FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 Report of Foreign Issuer

 

Pursuant to Rule 13a - 16 or 15d - 16 of

the Securities Exchange Act of 1934

 

For the month of July 2009
30 July 2009
 


BRITISH SKY BROADCASTING GROUP PLC
(Name of Registrant)

 

Grant Way, Isleworth, Middlesex, TW7 5QD England
(Address of principal executive offices)

 

Indicate by check mark whether the registrant  files or will file annual reports
under cover of Form 20-F or Form 40-F
 

Form 20-F X            Form 40-F

 

Indicate by check mark whether the  registrant  by  furnishing  the  information
contained  in this  Form is  also  thereby  furnishing  the  information  to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
 

Yes                    No X

 

If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): Not Applicable

 

This Report is incorporated by reference in the prospectus contained in Registration Statements on
Form F-3 (SEC File No. 333-08246), Form F-3/S-3 (SEC File No. 333-106837) and Form F-3/S-3
(SEC File No. 333-120775) filed by the Registrant under the Securities Act of 1933.

 

EXHIBIT INDEX


Exhibit


EXHIBIT NO.   1       Press release of British Sky Broadcasting Group plc announcing Results for the twelve months ended 30 June 2009 - US Accounting Release released on 30 July 2009

 

Consolidated financial statements

Consolidated Income Statement for the year ended 30 June 2009
 
 

 

     Notes

     2009
     £m

     2008
 £m

       

Revenue

1

5,359

4,952

Operating expense

     2

(4,546)

(4,228)

Operating profit

     

813

724

       

Share of results of joint ventures and associates

11

19

15

Investment income

3

35

47

Finance costs

     3

(220)

(177)

Profit on disposal of joint venture

4

-

67

Impairment of available-for-sale investment

5

(191)

(616)

Profit before tax

     

456

60

       

Taxation

     6

(197)

(187)

Profit (loss) for the year attributable to equity shareholders of the parent company

     

259

(127)

       

Earnings (loss) per share from profit (loss) for the year (in pence)

     

   

Basic

7

14.9p

(7.3p)

Diluted

     7

14.8p

(7.3p)

       

Consolidated Statement of Recognised Income and Expense for the year ended 30 June 2009
 
 

 

     2009
  £m

     2008
  £m

     

Profit (loss) for the year attributable to equity shareholders of the parent company

259

(127)

     

Net profit (loss) recognised directly in equity

   

Gain (loss) on available-for-sale investments

12           96

(192)

Gain on cash flow hedges

377

43

Tax on cash flow hedges

(105)

(13)

Exchange differences on translation of foreign operations

19

4

 

387

(158)

     

Amounts reclassified and reported in the income statement

   

Cash flow hedges

(351)

2

Tax on cash flow hedges

98

-

Transfer to profit (loss) on impairment of available-for-sale investment

-

343

     
 

(253)

345

     

Net profit recognised directly in equity

134

187

     

Total recognised income and expense for the year

393

60


Consolidated Income Statement for the three months ended 30 June 2009
 
 

 

     2009
Three months
ended
30 June
£m
     (unaudited)

     

2008
Three months ended 30 June
£m
   (unaudited)

     

Revenue

1,363

1,246

Operating expense

(1,172)

(1,026)

Operating profit

191

220

     

Share of results of joint ventures and associates

4

3

Investment income

2

9

Finance costs

(80)

(50)

Impairment of available-for-sale investments

-

(142)

Profit before tax

117

40

     

Taxation

(27)

(49)

Profit (loss) for the quarter attributable to equity shareholders of the parent company

90

(9)

     

Earnings (loss) per share from profit (loss) for the quarter (in pence)

   

Basic

5.2p

(0.5p)

Diluted

5.1p

(0.5p)

     


Consolidated Balance Sheet as at 30 June 2009
 
 

 

     Notes

     2009
    £m

     2008
    £m

       

Non-current assets

     

Goodwill

 

852

852

Intangible assets

9

345

303

Property, plant and equipment

10

799

722

Investments in joint ventures and associates

11

135

114

Available-for-sale investments

12

261

338

Deferred tax assets

13

17

23

Trade and other receivables

15

21

19

Derivative financial assets

 

202

13

   

2,632

2,384

       

Current assets

     

Inventories

14

386

310

Trade and other receivables

15

613

566

Short-term deposits

 

90

185

Cash and cash equivalents

 

811

632

Derivative financial assets

 

37

5

   

1,937

1,698

       

Total assets

 

4,569

4,082

       

Current liabilities

     

Borrowings

18

465

338

Trade and other payables

16

1,492

1,294

Current tax liabilities

 

173

151

Provisions

17

18

27

Derivative financial liabilities

 

46

83

   

2,194

1,893

       

Non-current liabilities

     

Borrowings

18

2,279

2,108

Trade and other payables

18

66

67

Provisions

17

12

22

Derivative financial liabilities

 

82

160

   

2,439

2,357

       

Total liabilities

 

4,633

4,250

       

Share capital

19

876

876

Share premium

20

1,437

1,437

Reserves

20

(2,377)

(2,481)

Deficit attributable to equity shareholders of the parent company

20

(64)

(168)

       

Total liabilities and shareholders' deficit

 

4,569

4,082


Consolidated Cash Flow Statement for the year ended 30 June 2009
 
 

 

     2009
    £m

     2008
    £m

     

Cash flows from operating activities

 

     

Cash generated from operations

1,205

997

Interest received

47

43

Taxation paid

(178)

(163)

Net cash from operating activities

1,074

877

     

Cash flows from investing activities

   

Dividends received from joint ventures and associates

20

11

Net funding to joint ventures and associates

(3)

(6)

Purchase of property, plant and equipment

(261)

(215)

Purchase of intangible assets

(139)

(124)

Purchase of available-for-sale investments

(19)

(6)

Purchase of subsidiaries (net of cash and cash equivalents purchased)

-

(72)

Proceeds from the sale of subsidiaries

-

3

Proceeds from the disposal of property, plant and equipment

2

-

Decrease (increase) in short-term deposits

95

(170)

Net cash used in investing activities

(305)

(579)

     

Cash flows from financing activities

   

Proceeds from borrowings

398

383

Repayment of borrowings

(434)

(16)

Repayment of obligations under finance leases

-

(1)

Proceeds from disposal of shares in Employee Share Ownership Plan ("ESOP")

1

22

Purchase of own shares for ESOP

(40)

(45)

Interest paid

(217)

(165)

Dividends paid to shareholders

(298)

(280)

Net cash used in financing activities

(590)

(102)

     

Effect of foreign exchange rate movements

-

1

     

Net increase in cash and cash equivalents

179

197

     

Cash and cash equivalents at the beginning of the year

632

435

     

Cash and cash equivalents at the end of the year

811

632


Notes to the consolidated financial statements
 

The financial information set out in this preliminary announcement does not constitute statutory financial statements for the years ended 30 June 2009 or 2008, for the purpose of the Companies Act 2006, but is derived from those financial statements. Statutory financial statements for 2009, on which the Group’s auditors have given an unqualified report which does not contain statements under s. 498(2) or (3) of the Companies Act 2006, will be filed with the Registrar of Companies prior to the Group’s next annual general meeting. Statutory financial statements for 2008 have been filed with the Registrar of Companies. The Group’s auditors have reported on those accounts; their reports were unqualified and did not contain statements under s. 237(2) or (3) of the Companies Act 1985.
 
Whilst the financial information included in this preliminary announcement has been prepared in accordance with International Financial Reporting Standards (“IFRS”) as adopted for use in the European Union and as issued by the International Accounting Standards Board, this announcement does not itself contain sufficient information to comply with IFRS. The accounting policies applied in preparing this financial information are consistent with the Group’s financial statements for the year ended 30 June 2008.

1. Revenue
 
 

 

     2009
    £m

     2008
    £m

 

 

 

Retail subscription (i)

4,184

3,769

Wholesale subscription

206

181

Advertising

308

328

Sky Bet

48

44

Installation, hardware and service

235

276

Other

378

354

 

5,359

4,952

(i) Included within retail subscription revenue for the year ended 30 June 2009 is £36 million of additional revenue representing amounts invoiced in prior years, which did not meet revenue recognition criteria under IFRS until March 2009.

2. Operating expense
 

 

     2009
    £m

     2008
    £m

 

 

 

Programming

1,750

1,713

Transmission, technology and networks

726

542

Marketing

907

743

Subscriber management and supply chain

662

700

Administration (i) (ii)

501

530

 

4,546

4,228

(i) Included within administration for the year ended 30 June 2009 is £3 million (2008: £21 million) of expense relating to legal costs incurred on the Group’s ongoing claim against EDS (the information and technology solutions provider).
 

(ii) Included within administration for the year ended 30 June 2008 is £7 million of expense relating to a restructuring exercise undertaken following a review of operating costs. No further costs have been incurred during the year ended 30 June 2009.

 

3. Investment income and finance costs
 
 

 

     2009
     £m

     2008
     £m

 

 

 

Investment income

 

     

Cash, cash equivalents and short-term deposits

30

25

Dividends receivable from available-for-sale investments

5

22

 

35

47

 

     2009
     £m

     2008
     £m

 

 

 

Finance costs

 

     

— Interest payable and similar charges

 

     

£1 billion Revolving Credit Facility (“RCF”)

(3)

(6)

Guaranteed Notes

(186)

(167)

Finance lease interest

(7)

(7)

 

(196)

(180)

 

 

 

— Other finance (expense) income

 

 

Remeasurement of borrowings and borrowings-related derivative financial instruments (i)

(21)

4

Remeasurement of programming-related derivative financial instruments (i)

(3)

(1)

Gain arising on derivatives in a designated fair value hedge accounting relationship

46

14

Loss arising on adjustment for hedged item in a designated fair value hedge accounting relationship

(46)

(14)

 

(24)

3

 

 

 

 

(220)

(177)

(i) Not qualifying for hedge accounting
 

4. Profit on disposal of joint venture

The Group made no disposals during the year ended 30 June 2009 and no profit or loss on disposal was realised. In the year ended 30 June 2008, the Group sold its 100% stake in BSkyB Nature Limited, the investment holding company for the Group’s 50% interest in the NGC-UK Partnership. As consideration for the disposal, the Group received 21% interests in both NGC Network International LLC and NGC Network Latin America LLC (in effect, 21% of National Geographic Channel’s television operations outside of the United States of America). This was a non-cash transaction and realised a profit on disposal of £67 million.

5. Impairment of available-for-sale investment

The Group’s investment in ITV is carried at fair value. The fair value of ITV is determined with reference to its equity share price at the balance sheet date. An impairment was first recorded following a review of the carrying value of the investment in ITV at 31 December 2007, due to the significant and prolonged decline in the equity share price. In accordance with IFRS, the Group has continued to review that carrying value throughout fiscal 2008 and fiscal 2009 and has recognised an impairment loss of £191 million in the current year (2008: £616 million). The impairment loss for the year was determined with reference to ITV’s closing equity share price of 20.0 pence at 27 March 2009, the last trading day of the Group’s third fiscal quarter. In line with IFRS, all subsequent increases in the fair value of the ITV investment above the impaired value have been recorded in the available-for-sale reserve. At 26 June 2009, the last trading day of the Group’s financial year, ITV’s closing equity share price was 33.8 pence.
 
In accordance with IAS 39, the effect of any further decline in the value of the equity share price of ITV below the price of 20.0 pence as at 27 March 2009 will be recognised in the income statement at the relevant future balance sheet date. On 29 July 2009, the equity share price of ITV was 40.8 pence.

6. Taxation
 
Taxation recognised in the income statement
 

 

     2009
     £m

     2008
     £m

     

Current tax expense

 

     

Current year

191

172

Adjustment in respect of prior years

10

7

Total current tax charge

201

179

     

Deferred tax expense

   

Origination and reversal of temporary differences

6

5

Adjustment in respect of prior years

(10)

3

Total deferred tax (credit) charge

(4)

8

     

Taxation

197

187

Taxation relates to a £190 million UK corporation tax charge (2008: £179 million) and a £7 million tax charge (2008: £8 million charge) in respect of the utilisation of previously recognised Luxembourg trading losses.

The tax expense for the year is higher (2008: higher) than the expense that would have been charged using the standard rate of corporation tax in the UK (28%) applied to profit before tax. The applicable enacted or substantially enacted rate of UK corporation tax for the year was 28% (2008: 29.5%).
 

7. Earnings per share
 

The weighted average number of shares for the year was:

 

     2009
     Millions of
     shares

     2008
   Millions of
     shares

     

Ordinary shares

1,753

1,753

ESOP trust ordinary shares

(13)

(5)

Basic shares

1,740

1,748

     

Dilutive ordinary shares from share options

13

-

Diluted shares

1,753

1,748

The calculation of diluted earnings (loss) per share excludes 21 million share options (2008: 32 million), which could potentially dilute earnings per share in the future, but which have been excluded from the calculation of diluted earnings (loss) per share as they are anti-dilutive in the year.

Basic and diluted earnings (loss) per share are calculated by dividing the profit or loss for the year into the weighted average number of shares for the year.

 

     2009
     pence

     2008
     pence

     

Earnings (loss) per share from profit (loss) for the year

   

Basic

14.9

(7.3)

Diluted

14.8

(7.3)

     

8. Dividends
 

 

     2009
     £m

     2008
     £m

     

Dividends declared and paid during the year

 

     

2007 Final dividend paid: 8.90p per ordinary share

-

156

2008 Interim dividend paid: 7.125p per ordinary share

-

124

2008 Final dividend paid: 9.625p per ordinary share

167

-

2009 Interim dividend paid: 7.50p per ordinary share

131

-

 

298

280

The 2009 final dividend proposed is 10.10 pence per ordinary share being £176 million. The dividend was proposed after the balance sheet date and is therefore not recognised as a liability as at 30 June 2009.

9. Intangible assets
 

 

Internally
     generated
     intangible assets
     £m

Software development (external)

     £m

Software licenses £m

     Other
     intangible
     assets
     £m

Internally generated intangible assets not yet available for use
£m

Other intangible
     assets not yet
     available for use
     £m

     Total
     £m

               

Cost

     

   

     

 

     

     

At 1 July 2008

91

237

89

41

4

102

564

Foreign exchange movements

-

-

1

-

-

-

1

Other additions

34

20

19

35

13

39

160

Disposals

(5)

(5)

(8)

(5)

-

-

(23)

Transfers

4

50

-

1

-

(55)

-

At 30 June 2009

124

302

101

72

17

86

702

               

Amortisation

     

   

     

 

     

     

At 1 July 2008

35

160

54

12

-

-

261

Foreign exchange movements

-

-

1

-

-

-

1

Amortisation for the year

27

50

15

25

-

-

117

Impairments

1

-

-

-

-

-

1

Disposals

(5)

(5)

(8)

(5)

-

-

(23)

At 30 June 2009

58

205

62

32

-

-

357

               

Carrying amounts

             

At 1 July 2008

56

77

35

29

4

102

303

At 30 June 2009

66

97

39

40

17

86

345

During the year a review of the Group’s intangible asset categories was undertaken. A decision was made to further improve the presentation of the Group’s intangible assets by disaggregating “software development (external)” and “software licenses” from the “other intangible assets” category. The prior year comparatives have been re-presented accordingly.

10. Property, plant and equipment

 

  

 

Land and
     freehold
     buildings
     £m

  
 

 

Leasehold
     improvements
     £m

  

 

Equipment,
     furniture and
     fittings
     £m

   
 

Assets not yet
     available for
     use
     £m


 
 

 

Total
     £m

 

 

 

 

 

 

Cost

     

     

     

     

     

At 1 July 2008

108

72

914

58

1,152

Foreign exchange movements

-

-

5

-

5

Other additions

25

5

85

136

251

Disposals

(5)

-

(74)

(2)

(81)

Transfers

-

-

1

(1)

-

At 30 June 2009

128

77

931

191

1,327

 

 

 

 

 

 

Depreciation

     

     

     

     

     

At 1 July 2008

20

22

388

-

430

Foreign exchange movements

-

-

3

-

3

Depreciation

4

7

154

-

165

Impairments

1

-

5

2

8

Disposals

(3)

-

(73)

(2)

(78)

At 30 June 2009

22

29

477

-

528

 

 

 

 

 

 

Carrying amounts

     

     

     

     

     

At 1 July 2008

88

50

526

58

722

At 30 June 2009

106

48

454

191

799

11. Investments in joint ventures and associates
 

The movement in joint ventures and associates during the year was as follows:

 

     2009
     £m

     2008
     £m

     

Share of net assets:

   

- At 1 July

114

34

Acquisitions and disposals

   

- Disposal of joint venture

-

(15)

- Acquisition of associates

-

82

     

Movement in net assets

   

- Funding, net of repayments

3

6

- Dividends received

(20)

(11)

- Share of profits

19

15

- Exchange differences on translation of foreign joint ventures and associates

19

3

     
     

At 30 June

135

114

12. Available-for-sale investments
 

 

     2009
     £m

     2008
     £m

     

Investment in ITV at cost

946

946

Unrealised gain on ITV investment

96

-

Impairment of ITV investment

(807)

(616)

Fair value of ITV investment

235

330

Other investments at cost

26

8

 

261

338

On 17 November 2006, the Group acquired 696 million shares in ITV, at a price of 135 pence per share, representing 17.9% of the issued capital of ITV, for a total consideration of £946 million including fees and taxes. The Group’s investment in ITV is carried at fair value. The fair value of ITV is determined with reference to its equity share price at the balance sheet date. An impairment was first recorded following a review of the carrying value of the investment in ITV at 31 December 2007, due to the significant and prolonged decline in the equity share price. In accordance with IFRS, the Group has continued to review that carrying value throughout fiscal 2008 and fiscal 2009 and has recognised an impairment loss of £191 million in the current year (2008: £616 million). The impairment loss for the year was determined with reference to ITV’s closing equity share price of 20.0 pence at 27 March 2009, the last trading day of the Group’s third fiscal quarter. In line with IFRS, all subsequent increases in the fair value of the ITV investment above this impaired value have been recorded in the available-for-sale reserve. At 26 June 2009, the last trading day of the Group’s financial year, ITV’s closing equity share price was 33.8 pence.
 
Any disposal of the investment, assuming certain other factors remain consistent with those existing at the balance sheet date, would be exempt from tax under the provisions of the Substantial Shareholding Exemption (SSE). As such, the SSE provisions would prevent any capital loss arising for tax purposes.
 
The Group holds certain unquoted equity investments that are carried at cost less impairment. The fair value of these investments is not considered to differ significantly from the carrying value.

13. Deferred tax
 
Recognised deferred tax assets
 

 

     Fixed asset
     temporary
     differences
     £m

     Tax
     losses
     £m

     Short-term
     temporary
     differences
     £m

Share-based payments temporary differences £m

     Financial instruments temporary differences
     £m

     Total
     £m

             

At 1 July 2008

(9)

7

8

18

(1)

23

Credit (charge) to income

7

(5)

(2)

7

(3)

4

Charge to equity

-

-

-

(3)

(7)

(10)

At 30 June 2009

(2)

2

6

22

(11)

17

14. Inventories

 

     2009
     £m

     2008
     £m

     

Television programme rights

274

219

Set-top boxes and related equipment

97

81

Other inventories

15

10

 

386

310

15. Trade and other receivables
 

 

     2009
     £m

     2008
     £m

     

Net trade receivables

179

195

Amounts receivable from joint ventures and associates

5

10

Amounts receivable from other related parties

-

6

Prepayments

221

149

Accrued income

116

105

VAT

52

51

Other

40

50

Current trade and other receivables

613

566

Non current prepayments

21

19

Total trade and other receivables

634

585

Included within current trade and other receivables is £54 million (2008: £36 million) which is due in more than one year.

16. Trade and other payables
 

 

     2009
     £m

     2008
     £m

     

Trade payables

434

270

Amounts owed to joint ventures and associates

3

3

Amounts owed to other related parties

42

32

VAT

93

105

Accruals

586

534

Deferred income

269

289

Other

65

61

 

1,492

1,294

17. Provisions
 
 

 

 

At 1 July
2008
£m

     Provided
during the
year
     £m

Utilised
during
the year

£m

At 30 June
2009
£m

 

 

 

 

 

Current liabilities

 

 

 

     

Restructuring provision

6

-

(6)

-

Acquired and acquisition related provisions

14

8

(8)

14

Other provisions

7

1

(4)

4

 

27

9

(18)

18

 

 

 

 

 

Non-current liabilities

 

 

 

 

Acquired and acquisition related provisions

8

-

(7)

1

Other provisions

14

-

(3)

11

 

22

-

(10)

12

18. Borrowings and non-current other payables

 

     2009
     £m

      2008
     £m

     

Current borrowings

 

     

Guaranteed Notes

463

301

Loan Notes

2

37

 

465

338

     

Non-current borrowings

   

Guaranteed Notes

2,208

2,041

Obligations under finance leases

71

67

 

2,279

2,108

     

Non-current other payables

   

Amounts owed to other related parties

5

-

Accruals

18

19

Deferred income

43

48

 

66

67

19. Share capital
 
 

 

     2009
     £m

     2008
     £m

Authorised ordinary shares of 50p

 

     

3,000,000,000 (2008: 3,000,000,000)

1,500

     1,500

     

Allotted, called-up and fully paid

 

     

1,752,842,599 (2008: 1,752,842,599)

876

     876

20 . Reconciliation of shareholders' deficit
 

 

 

Share

capital

£m

 

Share

premium

£m

 

ESOP

reserve

£m

 

Hedging

reserve

£m

Available

-for-sale
 reserve

£m

 

Other
 reserves

£m

 

Retained

earnings

£m

Total

shareholders'

deficit

£m

 

 

 

 

 

 

 

 

 

At 1 July 2008

876

1,437

(37)

7

-

335

(2,786)

(168)

 

 

 

 

 

 

 

 

 

Recognition and transfer of cash flow hedges

-

-

-

26

-

-

-

26

Tax on items taken directly to equity

-

-

-

(7)

-

-

(3)

(10)

Revaluation of available-for-sale investment

-

-

-

-

96

-

-

96

Exchange differences on translation of foreign operations

-

-

-

-

-

19

3

22

Share-based payment

-

-

(36)

-

-

-

45

9

Profit for the year

-

-

-

-

-

-

259

259

Dividends

-

-

-

-

-

-

(298)

(298)

 

 

 

 

 

 

 

 

 

At 30 June 2009

876

1,437

(73)

26

96

354

(2,780)

(64)


 




 



SIGNATURES

 

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the registrant  has duly  caused  this  report  to be  signed  on its  behalf by the undersigned, thereunto duly authorized.


                                         BRITISH SKY BROADCASTING GROUP PLC
 

Date: 30 July 2009                                                                                                        By: /s/ Dave Gormley
                                                           Dave Gormley
                                                       Company Secretary