Good morning, everyone. Thank you for joining us for our annual general meeting, whether in person or to those shareholders who are listening remotely. I'd like to thank all the shareholders for your continued support as we continue to deliver and evolve our strategy. It's now 11:00 A.M., and as there is a quorum present, I declare the meeting open. My name is Nick Prettejohn. I'm chairman of your company, and I'll take you through today's meeting. Before we continue, may I please draw your attention to a couple of brief housekeeping points? In line with the current debate about education, please, can I ask that all mobile phones are switched off or placed on silent mode? Thank you. Secondly, fire exits are located at the back of the room.
No fire practice is scheduled, so if the alarm does sound, please make your way to the back of the room, and you'll be advised where to congregate. Can I remind you that when we come to the part of the meeting when questions will be taken, they should be from shareholders, proxies, or corporate representatives only? Before asking your question, please, could you state your name and the capacity in which you're attending the meeting today? Shareholder, proxy, or corporate representative. Finally, please be advised that unauthorized photography or filming of any kind is strictly prohibited during the meeting. You'll be asked to stop if you're seen to be doing so. As the notice of the meeting has already been made available to you, can I ask your permission for the notice to be taken as read? Is that agreed?
Yes.
Thank you. The meeting today has five parts. First, some introductory remarks from me as Chair of the meeting. Then our newly appointed Chief Executive Officer, Piers North, will introduce himself. Darren Fisher, our CFO, will then make a short presentation in which he'll cover the main highlights of the progress that Reach has made over the last year, as well as a summary of this morning's Quarter One trading update. We will then be pleased to take your questions before finally voting on the resolutions set out in the notice of meeting. At the end of the meeting, we'd be delighted if you could join us for some refreshments. Let me start by introducing you to the other members of the Board. On my far left, your right, is Non-Executive Director Barry Panayi. Next to Barry is Non-Executive Director and Sustainability Committee Chair, Priya Guha.
Next to Priya is Olivia Streatfeild, who is a non-executive director and current Remuneration Committee chair. Next to Olivia is Denise Jagger, Senior Independent Director. On my immediate left is Piers North, our Chief Executive Officer, who was appointed to the board and as Chief Executive on 31st March. On my immediate right is Laura Harris, our Company Secretary. Next to Laura is Darren Fisher, our Chief Financial Officer. We then have Anne Bulford, non-executive director and Audit and Risk Committee chair. On my further right is Wais Shaifta, who is also a non-executive director. I, along with my fellow directors, am confident that this board is a balanced and strong group, and I thank them for their hard work during the year and the challenge and the support that they give to management.
You'll have seen from the announcement on 4th of March that we have made some changes to the responsibilities of board members. From the end of this meeting, Barry Panayi will assume the role of Chair of the Remuneration Committee, and Denise Jagger will take on the role of Colleague Ambassador. Both roles were held by Olivia for the past few years. Now, before I hand over to Piers, I'd like to remind you of the backdrop we're operating against and how the board viewed our progress over the last year. The big tech platforms continue to wield dominance over the online news and content market. Artificial intelligence is an increasing factor, presenting both opportunities and threats. In this challenging context, the board and I were pleased to see the business deliver a good performance, meeting financial obligations and delivering ahead of market expectations.
Notably, in 2024, digital revenue returned to growth, a key measure of progress for us and testament to strong journalism, ever-improving use of data, and innovative new approaches such as the content and distribution hubs. A consistent guiding principle for the board is that the Reach teams are enabled and supported to deliver our purpose: to enlighten, empower, and entertain our audiences. In a year of elections, both in the U.K. and U.S., the strength and range of our journalism really came through. For example, the 5,000 Voices project gave people on the street in communities across the country the chance to be heard. There are not many platforms able to offer such a range of local voices, and it's something everyone at Reach should be proud of. Outside of elections, our brands played an important part in politics and society in other ways.
For example, when the Express's three-year-long assisted dying campaign came to a head with a historic vote in November, and when our local titles delivered essential reporting following the Southport tragedy and subsequent unrest in the summer. Our growing studio function supported our ambition to build our video capability and audience, for instance, providing a new Euros podcast and a viral campaign trail TikTok video. The Board also worked closely with the management team and leadership team to support our commitment to be a more sustainable and inclusive business. Earlier this month, we announced the company's first near-term science-based targets, marking an important step on our path to net zero.
It was also good to see two initiatives last year that brought new and more diverse voices to our teams, including a summer internship scheme and a partnership with The Prince's Trust that has resulted in eight apprentices now working in our newsrooms. None of this progress comes easily or without challenges and is very much to the credit of the expertise and commitment of Reach's management and all of our teams. On behalf of the board, I would like to thank everyone for continuing to serve our audience and create a stronger business for all of our stakeholders. Now, I'll hand over to Piers, who'll say a few words.
Thank you, Chair. Thank you to all of you who are here today and those that have pre-submitted questions. Before we move on to those questions, I want to take a few minutes just to introduce myself and briefly speak about the business before handing over to Darren, our Chief Financial Officer, who'll remind you of the highlights of last year, but also to cover a first quarter trading update. As many of you will know, I've been with the business now for just over 10 years, but it was a huge privilege to be asked to step up to take on the role of Chief Executive just over a month ago.
Part of what drew me to Reach 10 years ago and what draws me to Reach now, still, and engage is the opportunity of this business, coupled with the excitement and the privilege of working in the front line of media. Whilst I joined the business as a digital director on the commercial team, I've sat on the Reach executive management team as Chief Revenue Officer since 2020, taking on that role during the midst of COVID. During that time, I led the commercial team of around 600 people and delivered over GBP 200 million of commercial revenues, including all of the digital business. Working with Jim and many others, I was also involved in crafting the customer value strategies we came to know it and delivering that strategy over the years.
As you might expect, digital and data is still our future, as well as building great products to deliver us continued success. Naturally, we're at the point where we look on how we build on those foundations, which has given us a solid business. I look forward to letting you all know in the coming months about how we evolve that strategy. As many of you know, Reach is a very resilient business, well accustomed to the change that comes with operating in media. What excited me about it 10 years ago was the huge potential of this business with such a massive engaged audience and so much powerful content, which perhaps hasn't fully locked on to its revenue-generating potential. The online landscape remains challenging. Despite our size, we hold something of an underlogged status, due to the enormous power of the global tech giants.
For me, even bearing in mind all the progress we've made in the recent years in establishing ourselves as a data-led business, diversifying our digital revenue streams, and even expanding some of our brands into the likes of the US, we still have so much potential. As for the journalist, I've seen up close and championed, albeit from a commercial perspective, the power of what our news brands can do and the difference they make, not just to our communities, but also our advertisers. Just in the past month, we've seen some brilliant live coverage of Newcastle finally chalking up some trophies. We've seen Grimsby Live run an exclusive piece around the British Steel closure plans, and The Mirror also launching a hugely impactful campaign around the missing people in the hope of bringing more people back home to their families.
I also had the pleasure last week of attending our Celebrating British Brilliant Journalism Awards in Manchester and saw so many examples of impactful work from across the U.K. and Ireland and beyond. I am very excited to be with you here today. Whilst I do not shy away from the many challenges that we face, what brings me here today are the opportunities to strengthen this business and to make all of the important engaging journalism more sustainable. Finally, a huge thank you to all my colleagues at Reach for your warm welcome so far and for ensuring that we have delivered on our plans to date. I have worked closely with many of you over the years now, but there is plenty for me to learn from you all, and I have appreciated your support as I take the step forward to lead the business.
I really look forward to working with more of you in the future. Now, over to Darren, our CFO, on Q1 and also a reminder of our performance last year.
Thank you, Piers. Hello and good morning, everyone. I will now spend a few minutes reminding you of our full-year performance before moving on to the Q1 trading update we announced today. Our 2024 full-year results demonstrated that Reach was operationally and strategically building a better understanding of its audiences. We have strong commercial relationships with advertising partners and a committed focus on efficiency and costs underpinned by our customer value strategy. Delivering 2024 was ahead of market expectations, digital returned to growth, and our print performance materially outperformed the structural decline in print volumes. The year was not without its challenges, including an unfriendly macro environment and the continued dominance of the platforms and their influence on how people access our content. The operational plans we put in place created value and continued our transition to a more resilient digital business.
Our digital business grew 2%, and within that, data-driven revenues grew 7%. There was support by strong growth in direct advertising and with our diversification to non-advertising revenues like affiliates and e-commerce. Our data-driven approach has also helped to deliver a US expansion that has grown significantly, a central content hub that in a short time has more than doubled the average page views of its team members, and a studio that provides high-quality multi-platform content, growing that total social video views by 12%. This is underpinned by improved operating efficiency and the decisive cost actions, which meant that the total operating cost declined by 6.5%. This progress was achieved not by one big initiative, but through the collective effort of smaller incremental initiatives, which together meant that we delivered an operating profit of GBP 102 million, up 6% versus last year.
I would now like to turn to this morning's trading update, which covers the three-month period to the 31st of March 2025. I won't run through the full statement, which is summarized here on the slide and with full details on our website. In summary, digital remains in growth, up 1.6%, supported by growing audience numbers with page views increasing 9%. Print remains a reliable and predictable revenue stream, with circulation revenues down 4% and print advertising performing strongly ahead of the typical declines in volumes. Whilst the macroeconomic backdrop has become increasingly uncertain, the start to the year means we remain on track to meet our market expectations for 2025. I look forward to sharing a further update at the half-year results in July. Thank you for listening. I'll now hand back to the Chair for questions.
Thank you, Piers and Darren . Now we come to the Q&A. If you have any general questions pertaining to the business of this meeting or questions on a specific resolution set out in the notice of the meeting, then please ask them now. If you wish to ask a question, please raise your hand and someone will bring a microphone to you. If you can wait until you've got the microphone before speaking, it will enable your fellow shareholders and others in the room to hear. Before you ask your question, it would be really helpful if you could, as a courtesy to your fellow shareholders, say your name and if you are a shareholder, a proxy, or corporate representative. Please, can I remind you that, as you've seen in the notice, only shareholders, proxies, and corporate representatives are entitled to ask questions.
Who would like to ask a question? Mr. Fidel. Yes. Good morning. Very nice to see you.
My name is Mr. Fidel and I'm a shareholder. I've got a number of questions, if you permit me to ask them anyway.
Would you mind if we just took one question first and then see whether there are other questions, and then I'll come back to you?
Yeah. I'm a fair-minded person in many, many respects. The main question I'll ask, seeing that Mr. Mullen has actually left the company, was he paid anything above what he should be entitled to? Because we talk about golden handshakes and parachutes for the new chap. We'll ask about him as well. Has he received anything in any way whatsoever? Because those sort of things, if you decide to go for another job, which he has done at the Jockey Club as such, then I believe you leave that job like any other employee of any company. That's my main question, but I've got other questions that I would like to ask.
Olivia, would you? Yeah.
Can you hear me? Jim left by mutual agreement as part of a carefully managed transition process handing over to an internally promoted colleague. He left with good leaver status, as any other mutually agreed position would be.
May I come back on that, please?
Yeah.
Can you tell me what the status is? I don't know if I've actually got the actual meaning. What does that mean on the terms of status that you're talking about? What sort of terms? Are we talking about the terms of his agreement, which are actually published in this book, of what he would get for his salary?
Yeah.
The reading of what he was paid to his salary up to date, plus all his shares and all that sort of thing that he's been given over the years?
Yes.
That should be the case of anybody.
Yes.
It is the same as if you're...
It's any good leaver.
Hold on a moment, please. I'm not trying to be rude with you in any way whatsoever.
Okay.
Any other employee of the company, even if he was the cleaner of the company, all he gets is the terms of his contract. That is the end of the matter. Because as a shareholder, I do not believe anybody should get any more than their terms of contract. It is not that. These contracts are laid down by the board.
The answer is yes.
Who would like to ask the next question? In which case, you can keep the microphone, Mr. Fidel.
No, not unloading, please. I'm sorry. I'm sorry if I'm being rude. I've always been concerned about pensions. This company was really the wife of the pensions scandal, let's put it that way, as such. I'm very, very concerned about it. I know that you've improved the pension scheme in some way or another. You've brought it down from a deficit of GBP 102 million to GBP 45 million. When you look at the whole aspect of the pension scheme, and this is not me talking, this is the audit report talking on the thing, there is a load of liability there still. The liability, and this is your points from the Audit Committee, the liability is GBP 166 million, and it's down from GBP 1,835 million, which isn't a great deal of saving in any way whatsoever. The liability is still there, as such.
They're the questions I would like the board to address. We're not really getting to the bottom of the problem of addressing the liability around pensions. I know the liability may be with people on pension and things like that, but it's still there. I'm very, very concerned about it. I'm very concerned about our...
Okay, Mr. Fidel, I'll just let Darren answer the question.
Yeah. The pension schemes are actually in a good position. Your point around the liabilities, liabilities move around for any number of reasons. For example, it could be what's going on in the economy. It could be things like discount rates. The schemes are always updating things like mortality positions. All of those things, from an accounting, technical accounting point of view, need to be taken into account when setting the liabilities. They will move both up and they will move both down over and above the amount of pensions which are being paid. As you correctly said, those liabilities represent the amount of benefits that we are due to pay out to pension holders over time. The important number is actually the net number, which is the net of the liabilities and the investments.
What we need to make sure we have is an amount of money on the asset side to be able to pay those benefits. You'll also see the amount of assets that we have has also increased, which is why the net number has come down. All of the schemes are at a high level of maturity now. The way that they are managed is by two things. Firstly, de-risking their investments to make sure they're not exposing themselves to losses when the markets are poor, and also through hedging as well. All four schemes that are still ongoing are managed around ensuring that we continue to bring the net liability down, so the net number, over the next three or four years. That's what we've been working toward.
Do you accept that it's still a huge liability?
The liability is just a statement of fact. It is what it is, and it will move around over time based on many, many factors, as I've described.
Okay. I'll take the point. I hope you take the point that I'm making as well with regard to the liability of people not only on pension, but people who are working towards a pension from the company. While I'm on the pension situation, can you explain in the book what a post-service cost is when you got GBP 5 million back from one scheme?
The GBP 5 million, I think you're talking about, is relating to West Ferry. West Ferry is a scheme that's going into buyout at the moment. What happens when you're going into a buyout where effectively you're getting fully insured for all of your benefits, you're handing all of that responsibility over to insurers, which all schemes work toward. When doing that, we do an amount of due diligence to make sure that all of the benefit calculations which are being insured are actually appropriate and accurate. In this particular case, when West Ferry did their due diligence, they uncovered an issue with Barber calculations going back to the early 1990s, which need to be corrected. As the company, we have worked with West Ferry to understand the additional liability that hadn't been recognized and then agree the number with them and then pay the money.
We have already paid all that GBP 5 million, the first GBP 1.9 million, which is the insurance premium, and we will pay the additional balance in the second half of the year.
Okay. I'm glad you explained that. Also, with regard to cost, and I don't know whether you... We still have huge costs over the court cases. If you look at page 30, there's a statement on the bottom which says no such constituency payment has been disclosed in these accounts. Yet we know that these are going on. The costs are still going on. You go on to page 140, you go into page 148 when you say there's an outstanding remains outstanding, as such. Can you explain why there are no figures at all? Because there's still a liability to this company.
Are you referring to the HLI? Which part of...
It was the constituency statement was made on page 130.
Yeah. So...
Of three.
In terms of the historic legal issues, which let's call it what it is, the phone hacking, we are still incurring an element of fees on dealing with those. However, we now have the end in sight for settling all of the outstanding claims. They will be settled between this year and 2026. The HLI actually is coming to an end. If you look in the provisions note, you'll see that at the end of the start of 2024, we had a GBP 18 million provision. We paid GBP 9 million of that during 2024, and we now have GBP 9 million to go. We will settle those between now and the end of next year. That is coming to an end. Those costs will start to decline and go away.
Yeah. Again, I'm sorry, Mr. Chairman. I don't want to hold the meeting, but I have done some work or looked at this book, these accounts. I'll say if anybody else wants...
You always do, Mr. Fidel.
If anybody else wants...
Very good questions.
I'll give up at this moment in time and hope I can come back.
Okay.
Can I continue or no? I've got...
Have we got anybody else who would like to ask a question?
you believe the current level is sufficient?
No.
Again, sorry, please. I've got my wife this side and I've got the lady that side. I've had my wife for 50 years on this side. It's not something that's new to me.
She's around it, yeah.
I noticed that the salary review for the CEO starts on the 1st of April. Can you tell me what the salary review is in % terms compared to, again, our employees and what they're going to receive from the 1st of April, I hope?
Olivia.
Yeah. The one from April is 2% across the board, a flat 2% for all colleagues. I think we've still got some negotiations with some unions in the factories, but other than that, it's 2% across the board.
Okay. Fair enough. If we're looking at both issues, I'm quite happy. Then my third point is what's been said earlier on this morning from the CEO about how well we're doing. The share price isn't doing too well, is it? We haven't had the price up there, as such. I think somebody needs to look at the share price because that's what people invest in a company for. Thank you. I've said everything I'm going to say.
Clearly, the share prices will move up and down. The market is obviously...
As low as they are at the moment.
Yeah. I think the focus really for me in the business is to make sure that we're focused on the right things, getting that digital growth up. It was 1.6 in Q1. I'm impatient for more growth, clearly. That is the biggest single factor that will help us move that share price up. For me and the colleagues in the business, that's what we're focused on at the moment.
Do we have any further questions? No? Thank you. Yes.
After him.
Yes.
I'm not in a hurry.
No.
I think, Mr. Fidel, have you exhausted your list of questions? Yep. Great. Thank you. Thank you. Thank you.
Good morning, Mr. Chairman.
Please. Good morning.
It's very nice to see you and your colleagues on the board. Last year, I made a request, namely to restore the age-old tradition whereby members are given a proper lunch after the AGM. Has the request been granted?
We have decided not to grant that request.
Is there any particular reason for not granting it, especially when the view we take is it costs you next to nothing?
It's simply becoming much more standard practice not to do that at annual general meetings.
I beg to disagree with you. Most of the other AGM I go to, we are treated lavishly. Your decision really makes me sad because I met someone, a shareholder, who has been a full supporter of the company for quite a long time. This is the first time he has attended this AGM. He comes from Lincoln, not far away. To let him leave London, the AGM, without even a sandwich, I think is much to be desired.
We will have to disagree, I think, on that one. I appreciate enormously the support we get from our shareholders. I hope we show that in many ways. We will have to disagree about lunch, I'm afraid.
Does it cost the company anything?
There's no more I can say about it.
Yeah. Thank you very much.
Okay.
I'm quite shocked those who support that chapter because going back a few years, when Sly Bailey was in charge, I don't know if any of you remember her, it was lavish, absolutely lavish here. All that came off the tax man. Why can't we continue to have it? I don't understand that. I mean, it won't cost the company anything because in that revenue, we'll be paying for it. The tax man will be paying for it, you and I again, through our taxes. It doesn't cost anything. I think the board, again, ought to be looking at that in some way or another. I would support that chap over there. I say, if whoever's coming from Lincoln, surely you could give him a sandwich, surely.
I think it's probably best if I...
Can you look at it?
I'm sure we look at our...
Can you look at it?
We look at our arrangements for the annual general meeting every year. I am sure we will look at it again. I have to warn you that I think the chances of reinstituting lunches, lavish or otherwise, are probably fairly small.
No, no.
No, we were harking back to former days. What I would say is we are immensely grateful to our long-standing shareholders who support the company. I hope we show our appreciation for that in other ways. Are there any other questions? Yes. Yes. Gentlemen in the...
Red? Yeah.
Just a minor thing. On your directions, Matt, you're still showing the Museum of London as being where it is. It's due to open in Smithfield Meat Market next year. Can you please bring that up to date? It's no longer there. Not Museum of London. It's moved. Or it's moving anyway.
We'll have a look at that and make sure that's updated for next year. Thank you for flagging that.
Thank you very much. Yes.
You mentioned that you had looked at other companies and you thought that there was no increase in the number of companies providing lunch for shareholders. Can you tell me who your competitors are that you looked at for comparisons?
Not just competitors, but generally.
Who do you consider your competitors to be?
That's a very interesting question because they would encompass both traditional media companies, but also other forms of content provider and technology company as well, online in particular.
For example?
An obvious competitor who you might not think of as one of our traditional competitors would be a company called LADbible.
No, I'm not familiar with them. Any others?
I'm sure you could name the traditional media companies that we consider as competitors, such as News UK, etc., etc. As I said, we don't judge our lunch policy by reference for AGMs just in terms of the media sector. It's public companies generally. Some do, some don't. We've decided that we will not.
My experience, it isn't that wide, is that if anything, companies are paying more attention to their private shareholders now than they have been previously. One of the easiest ways they can do that is to provide some kind of refreshment at an AGM.
We will add the requests that you've made to our consideration for the AGM for next year. I would say that it's unlikely that our position will change. Any other questions? Preferably not about lunch. No?
If the AGM next year is likely to be here again, do you know? Can you say at this stage, or is it too early to say?
Too early to say.
Too early to say, fair enough.
Yeah. Yeah. Yes.
On a technical point, I have a poll card here that has resolutions 1 to 21. Will you be providing any explanation of what these are? Because I'm afraid I only have a copy of the annual report and it doesn't have a list of the resolutions.
Yeah, we have copies of the notice of meeting that lists all the resolutions. We can provide those to you after the meeting. We've got some outside.
Okay. We are not voting until the voting has finished?
The voting will open after we've just gone through this last bit of the script. It will be open for a short period of time at the conclusion of the AGMs. You'll have about 10 minutes to submit your votes.
Okay. Thank you.
Are there any other questions? No? In which case, thank you very much for those questions. We will now move to the formal business of the meeting. As noted in the notice of meeting, the most democratic way to assess how shareholders wish to vote is to conduct a poll which reflects fully the votes of all shareholders who have voted, whether or not they're able to attend the meeting in person today. Unless anyone requires any explanation of the fairly standard set of resolutions to be voted on, then in a moment, I'll call and open the poll. Please note, however, that resolution number 5, which relates to the re-election of Jim Mullen as a director, is to be withdrawn, as previously announced on 31st of March when a supplement to the notice of the AGM was published.
This followed the announcement on 31st of March that Jim Mullen stepped down as Chief Executive and a director with immediate effect, and a resolution for his re-election as a director is no longer valid. Therefore, resolution 5 will not be put to a vote at this meeting and is to be withdrawn. Any votes submitted in respect of resolution 5 as set out in the notice of AGM will be discounted. Unless there are any questions about resolution 5, it's withdrawn. An additional resolution number 21 is proposed, as set out in the supplement notice of AGM published on the 31st of March for the election of Piers North as a director, following the announcement on the same day that Piers had been appointed as Chief Executive Officer and a director of the company.
If you are a shareholder or hold a proxy, you should have received a poll card when you signed in with the registrars before the start of the meeting. You should also have been given a pen. If you haven't got a card or a pen, please raise your hand and they will be brought to you. We will allow a few minutes for you to fill in the poll card. The registrars are at the exit to collect the cards. Registrars, please can you stand so that the shareholders know who to hand their cards to? If you're unclear of the process, perhaps you could speak to the registrars.
For those shareholders listening remotely, for your votes to have been counted, you must have submitted your proxy votes in advance of the AGM today, either by hard copy proxy form or electronically, which must have been received no later than 11:00 A.M. on Tuesday, the 29th of April, 2025. We will publish the results of the poll this afternoon in an announcement to the London Stock Exchange, and they will be posted on the company's website at the same time. I now formally call for each of the resolutions set out in the notice of meeting to be decided by a vote of all shareholders through a poll, and the poll is now open. A reminder of the resolutions is displayed on the screen behind me. The poll will open for five minutes and will close at what time?
Quarter to.
At quarter to 12:00. Please complete your cards and hand them to the registrar. That concludes the business of this meeting, and I now declare the meeting closed. Outside, there is tea and there is coffee. I hope you will join me and the rest of the board, where we'd be happy to take any other questions you may have on a more informal basis. Thank you for attending the 2025 annual general meeting.