4bet365 Group Limited STRATEGIC REPORT SECTION 172(1) STATEMENT ‘The Directors recognise that effective engagement with stakeholders and consideration of their interests is fundamental to the success of the Group. The Directors discharge their duties in accordance with Section 172 of the Companies Act 2006, which requires a Director of a company to actin the way he or she considers, in good faith, would most likely promote the success of the Company for the benefit ofits members as a whole. In doing this section 172 requires the Directors to have regard, amongst other matters, to: A. The likely consequences of any decisions in the long-term, We refer to the bet365 Corporate Governance Code, central to which is taking decisions to protect the long term interests of the Company. Further details of which are disclosed in the Corporate Governance Statement ‘on pages 14 to 16. Key decisions undertaken by the Board are documented below. B. The interests of the Company's employees. We refer to both our Corporate Governance Code, Value Statement and Code of Conduct, together with our Employee Engagement Statement on page 16 which demonstrate that valuing its employees is again central to the Company. C. The need to foster the Company's business relationships with suppliers, customers and others. We refer to both our Corporate Governance Code, and our Stakeholder Engagement Statement which sets ‘out our “partnership approach” to our stakeholders, where an emphasis is placed on the benefit to the business of long term relationships. D. The impact of the Company's operations on the community and environment We refer to our Stakeholder Engagement Statement. The Group has at all times and will continue to put the local community and environment at the heart of its business globally. A priority is placed on recruiting employees locally wherever possible, with a similar approach employed to suppliers. This is reinforced through the work of the Denise Coates Foundation which invests significantly in the local community supporting local and national charities and the work of Stoke City Football Club in the Community We refer to the Streamlined Energy and Carbon Reporting (SECR) for further detail of how the Group is. working to reduce its carbon footprint. E, The desirability of the Company maintaining a reputation for high standards of business conduct. ‘The Group’s Value Statement and Code of Conduct ensure that the business conduct is of a high value standard. F. The need to act fairly as between members of the Company. ‘There is regular dialogue with all members of the Company to ensure full alignment to the Group’s purpose. This includes the payment of an annual dividend to shareholders together with ongoing communication throughout the year. Page 5bet365 Group Limited STRATEGIC REPORT KEY DECISIONS By understanding our stakeholders and their interests, the Group has been able to factor their interests into decision making throughout the year to promote the ong term success of the Group. During the year the key principal decision taken was the relocation of the main operational hub, being the key operational management, and their teams, from Gibraltar to Malta in January 2020. In addition, the evolving Covid-19 pandemic towards the end of the period resulted in the principal decisions set out below being made. A summary of the stakeholder considerations that were taken into account in relation to these principal decisions were: Relocation of the main operational hub from Gibraltar to Malta Employees ~ The decision to relocate involved the transfer of significant numbers of staff from Gibraltar to Malta, and these staff were supported from both a practical and financial perspective, For those staff that did not wish to relocate, wherever possible they were retained within the Gibraltar business. Regulators — The Gibraltar regulator was consulted throughout the decision making process with their view taken into account throughout ‘Suppliers ~ Whilst the relocation had minimal impact on the Group's supplier base, the relocation did result in contracts being novated, or resulting in supplies being made by other entities in the supplier Group, consequently there was significant discussion with these around the time of the transfer. Covid-19 pandemic The Directors are mindful of the significant impact to all of the Group's stakeholders, as detailed in this statement, arising from the ongoing Covid-19 pandemic. As set out inthis report the Group operates @ robust and meaningful engagement strategy with all key stakeholders including employees and its supply chai ‘The Group, and subsidiary Company Directors have been in active dialogue throughout this period with its key stakeholders which has informed the way the Boards of Directors have undertaken critical decisions in order to allow the business to be able to navigate through the crisis. This dialogue will remain active and continue to inform the way the Group operates and emerges from the crisis. The Directors expect to provide further details in the 2021 Financial Statements. ‘The Directors at the onset of the pandemic set a Group Policy of guaranteeing that until the end of August 2020, there would be no pay reductions and no redundancies within the Group. The Directors also set a policy of not making use of any government support, such as the Furlough Scheme, throughout the pandemic, together with paying all of its taxes and other liabilities on time and ensuring that all ofits global workplaces were Covid secure, with home working policies in place as appropriate. Page 6bet365 Group Limited STRATEGIC REPORT STAKEHOLDER ENGAGEMENT ‘The following are considered to be the key stakeholders of the Group: Stakeholder Employees Suppliers Local Communities Customers, Regulators/Tax authorities Shareholders Important areas for our key stakeholders and measures taken to demonstrate their value to the business and engagement are set out below: Please see Employee Engagement Statement (included in Corporate Governance section). We value and foster strong business relationships. We aim to be a valued customer receiving best in class support and we achieve this by having supplier friendly payment terms and prompt payment together with regular thereby building long term relationships with the organisations and indi with which we do business. Where possible and appropriate, use of local suppliers and local employees is encouraged to support the local economies in which we are located and ongoing engagement occurs a5 appropriate, The Group gives significant charitable donations to the Denise Coates Foundation, further detail of which can be found (on page 12 and provides substantial support to “Stoke City Community Trust” which is actively involved in the provision of supporting facilities and education to the community in particular ensuring access to sport for underprivileged and disabled members of the community. ‘We consider our customers” needs by © a focus on delivering a safer gambling experience, (© offering industry leading odds across the widest range of markets, (© offering the best product and (© providing the highest levels of customer service. Full details of the high priority given to keeping our customers safe are set out in our Strategic Report With regards to our football supporters the Group: (© ensures our Stadium is fully accessible to disabled supporters, © provides subsidised away travel, (© has frozen the cost of season tickets for the past 12 seasons and © engages with our Supporters via regular meetings with the elected representatives of the Stoke City Supporters Council We have open and proactive engagement with regulators and tax authorities worldwide, we operate a strong control environment and have strict compliance procedures, details of our tax strategy are available on the Group website. Being a responsible corporate citizen we take the payment of our taxes seriously and appreciate that the tax contribution of the Group makes a sizable contribution to the economies in which it operates and the total tax contribution to the UK Exchequer by the bet365 Group was £614.6m (2019: £448.0m), including tax on dividends made by the Group. The success of the business, ensures that shareholders are rewarded and that the value of the Group is enhanced. Page 7bet365 Group Limited STRATEGIC REPORT FINANCIAL REVIEW OF THE BUSINESS ‘The Group's performance in the latter part of the financial year was impacted by the dramatic effect of the Covid-19 pandemic, where we experienced the almost complete cessation of international sporting events. This factor alongside the lack of a major football tournament and the comparison to a 53" week of trading in the previous financial year led to overall revenues decreasing year-on-year by 8% to £2,811.4m (2019: £3,063.7m). This reduction in revenue alongside an increase in remuneration and other costs led to @ reduetion in operating profit by 74% to £194.7m (2019: £758.3m) ‘Amounts wagered on Sports decreased by 8%, whilst the number of active customers rose by 4%. In-Play represented 75% of Sports revenue in the period. Mobile Sports revenue declined by 7% in line with an overall decrease in Sports revenue and it still continues to be the most popular medium for Sports Betting. Sports and Gaming revenue decreased year-on-year by 8%, to £2,757.2m (2019: £2,981.6m). However, excluding the impacts of the factors previously mentioned, the Group saw an underlying increase of 2% during the period in revenue from its Sports and Gaming Segment. The operating profit decrease of 74% year-on-year can largely be attributed to increased remuneration and to the adverse impacts of the aforementioned events. Staff costs for the Sports and Gaming segment of the Group rose to £847.5m in the period (2019: £670.7m), Atthe end of the financial period 5,014 staff (2019: 4,646) were employed within the Group's Sports, Gaming. and associated support operations representing a significant year-on-year increase. Over recent years the Sports and Gaming segment of the Group has made substantial charitable donations. This continued in the period with a total of £85.0m being donated (2019: £85.0m) to the Denise Coates * Foundation, a registered charity. The size of the donation, and therefore the difference the Foundation will be able to make to people's lives over the coming years, are of great importance to the Group. ‘The Directors note that the Group's Fair value (losses)/gains on investments saw a c.£98m year-on-year reduction, with the vast majority of the losses arising in the last 2 months of the period, following the FTSE’s drop to a near 8 year low during the Covid-19 pandemic. Moving to the Statement of Financial Position, the directors note that, during the period, Creditors (Amounts falling due within one year) increased by c.£114m, primarily reflecting the timing of employee remuneration partially offset by a decrease in customer balances. ‘The directors are also pleased with the strength of the financial position reported on the balance sheet. With the funds being held for future trading purposes, that is, Cash at Bank and Current Asset Investments of £3,264.8m (2019: £3,081.4m). Due to the cash generative nature of the Group, the Directors are confident that the balance sheet will continue to strengthen. FOOTBALL CLUB AND FACILITIES In the 2019/20 season Stoke City Football Club (“the Club”) once again compete Football League Championship. As with most leagues around the world, the end of the Championship season was adversely affected by the restrictions imposed due to the Covid-19 pandemic. As a result, the Club's final ‘match was eventually played ‘Behind Closed Doors’ on 22 July 2020. ‘The Club and its related facilities and operations company incurred a loss before taxation in the period of £87.2m (2019: £8.7m loss) on a turnover of £54.2m (2019: £82.0m). The reduction in tumover was principally due toa fallin central distributions/TV income following the Club’s relegation from the Premier League and the subsequent reduction in the “parachute payments”, Page 8bet365 Group Limited STRATEGIC REPORT FOOTBALL CLUB AND FACILITIES - CONTINUED During the period the Club charged amortisation on player registrations of £31.9m. The resulting book value of individual player registrations of £69.0m was assessed by the Directors as being greater than their market values. An impairment review resulted in an additional charge of £43.0m, of which £30.1m was directly attributed to the Covid-19 pandemic in accordance with the guidance issued by the English Football League. ‘A more detailed overview of the Club's activities will be presented within the Report and Accounts relating to these companies which will cover the financial year to 31 May 2020. PRINCIPAL RISKS AND UNCERTAINTIES ‘There are a number of material risks and uncertainties to the Group, which are also common to all the major providers of remote gambling services. These include: 1. Volume risk — Competitors could entice bet365"s customers andor bet365"s marketing strategy may not be effective at attracting new and/or retaining existing customers. 2. Margin risk ~ Although the Group's trading teams are experienced in managing risk, there is always a range of profit/loss for different outcomes for an individual event. This means that a run of poor results could adversely affect margin over a period. However, historically, the Group has managed its margins to normal levels over a longer time period, 3. Regulatory risk — Regulatory, legislative, and fiscal regimes for betting and gaming in the Group's key markets can change, sometimes at short notice. Such changes could have an impact upon the results of the Group. Furthermore, additional costs might be incurred in order to comply with new laws and/or regulations. The Group's key markets are monitored for legislative and regulatory developments which enables swift assessment and, when and where necessary, adaptation to changes in the market's legal and regulatory environment. 4, Technology risk ~The vast majority of the Group’s business is transacted over the internet, ‘The Group is continually investing at a high level to minimise technology risk, but there remains the possibility that a technology failure could adversely affect the Group's ability to trade for a period, and therefore affect its profits, By order of the board b ee (e.Aoo Denise Coates CBE Director 26 rameere 2021 Pagebet365 Group Limited DIRECTORS’ REPORT The directors submit their report and the financial statements of bet365 Group Limited ("The Group’) for the 52-week period ended’29 March 2020. The separate corporate governance report also forms part of this statement, PRINCIPAL ACTIVITIES ‘The principal activities of the Group are, the provision of Internet and Mobile Sports Betting along with Online Casino, Games, Bingo and Poker. The Group is the majority shareholder of Stoke City Football Club Limited and owns Stoke City (Property) Limited, in tur owning the stadium and training ground used by the Club. bet365 Group Limited is the holding Company of the Group. RESULTS AND DIVIDENDS ‘The Group’s profit was £224.2m (2019: £800. 1m) from its gambling operations and a loss of £87.2m (2019: loss of £8.7m) on the Football Club and Stoke City (Property) Limited, resulting in a combined Group profit before taxation for the period of £137.1m (2019: £791.4m). ‘The directors paid a total dividend of £95.0m during the period (2019: £92.5m). FUTURE DEVELOPMENTS The changing worldwide gambling and leisure industries are likely to present opportunities for enhancing the Group's presence worldwide. ‘The Group will continue to invest in IT infrastructure and technology around the world fo ensure it has both the flexibility and scalability to evolve with internal and external developments. ‘The Group encourages innovation in its product offerings, both by improving existing products and | introducing new opportunities. Successful innovation attracts new customers and supports customer retention ‘The Group will continue to focus on developing and improving our safer gambling processes, ensuring that this area remains one of our highest priorities, further details on steps being taken in this areas are included in the strategic report. COVID-19 PANDEMIC Despite the impact of the Covid-19 pandemic, we continued to operate the business successfully with business continuity plans enacted resulting in staff being able to work from home whilst significant investment was also made to ensure the office environments were Covid secure. These actions ensured all licensing objectives were upheld. With the mass cancellation of Intemational sporting events, between March and May 2020, the business switched its focus to alternative offerings, such as Virtual Sports and Esports betting whilst also experiencing a significant migration of customers from Sports Betting to Gaming, Since the resumption of Sports the vast majority of European Football Leagues concluded their domestic seasons, although this did not fully compensate for those events that were permanently cancelled, As a result, for the 22 weeks ending 7 August 2020, year-on-year Tumover decreased c.21% with Sports down 26% partially offset by an 8% increase in Gaming BREXIT ‘The Group continued to review its organisational structure as part of our strategic and contingency planning to ensure continued EU market access, and as a result the Group further increased its operational presence in Malta whilst still maintaining a footprint in Gibraltar. Significant investment was made in the period on our new Malta office development further enhancing the Group's Maltese operational hub. This expansion of our existing resource and infrastructure, alongside the relocation of certain functionality, has allowed the Group to maintain both operational effectiveness and assist with on-going regulatory and licensing strategies. Page 10bet365 Group Limited DIRECTORS’ REPORT STREAMLINED ENERGY AND CARBON REPORTING (SECR) ‘The Group is always actively working to reduce its carbon footprint by using both energy saving initiatives and effective waste control management. ENVIRONMENTAL PERFORMANCE ‘The group has decided to follow and apply, for the SECR reporting, the widely-recognised Greenhouse Gas Reporting Protocol ~ Corporate Standard methodology. Scope 1 Emissions As at 29 March 2020 the Group’s Scope 1 Energy and Carbon Emissions across Transport Gas and Other fuels equated to approximately: 12,238k kWh or c.2,600 carbon dioxide equivalent tonnes (1C02e). Scope 2 Emissions As at 29 March 2020 the Group's Scope 2 Energy and Carbon Emissions from electricity equated to approximately 11,330k kWh or ¢.2,900 tC02¢. The Group’s total energy consumption therefore was 23,568k kWh, producing c.5,500 tCO2e which in turn represents c.0.2 1C02e per square metre of the Group’s occupied commercial and residential floor space. ‘The transport analysis was calculated based on litres of fuel purchased for the Group's Fleet vehicles and total mileage for petrol and diesel journeys for the Grey Fleet using average emissions, published by the Environment Agency, whilst the Energy consumption was gathered from third party utility providers and internal recording procedures. CARBON TARGETS ‘The Group is in the process of establishing carbon reduction targets based on the 2019/20 benchmark data but will include established initiatives such as; 100% of all waste recycled or diverted from landfill, 100% of electricity provided by renewable sources, Introduction of LED lighting technology where applicable; and Reviewing Heating, Ventilation, and Air Conditioning “HVAC” schedules to reduce energy and ‘operating costs. ENERGY EFFICIENCY PROJECTS ‘The Group will continue to implement energy saving initiatives across its property estate, such as replacing, lighting systems with LED lamps and installing energy saving devices to heating systems. Additionally, the Group is actively looking to increase the number of electric vehicles in its fleet and therefore reducing the proportion of “Fossil Fuel” vehicles. Moving to Stoke City where they have approved the installation of LED emergency lighting to-improve light ‘output and to reduce energy consumption. The Club are also exploring opportunities to replace light fittings ‘with LED units to improve efficiency at the club’s training ground. It is worth noting that Carbon reduction will be challenging due to the majority of the buildings being of energy efficient modem construction. BRANCHES ‘The Group has unincorporated branches in Gibraltar, Malta and Argentina, Page 11bet365 Group Limited DIRECTORS’ REPORT FINANCIAL INSTRUMENTS ‘The Group’s eash flow fluctuates according to the timing of payments and receipts and the Group's overall profitability. The directors manage deposits to gain favourable interest rates commensurate with having funds available to meet the requirements on demand. Although interest received will vary according to interest rate levels, the differences to Group results arising are not sufficient to warrant the Group using derivatives or other methods to manage interest rates in any way. ‘The Group holds highly liquid investments in listed equities and unlisted investments for future use within the trade of the business. The Group does not hedge these investments as they consider the diversity in the investment portfolio is appropriate to cover any individual equity price risk with the overall portfolio expected to return positive returns to the Group. During the period the Group transferred an additional £600.0m into its portfolio of investments, further ensuring that the Group is well placed, in a highly competitive and uncertain environment, to react quickly to the need for substantial investment in the future development of the Group's structure, brand, product, IT infrastructure and/or technology platform. FOREIGN EXCHANGE TRANSACTIONS ‘The Group accepts bets in different currencies and as a result manages currency exposure by, where possible, the matching of assets and liabilities in those different currencies. DIRECTORS ‘The following directors have held office since | April 2019, unless otherwise noted: D Coates CBE JF Coates P Coates, WW Roseff EMPLOYEES It is the Group’s policy that disabled persons should have the same consideration as others for all job vacancies for which they apply as suitable candidates and, depending entirely on their skills and abilities, they have the same opportunity for training, career development and promotion as other employees. Attention is paid to the training and other needs of persons who become disabled whilst in the Group's employment. ‘The Group places considerable value on the involvement of its employees and has continued its previous practice of keeping them informed on matters affecting them as employees and on various factors affecting the performance of the Group. This is achieved through formal team briefings and informal meetings. CHARITABLE CONTRIBUTIONS ‘The Group made charitable contributions during the period of £86.6m (2019: £86.3m), donating £85.0m (2019: £85.0m) to the Denise Coates Foundation. The Denise Coates Foundation is a registered charity created for the purposes of charitable giving. STATEMENT AS TO DISCLOSURE OF INFORMATION TO THE AUDITOR ‘The directors have confirmed that, as far as they are aware, there is no relevant audit information of which the auditor is unaware. Each of the directors have confirmed that they have taken all the steps that they ‘ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that it has been communicated to the auditor. Page 12bet365 Group Limited DIRECTORS” REPORT AUDITOR RSM UK Audit LLP have indicated their willingness to be reappointed for another term and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an ‘Annual General Meeting. By order of the board eva, (coho Denise Coates CBE Director 26 Mrecee — 2021 Page 13bet365 Group Limited CORPORATE GOVERNANCE For the 52-week period ended 29 March 2020, under the Companies (Miscellaneous Reporting) Regulations 2018, the Company is required to provide a report on its Corporate Governance arrangements. ‘The Group has adopted the bet365 Corporate Governance Code and has not applied the Wates Corporate Govemnance Code or other recognised codes, as its own existing code, designed to a high standard, specifically for the Group, reflecting its own distinct culture and values was already embedded within the Group. The bet365 Corporate Governance Code, reflects the overall long term objectives of the Group, its core Code of Conduct and values and the unique challenges presented by the gambling and football industries. At its core, bet365’s govemance code has the following key principles: PURPOSE The principal activities of the Group are, the provision of Internet and Mobile Sports betting along with Online Casino, Games, Bingo and Poker in a safe environment offering our customers industry leading odds across the widest range of markets together with the best product, whilst significantly contributing to wider society. The Group is the majority shareholder of Stoke City Football Club Limited and owns Stoke City (Property) Limited. GROUP MISSION AND VISION The Group’s vision and mission is to be and continue to be the world’s favourite online sports betting company, offering a global industry leading approach to safer gambling, LONG TERM APPROACH TO DECISION MAKING ‘The Company aims to steer the business, through its Corporate Governance Code, in a direction consistent with its Mission and Vision. To achieve this, it takes a long term approach to its decision making to ensure that decisions put the Group’s long term interests first. CODE OF CONDUCT AND VALUE STATEMENT ‘The Group's Code of Conduct and Value statement are at the heart of its Corporate Governance Code. These core values govern all aspects of the Group’s behaviours. Core values include fairness; consistency; always valuing people (including employees, customers, and other stakeholders); recognition of individual contribution; the nurturing, development and training of staff looking at the individual in the round; a “family business” with multiple generations of different families employed globally in the business; and a partnership approach to all stakeholders. ‘These values are coupled with a Code of Conduct which ensures that the values permeate throughout the Group irrespective of geography and hierarchy, ensuring the Company whilst taking a longer term approach to its objectives has a strong governance framework embedded throughout both the Group and its interactions With all its stakeholders, STAKEHOLDER ENGAGEMENT Building trust working in partnership with suppliers, employees, customers, shareholders and other stakeholders ensures good stakeholder engagement throughout the business. Stakeholder relationships have been key to the long standing success of the Group to date, and are key to the success of the Group going forward and will continue to be a key focus of the business. Further details of our Stakeholder Engagement are set out in the Section 172(1) Statement, Page 14bet365 Group Limited CORPORATE GOVERNANCE POSITIVE IMPACT ON LOCAL COMMUNITY AND ENVIRONMENT ‘The Group aims to achieve all of the above, whilst at the same time investing in and supporting its local communities and environment, investing in local employees and suppliers wherever possible sits central to its governance with all stakeholders sharing in the success of the business. REMUNERATION ‘The Group ensures that remuneration for all employees is appropriate and fair, and is reflective of the individuals input and contribution to the business as well as the overall performance of the Group. The Group Board is also mindful of the gender pay gap and the relevant Group subsidiaries report on this annually, OVERALL STRATEGY AND STEWARDSHIP ‘The Group Board provides the overall strategic oversight and stewardship of the Group as follows’ = Overall Strategic Objectives — to set overarching expectations across the operating segments of the business, ‘© Stewardship of Group Resources ~ oversight and stewardship of the Company as an investor and shareholder managing group resources. ‘© bet365 Reputation and Brand — to maintain the value of the bet36S reputation and brand, A key overall strategic objective is to deliver the highest standards of customer safety and we refer to the Strategic Report for more details. RISK MANAGEMENT AND CONTROL ENVIRONMENT ‘The above is achieved by the Company ensuring that there is a framework of group wide policies and controls for the Group subsidiaries to operate within. ‘The Group has a clear organisational hierarchy with each Board having clearly defined objectives and roles. Each Director then has a clearly defined role on each Board. The Operational Subsidiaries set their relevant policies and procedures and manage their relevant risks accordingly in line with the overall Group strategy and Code of Conduct. ORGANISATIONAL HIERARCHY AND CAPABILITY Operational responsibility for running the business is at the Operational Subsidiary level and the Group Board ensures these subsidiary Boards have suitable experience, skills and training to manage the risks arising in those businesses, whilst being able to take advantage of any opportunities arising, ‘The Group Board also ensures that the subsidiary companies have the financial and human resources required to manage these risks and opportunities and for operational efficiently GROUP BOARD The Group Board is made up of four Directors which consists of two Joint Chief Executive Officers (CEO's), together with a Chairman and a non-Coates family member who provides an objective voice to help ensure the Group Board remains balanced. ‘The Group Board meets once a quarter. Agenda’s, board packs and management information are prepared and circulated ahead of each meeting to ensure the Directors have access to timely, accurate information ‘upon which to base its decisions. The Group Board reviews the financial and business performance of both the Sports betting and Gaming business as well as Stoke City Football Club. In addition, it receives an update from the Group Property Director on the beI365 estate which is owned by the Company itself as well as properties held elsewhere in the Group. Page 15bet365 Group Limited CORPORATE GOVERNANCE GROUP BOARD - CONTINUED In addition to upholding their own responsibilities, as part of the Group Board’s stewardship role, it ensures the subsidiary Board members are aware and compliant with their own director's responsibilities throughout the world, as well as ensuring the members of the Boards witich they appoint uphold the core group values, principles, policies and standards of interaction with their stakeholders such as approaches to safer gambling. EMPLOYEE ENGAGEMENT STATEMENT Employees of the Group are key assets of the business. As a Group our policy is to demonstrate that all employees, regardless of role, seniority or where they are located in the world, feel an integral and valued part of our business. Employee satisfaction and involvement underpins the success of the business. We set high standards and our employees are expected to work to the best of their ability. This is reciprocated and reflected in the competitive salaries and extensive benefits packages we aim to offer our staff. The Group also places particular emphasis on equal pay for equal jobs and strictly adheres to modem slavery standards. One of our core objectives is to be the ‘employer of choice’ within the local communities within which we operate. Salaries and benefits are only part of the broader staff engagement factors. We also have a number of employee health and welfare programmes which target both physical and mental wellbeing. In November 2019 the Employee Assistance Programme was launched in the UK and has since been introduced in all geographical locations. This provides a complete support network offering confidential expert advice and guidance 24 hours a day, 365 days a year covering a wide range of issues including mental health support. In addition, we have a trained and dedicated internal team of Mental Health First Aiders providing a safe and secure means by which employees can raise their issues and concems, and who can then be pointed in the right direction for professional help and support. Our workplaces are, of course, designed to be safe and secure and our facilities and health and safety teams ensure the removal of any risk, albeit our operations are inherently low risk environments, ‘The Group has always recognised that staff development and learning is an integral part ofthe organisation's strategic planning, equipping all staff with the knowledge and skills to pérform their individual jobs effectively and in doing so ensure that the Group meets its strategic objectives. As a Group an extensive programme of both internal and extemal training and development is offered. During the period the training and development team of Hillside (Shared Services 2018) Limited provided 154 different types of training courses totalling 9,878 training days to our employees worldwide. This is further supported by the utilisation of e-learning strategies and on-the-job training is further supported by dedicated instructors. Assessment and progression within pay bandings are both transparent and rigorous. Feedback from employees is obtained on an ongoing real-time basis through normal reporting channels, including up to the Group Board where appropriate. The Group is an equal opportunities employer and operates a zero tolerance non-diserimination policy. This is reflected in our recruitment and selection processes, and continues throughout the employee's career in providing opportunities for training, further development and progression based entirely on individuals’ skills and abilities, with adjustments made to accommodate disabilities. A major part of the Group’s success has been based on its ability to identify, develop and promote talent from within the organisation. The Group places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees and on the various factors affecting the performance of the Group. This includes the implications arising from the Covid-19 pandemic as documented in the Strategic Report on page 6. Page 16bet365 Group Limited DIRECTORS’ RESPONSIBILITIES IN THE PREPARATION OF FINANCIAL STATEMENTS, The directors are responsible for preparing the Strategic Report and the Directors’ Report and the financial statements in accordance with applicable law and regulations. ‘Company law requires the directors to prepare Group and Company financial statements for each financial period. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 those financial statements, the directors are required to: ‘a. select suitable accounting policies and then apply them consistently; 5. make judgements and accountng estimates that are reasonable and pruden ©.” state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and d. prepare the financial statements on the going concem basis unless it is inappropriate to presume that the Group and the Company will continue in business” ~The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group's and the Company's transactions and disclose with reasonable accuracy atany time the financial position of the Group and the Company and enable them, ensure that the financial statements comply with the Companies Act 2006. They are also responsible-for safeguarding the assets of the Group and the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Page 17INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF bet365 GROUP LIMITED Opinion We have audited the financial statements of bet365 Group Limited (the ‘parent company") and its subsidiaries (the *group') for the period ended 29 March 2020 which comprise the consolidated statement of comprehensive income, consolidated statement of financial position, company statement of financial postion, consolidated statement of changes in equity, company statement of changes in equity, consolidated statement of cashflows and notes tothe financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice) Im our opinion, the financial statements: ‘© give a true and fair view of the state of the group’s and of the parent company’s affairs as at 29 March 2020 and of the group’s profit forthe period then ended; '* have been properly prepared in accordance with United Kingdom Generally Accepted ‘Accounting Practice; ‘+ have been prepared in accordance with the requirements of the Companies Act 2006. Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit Of the financial statements section of our report. We are independent of the group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide ‘basis for our opinion. Conclusions relating to going concern We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where: eC ‘© the directors’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or ‘+ the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the group's or the parent company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue. Other information ‘The other information comprises the information included in the annual report, other than the financial staternents and our auditor's report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in ‘our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material ‘misstatement in the financial statements or a material misstatement of the other information. If, based on the work wwe have performed, we conclude that there is @ material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Opinions on other matters prescribed by the Companies Act 2006 Im our opinion, based on the work undertaken in the course of the audit: ‘© the information given in the Strategic Report and the Directors’ Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and ‘© the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements, Page 18INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF bet365 GROUP LIMITED - CONTINUED Matters on which we are required to report by exception In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors’ Report. We have nothing to report in respect of the following matters in relation to which 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 hhave not been received from branches nat visited by us; or ‘© the parent company financial statements are not in agreement with the accounting records and returns; ‘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. Responsibilities of directors As explained more fully in the Directors’ Responsibilities statement set out on page 17, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and the parent company’s ability to continue as a going concer, disclosing, as applicable, matters related to going concern and using the going concem basis of accounting unless the directors either intend to liquidate the group or the parent ‘company or to cease operations, or have no realistic altemative but to do so. Auditor's responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from ‘material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion, Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis ofthese financial statements. ‘A further description of our responsibilities for the audit of the financial statements is located on the Financi Reporting Council's website at: http://www fre.org.uk/auditorsresponsibilities. This description forms part of our auditor's report. Use of our report 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, (Sm uK Ake Up ADAM KRUPSKI (Senior Statutory Auditor) For and on behalf of RSM UK AUDIT LLP, Statutory Auditor Chartered Accountants Festival Way Stoke-on-Trent Staffordshire STI 3BB 26 Meech, 2021 Page 19bet365 Group Limited CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the 52 week period ended 29 March 2020 Note TURNOVER 2 Direct costs GROSS PROFIT ‘Administrative expenses OPERATING PROFIT(LOSS) Fair value (losses)/gains on investments Interest receivable and similar income 6 Interest payable and similar expenses. 7 PROFIT((LOSS) BEFORE TAXATION 28 Taxation 9 PROFIT FOR THE FINANCIAL PERIOD OTHER COMPREHENSIVE INCOME 52 week period ended 29 March 2020 Sports and Football Club 2,787,176 (403,629) 2,353,547 (2,071,602) 281,945 (16277) 19,014 (449) 224,233 Currency translation differences arising on consolidation CCurreney translation differences arising on deferred tax opening balances Revaluation of land and buildings Deferred tax on revalued assets TOTAL COMPREHENSIVE INCOME FOR THE PERIOD and facilities £000 34224 54,224 (141,462) (87,238) 88, (87,150) Total 2000 2,811,400 (403,629) 2,407,771 (2,213,064) 194,707 (16,277) 137,083 (16,728) 120,388 11,586 (0,789) (628) (259) 129,265 53 week period ended 31 March 2019 £000 3,063,651 (359,781) 2,703,870 (1,945,607) 158,263 21,354 12019 12) 791,424 (106,471) 684,953, 2,641) (793) 138 681,654 ‘Tumover and operating profit are derived from the Group’s continuing operations for both financial periods. Profit for the period and total comprehensive income is all attributable to the owners of the parent in 2020 and 2019. Page 20bet365 Group Limited CONSOLIDATED STATEMENT OF FINANCIAL POSITION At 29 March 2020 Note FIXED ASSETS Intangible assets un ‘Tangible assets 12 Investments B CURRENT ASSETS Stock “4 Debtors 1s Investments 16 ‘Cash at bank and in hand CREDITORS: Amounts falling due within cone year "7 NET CURRENT ASSETS TOTAL ASSETS LESS CURRENT LIABILITIES CREDITORS: Amounts falling due after ‘more than one year - a8 PROVISION FOR LIABILITIES 19 NET ASSETS CAPITAL AND RESERVES Called up share capital 20 Share premium account Revaluation reserve Profit and loss account Attributable to owners ofthe parent ‘Attributable to non-controlling interests a TOTAL EQUITY 29 March 2020 £000 £000 36,736 241,533 278,269 3am 222,747 1,048,009 2,216,832 3,487,962 (1,255,128) 2,232,834 2,511,103 6300) ay 2,504,586 3 18,998 9,869 2,475,716 2,504,586 2,504,586 2,504,586 31 March 2019 £000 £000 15,340 202,006 19,198 336,544 293 201,289 sI7a10 2,563,952, 3,282,944 141,151) 2,141,795, 2,478,337 - en) (246) 2,470,321 3 18,998 10,756 2,440,564 2,470,321 2,470,321 2470321 ‘The financial statements on pages 20 to 58 were approved by the board of directors and authorised for issue on ZG ARGC — 2021 and are signed on its behalf by: Veccoe Coder Denise Coates CBE. Director Company Regist jon No, 04241161 Page 21bet365 Group Limited COMPANY STATEMENT OF FINANCIAL POSITION At29 March 2020 FIXED ASSETS ‘Tangible assets Investments ‘CURRENT ASSETS Debtors Investments ‘Cash at bank and in hand CREDITORS: Amounts falling due within one year NET CURRENT ASSETS ‘TOTAL ASSETS LESS CURRENT LIABILITIES CREDITORS: Amounts falling due after ‘more than one year PROVISIONS FOR LIABILITIES NET ASSETS CAPITAL AND RESERVES Called up share capital Share premium account Profit and loss account TOTAL EQUITY Note 2 1s 16 18 20 29 March 2020 £000 £000 76,619 10,000 86,619 680,803 1,048,009 1,001,564 2,730,376 (669,896) 2,060,480 2,147,099 (6300) 2,140,799 3 18,998 2,121,798 2,140,799 31 March 2019 £000 000 74,825 10,000 84,925 854,961 si710 1,355,854 2,728,208 (32,728) 2,195,497 2,280,322 (4,770) (696) 2.278.856 3 18,998 2,255,855 2,274,856 ‘The Company's loss for the period and total comprehensive expense for the period is £39,057,000 (2019, ££600,870,000 profit) ‘The financial statements on pages 20 to 58 were approved by the board of directors and authorised for issue on ZG& MAEcMH% — 2021 and are signed on its behalf by: Vena loouos Denise Coates CBE. Director Company Registration No, 04241161 Page 22bet365 Group Limited ‘CONSOLIDATED STATEMENT OF CHANGES IN EQUITY [A129 March 2020 fooiwisestin wsitaeg sume ae aaa est ws : aan e200 se) ne a ise = 500) a0 on 9a ese ‘ae ety is) | ‘ae est es) ase sey est auras or vonaas 501) 501) ssa (wena) omy ‘sh ease (2500 (230) rant vans Tagebet365 Group Limited COMPANY STATEMENT OF CHANGES IN EQUITY At 29 March 2020 BALANCE AT 25 MARCH 2018 Profit for the period ‘TOTAL COMPREHENSIVE INCOME FOR THE PERIOD Transactions with owners in their capacity as owners: Dividends TOTAL TRANSACTIONS WITH OWNERS IN THEIR CAPACITY AS. OWNERS BALANCE AT 31 MARCH 2019 Loss for the period ‘TOTAL COMPREHENSIVE. EXPENSE FOR THE PERIOD Transactions with owners capacity as owners: Dividends their ‘TOTAL TRANSACTIONS WITH OWNERS IN THEIR CAPACITY AS OWNERS BALANCE AT 29 MARCH 2020 Note Called up share capital £000 3 10 - 3 10 - 3 Share premium ‘account £000 18,998 18,998 18,998 Profit and loss account £000 1,747,485 600,870 600,870: (92,500) (92,500) 2,255,855 69,057) 69,057) (95,000) (95,000) 2,121,798 Total £000 1,766,486 600,870 600,870 (92,500) (62,500) 2,274,856 9,057) 39,057) (95,000) (95,000) 2,140,799 Page 24bet365 Group Limited CONSOLIDATED STATEMENT OF CASH FLOWS, For the 52 week period ended 29 March 2020 Note OPERATING ACTIVITIES ‘Cash generated from operations 2 Interest received Dividend income from current asset investments Interest paid Income taxes paid NET CASH FROM OPERATING ACTIVITIES. INVESTING ACTIVITIES Purchase of intangible assets, Proceeds on disposal of intangible assets Purchase of tangible fixed assets Proceeds on disposal of tangible fixed assets Purchase of fixed asset investments Proceeds on disposal of fixed asset investments [Net purchases of current asset investments NET CASH USED IN INVESTING ACTIVITIES FINANCING ACTIVITIES Dividends paid 10 NET CASH USED IN FINANCING ACTIVITIES. NET (DECREASEVINCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT START OF PERIOD Effect of foreign exchange rate changes CASH AND CASH EQUIVALENTS, AT END OF PERIOD Rel Cash equivalents held within current asset investments Bank balances and short term deposits included in cash at bank and in hand Short-term deposits included in debtors amounts falling due within one year 52. week 53 week period ended period ended 29 March 2020 31 March 2019 £000 £000 £000 £000 454,229 997,841 (12,887 6.050 6.245 5,969 : M (76,189) (86,308) 397,172 923,551 (48,012) 7,572) 22,665 27112 74581) gan) 6n3 6848 = (16,294) 12,621 : 05,731) (60,760) (986,325) (190,641) ° (95,000) (92,500) (5,000) (92,500) (84,153) 640,410 2,677,234 2,037,125 5,31 G01) 2,598,512 2,677,234 336,349 35,800 2,216,832 2,563,952 45,331 71,482 2,598,512 2,677,234 Page 25,bet365 Group Limited ACCOUNTING POLICIES GENERAL INFORMATION bbet365 Group Limited (‘the Company’) is a private company limited by shares and is registered, domiciled and incorporated in England, ‘The address of the Company’s registered office and principal place of business is bet365 House, Media Way, Stoke-on-Trent, Staffordshire, ST! 5SZ. The Group consists of bet365 Group Limited and all of its subsidiaries. ‘The Company’s and the Group's principal activities and nature of its operations are included in the Directors" Report. BASIS OF ACCOUNTING ‘These financial statements have been prepared in accordance with Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ (FRS 102) and the requirements of the Companies Act 2006 including the provisions of the Large and Medium-sized Companies and Group (Accounts and Reports) Regulations 2008 and under the historical cost convention, modified to include the revaluation of certain frechold properties and certain financial instruments at fair value. Monetary amounts in these financial statements are rounded to the nearest whole £1,000, except where otherwise indicated GOING CONCERN ‘The financial statements have been prepared on a going concem basis, which assumes that the Group will be able to continue to trade for the foreseeable future. ‘The validity of the going concern basis is dependent upon the Group managing the risks of the business as identified in the Directors” Report and Strategic Report and its financial arrangements. At the time the UK entered into “lockdown”, following the Covid-19 pandemic, the Group saw a decline in revenue commensurate with the mass cancellation of International sporting events, during April and May 2020, However, the Group switched its focus to alternative offerings to, in part, mitigate the decline. At this time the Group also modelled multiple cashflow scenarios, with ail models forecasting that, despite the deterioration in trading performance, there would still be significant cash reserves for the forecasted 12-month period. Since the resumption of Sports, the Group has benefitted from a condensed sporting calendar with the vast ‘majority of European Football Leagues concluding their domestic seasons. Whilst this has not fully compensated for those events that were permanently cancelled the Group’s trading performance has improved and returned to near pre-pandemic levels, On this basis the directors consider it appropriate to prepare financial statements on a going concern basis. REDUCED DISCLOSURES In accordance with FRS 102, the Company has taken advantage of the exemptions from the following disclosure requirements ‘Section 7 ‘Statement of Cash Flows’ ~ Presentation ofa Statement of Cash Flow and related notes and disclosures. ‘© Section 33 ‘Related Party Disclosures’ ~ Compensation for key management personnel. Page 26bet365 Group Limited ACCOUNTING POLICIES BASIS OF CONSOLIDATION ‘The consolidated financial statements incorporate those of bet365 Group Limited and all of its subsidiary undertakings for the period, Subsidiaries acquired during the period are consolidated using the purchase method. Their results are incorporated from the date that control passes. All financial statements are made up to 29 March 2020 or 30 March 2020 dependent on local filing requirements, except for Stoke City Holdings Limited and Stoke City Football Club Limited, which have a 31 May 2020 year end and Hillside (Bulgaria) EOOD which has a 31 December 2019 year end to align the financial year end with the commercial and legislative considerations of the individual entities. Detailed management accounts at 29 March 2020 have been used as a basis for the consolidation of these subsidiaries. Al intra-group transactions, balances and unrealised gains on transactions between Group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the Group. ‘The cost of a business combination is the fair value at the acquisition date, of the assets given, equity instruments issued and liabilities incurred or assumed, plus directly attributable costs. ‘The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill As permitted by s408 Companies Act 2006, the Company has not presented its own statement of comprehensive income as it prepares Group accounts and the Company's individual statement of financial position shows the Company’s profit or loss for the financial period, FUNCTIONAL AND PRESENTATIONAL CURRENCIES ‘The consolidated financial statements are presented in sterling which is also the functional currency of the Group and Company. INTANGIBLE FIXED ASSETS Goodwill Purchased goodwill representing the excess of the purchase price compared with the fair value of net assets acquired is capitalised, ‘The directors have considered each constituent component of intangible assets separately to determine the appropriate amortisation in order thatthe financial statements provide a true and fair view: * Goodwill is being amortised over 10 years as no reliable estimate can be made ofits useful economic life. The directors consider the useful economic life to significantly exceed 10 years due to the strength Of the bet365 brand and Stoke City Football Club. + The third party costs associated with the acquisition of players” registrations and coaching staff are capitalised and amortised on a straight line basis over the period of their respective contracts. Any transfer fees payable as a result of the occurrence of one or more uncertain future events are capitalised ‘when itis probable such an event will occur. Provision for impairment is made when it becomes clear that the carrying amount exceeds the recoverable amount. Prior year impairments are reviewed and assessed by management and where the recoverable amount has increased above the carrying amount, the impairments are reversed. No amounts are included for the registrations attributable to players developed within the Club. Page 27bet365 Group Limited ACCOUNTING POLICIES INTANGIBLE FIXED ASSETS - CONTINUED Other intangible assets Intangible assets purchased other than in a business combination are recognised when future economic benefits are probable and the cost or value of the asset can be measured reliably. Intangible assets are initially recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets are amortised to profit or loss on a straight-line basis over their useful lives, as follows: Other intangibles = over the period in which the asset is used Purchased computer software 33.3% per annum straight line Amortisation is revised prospectively for any significant change in useful life or residual value. ‘Amortisation is charged when the asset is brought into use by the business. On disposel, the difference between the net disposal proceeds and the carrying amount of the intangible asset is recognised in profit or loss. TANGIBLE FIXED ASSETS Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on tangible fixed assets at rates calculated to write each asset down to its estimated residual value evenly over its expected useful life, as follows: Freehold and long leasehold land - No depreciation charged Freehold buildings = 2%per annum straight line Long leasehold buildings = 1 =20% per annum straight line Football stadiuin = 2%per annum straight line Fixtures and fittings = 4% 33% per annum straight line Computer equipment = 33.3% per annum straight line Plant and motor vehicles 2% 33% per annum straight line Residual values are calculated on prices prevailing at the reporting date, after estimated costs of disposal, for the asset as if it were at the age and in the condition expected at the end of its useful life. Land and buildings are accounted for separately even when acquired together. ASSETS UNDER CONSTRUCTION Properties in the course of construction are carried at cost, less any identified impairment loss. Cost includes professional fees and other directly attributable costs that are necessary to bring the property to its operating condition. Depreciation commences when the properties are ready for their intended use. : REVALUATION OF FOOTBALL STADIUM ‘The football stadium is revalued in accordance with FRS 102 Section 17 with a full valuation carried out by professionally qualified chartered surveyors on a depreciated replacement cost basis, in accordance with the Statement of Assets Valuation Practice No. 4. An external revaluation is obtained every 3 years unless deemed to be required sooner with interim valuations performed by management where no external valuation is obtained. This calculation allows for the time depreciation of the Stadium, excluding the land element, of 50 years. Revaluation gains and losses are recognised in other comprehensive income and accumulated in equity, except to the extent that a revaluation gain reverses a revaluation loss previously recognised in profit or loss or a revaluation loss exceeds the accumulated revaluation gains recognised in equity; such gains and losses are recognised in profit or loss. Page 28bet365 Group Limited ACCOUNTING POLICIES IMPAIRMENTS OF FIXED ASSETS ‘An assessment is made at each reporting date of whether there are indications that a fixed asset may be impaired or that an impairment loss previously recognised has fully or partially reversed. If such indications exist, the Group and Company estimates the recoverable amount of the asset or, for goodwill, the recoverable amount of the cash-generating unit to which the goodwill belongs. Shortfalls between the carrying value of fixed assets and their recoverable amounts, being the higher of fair value less costs to sell and value-in-use, are recognised as impairment losses. Impairments of revalued assets are treated as a revaluation loss. All other impairment losses are recognised in profit or loss. Any impairment loss recognised is not reversed for fixed assets other than goodwill, and recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Reversals of impairment losses are recognised in profit or loss or, for revalued assets, as a revaluation On reversal of an impairment loss, the depreciation or amortisation is adjusted to allocate the asset's revised carrying amount (less any residual value) over its remaining useful life. FIXED AND CURRENT ASSET INVESTMENTS Group ‘Trade investments are classified as financial instruments and accounted for at fair value through profit and loss, in accordance with the accounting policy set out on page 32. Trade investments are recorded as current asset investments where they are highly liquid and where they can be realised within 12 months. Company In the separate accounts of the Company interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. Interests in’subsidiaries are assessed for indications of impairment at each reporting date. Any impairment losses or reversals of impairment losses are recognised immediately in profit or loss. SIGNING ON FEES ‘The directors consider that signing on fees represent a normal part of the employment cost of the player and {as such should be charged to profit or loss over the period of the player's contract asthe instalment payments are made, except in the circumstances of a player disposal. In that case any remaining signing on fees due are allocated in full against profit on disposal of players’ registrations in the period in which the player disposal is made, SOFTWARE DEVELOPMENT . Expenditure on software development is written off to profit or loss in the period in which itis incurred as itis considered by the directors to be revenue in nature. sTOCK Stock held by the football club is valued at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first in, first out cost basis, ‘At each reporting date, the Group assesses whether stock is impaired or if an impairment loss recognised in prior periods has reversed. Any excess of the carrying amount of stock over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss. Page 29