Final Results

1 March 2013 Strategic milestone - focused for growth Results for the year ended 31 December 2012

- Agreed disposal of Data Services businesses ("Delta")

- Revenues from continuing operations rose 2.0% to £797.8m -organic revenue growth of 6.0%

- Events organic revenue growth of 11.9% with operating profit upto £142.4m

- Emerging Markets revenues up 18.1% to £204.7m with operatingprofit of £61.7m

- Adjusted operating profit from continuing operations up 1.6% to£177.0m

- Fully diluted adjusted EPS for continuing operations up 3.3% to49.8p - including Delta: 59.1p

- £60.6m invested in acquiring eight events businesses and theremaining Canada Newswire stake

- Recommending final dividend of 20.0p (2011: 20.0p) to bring totaldividend to 26.7p, up 1.5%

David Levin, UBM's Chief Executive Officer, commented:

"2012 has been another good year for UBM both operationally and strategically.We grew overall revenues and profits, with robust underlying revenue growth inour key Events and PR Newswire businesses. Events now account for threequarters of the Group's continuing operating profit. We have continued tofocus on large tradeshows; in 2012, 100 annual events generated revenues ofmore than £1m - accounting for 85% of annual event revenues." "The sale of the Delta businesses is a significant strategic step whichsimplifies UBM's business, improves the quality of our earnings, enhancesunderlying growth rates and removes the challenge of transitioning the Deltabusinesses to the digital environment. We can now focus on further developingUBM as a fast-growing and increasingly profitable events-led marketingservices and communications business."

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http://www.multivu.com/mnr/58704-ubm

Financial summary 2012 2011 Change Change at Underlying CC Change £m £m % % %Revenue (Continuing) 797.8 782.3 2.0 2.1 6.0Adjusted operating profit 177.0 174.2 1.6 - -(Continuing) Adjusted operating profit margin 22.2% 22.3% -0.1%pt - -(Continuing)EBITDA 189.7 186.0 2.0 - -Adjusted PBT (Continuing) 151.8 149.7 1.4 - -Diluted adjusted EPS (pence) 49.8p 48.2p 3.3 - -(Continuing) Diluted adjusted EPS (pence) (Total) 59.1p 56.8p 4.0 - -Dividend per share (pence) 26.7p 26.3p 1.5 - -Cash generated from operations 189.8 203.7 -6.8 - - IFRS Statutory results 2012 2011 Change £m £m %

Revenue from Continuing operations 797.8 782.3 2.0Operating profit from Continuing

149.3 138.6 7.7

operations

Profit after tax from Continuing 121.2 72.3 67.6

operations

Profit/(loss) on Discontinued operations (163.1) 13.8 -EPS (pence)of Continuing operations 45.3 25.4 78.3Weighted av. no. of shares (millions) 244.4 243.5 -Net debt

553.4 525.3 - Following the strategic review of the Data Services businesses ("Delta") theFinancial Statements have been restated to reflect Delta as a discontinuedoperation. The continuing operations exclude the results of the Deltabusinesses. 2012 Operational Highlights 2012(1) 2011(1) Change Change at Underlying CC Change £m £m % % %RevenueEvents 437.6 391.9 11.7 12.6 11.9PR Newswire 196.4 187.8 4.6 3.8 4.5

Marketing Services - Online& Print 163.8 202.6 -19.2 -19.4

-4.6Continuing Revenue 797.8 782.3 2.0 2.1 6.0Discontinued - Delta 179.3 190.0 -5.6Total Revenue 977.1 972.3 0.5 Adjusted Operating ProfitEvents 142.4 133.3 6.8 6.0PR Newswire 43.5 41.0 6.1 5.1

Marketing Services - Online& Print 6.8 14.2 -52.1 -52.4Net corporate costs

(15.7) (14.3) 9.8 9.8

Continuing Adjusted Operating Profit 177.0 174.2 1.6 1.5Discontinued - Delta

26.7 27.7 -3.6

Total Adjusted Operating Profit 203.7 201.9 0.9

Adjusted Operating Profit MarginEvents 32.5% 34.0% -1.5%ptPR Newswire 22.1% 21.8% 0.3%pt

Marketing Services - Online& Print 4.2% 7.0% -2.8%ptContinuing Adjusted Operating Profit 22.2% 22.3% -0.1%ptMarginDiscontinued - Delta

14.9% 14.6% 0.3%pt

Total Adjusted Operating Profit 20.8% 20.8% 0.0%ptMargin

(1) See table of note 2 of the Financial statements relating to thereclassification following the Delta announcement

Events

- Events revenues rose to £437.6m (2011: £391.9m) benefitting from strongperformance in the portfolio and the addition of a number of acquisitions.Underlying revenue growth was 11.9%

- Continued to develop large events - 100 events with revenues greater than£1m accounted for 85% of annual revenues (2011: 83 events accounted for 79% ofannual revenues)

- Emerging Markets accounted for 43.0% of annual event revenue in 2012 (2011:39.4%) with underlying revenue growth of 15.0%

- Continued to strengthen the portfolio with eight acquisitions during theyear contributing £10.0m to 2012 reported revenues

- 2012 biennial event revenues were £24.8m (2011: £34.0m - restated to reflectbiennials now run annually)

- Adjusted operating profit was £142.4m (2011: £133.3m) representing anoperating margin of 32.5% (2011: 34.0%)

- The reduction in margin reflects the lower contribution from biennial eventsrelative to 2011. The operating leverage in key annual shows was offset byinvestment in organic initiatives, to improve the quality of the portfolio,and higher employee costs in Asia in the later part of 2012

PR Newswire

- PR Newswire's revenues rose to £196.4m (2011: £187.8m) with underlyinggrowth of 4.5%

- US Distribution revenues grew 5.6% on an underlying basis, reflecting anincrease in average revenue per message and an increase in newer distributionproducts

- US Other revenue declined 9.1% on an underlying basis, reflecting a £1.1mreduction in royalty revenues on termination of the Vocus agreement, partiallyoffset by the launch of Agility in June

- Revenues from new multimedia, targeting and monitoring products grew 41.0%during 2012 to £7.6m

- Revenues at Vintage rose 24.1% on an underlying basis, driven by growth inXBRL related services, albeit from a low base in 2011

- Revenues at Canada Newswire were stable, reflecting growth in distributionoffsetting broadcast and webcast production revenue declines. The acquisitionof the remaining 50% will enable us to drive revenue and cost synergiesbetween Canada and the US over time

- PR Newswire Europe underlying revenue growth of 2.7% reflected goodperformance in the UK and Nordic regions offsetting softness in France andGermany. There was continued good underlying revenue growth of 8.0% in Asiaand Latin America, albeit off a small base

- Full year adjusted operating profit was £43.5m (2011: £41.0m) representingan operating margin of 22.1% (2011: 21.8%). The margin improvement reflectssome operating leverage, particularly in US Distribution, offset by thedilutive impact of new product launches which have yet to gain scale

Marketing Services - Online & Print

- Marketing Services - Online & Print combined revenue decreased to £163.8m(2011: £202.6m) largely reflecting portfolio rationalisation and continuingprint declines. Revenues on an underlying basis declined 4.6%, with anunderlying decline in print revenues of 16.9%

- Figures for Marketing Services now include revenues of retained DataServices products (totalling £23m in 2012) which have been reclassified asMarketing Services - Online

- Underlying Online revenue growth of 1.8% reflects growth from webcasts andother engagement products offset by reduced advertising spend, notably intechnology, electronics and healthcare verticals

- The underlying Print revenue decline of 16.9% was driven predominantly byreduced advertising and general marketing spend, particularly in technology,built environment and healthcare verticals

- We have continued to rationalise the print portfolio. We have disposed of ordiscontinued 27 print titles. 2012 revenues for Print were £51.3m (2011:£85.9m)

- During 2012 we reduced costs of our marketing services operations by £31.4m.This was achieved through disposals, title closures and restructuring ourteams

- Marketing Services - Online & Print adjusted operating profit of £6.8m(2011: £14.2m) representing an operating margin of 4.2% (2011: 7.0%).Profitability, albeit at a reduced level, was maintained despite restructuringof the business through the year

Summary Outlook

We are encouraged by prospects for UBM. We enter the year with a well definedbusiness providing quality products with robust business models in growingeconomies and sectors. We believe we are well positioned for future growth.

Based on current conditions in the markets we serve and the widermacroeconomic context, we expect Group underlying revenue growth in the rangeof 3-7% during 2013. We anticipate continued attractive Events growth, albeitmore in line with long term sustainable economic growth rates, and continuedgrowth at PR Newswire. Marketing Services revenues will continue to reflectthe secular transition away from print advertising revenue, and our focus oncreating profitable business models which are supportive of our eventsfranchises. Adjusted operating margin for the Group is expected to be approximately 21-23%reflecting sustained profitability of our core businesses. We expect continuedmargin stability at PR Newswire and will focus on improvement in MarketingServices. Events margin will likely reflect some biennial uplift moderated bycontinued organic investments and cost inflation in a number of ourfast-growing core markets. Group margin is also expected to be tempered by theabsence of recurring corporate sundry income. Following the disposal of Delta we look forward to further developing UBM as afast-growing and increasingly profitable events-led marketing services andcommunications business. Contacts Media Peter Bancroft Director of CommunicationsE-mail [email protected] telephone +44 20 7921 5961 Chris Barrie Citigate Dewe RogersonE-mail [email protected] telephone +44 20 7282 2943Mobile +44 796 872 72 89 Investor RelationsKate Postans Head of Investor RelationsE-mail [email protected] telephone +44 20 7921 5023 UBM will host a presentation at 11am at the London Stock Exchange, 10Paternoster Square, EC4M 7LS. A live webcast of the results presentation willbe made available from UBM's website. To access the webcast please go towww.ubm.com. A recording of the webcast will also be available on demand fromUBM's website, www.ubm.com after 4pm. Notes re financial disclosure Throughout this announcement:

a) Where quoted, underlying growth rates exclude currency movements,discontinued revenues, proforma revenues from acquisitions and biennialevents.

b) Adjusted operating profit represents operating profit excludingamortisation of intangible assets arising on acquisitions, exceptional itemsand share of taxation on profit from joint ventures and associates.

c) Adjusted operating margin relates to our adjusted operating profit. It isadjusted operating profit expressed as a percentage of revenues.

d) Adjusted earnings per share is before amortisation of intangible assetsarising on acquisitions, certain exceptional items, deferred tax on intangibleassets, share of taxation on profit from joint ventures and associates,taxation relating to exceptional items and net financing income/expense -other.

e) Cash conversion is the ratio of adjusted cash generated from operations toadjusted operating profit. Adjusted cash generated from operations representsadjusted operating profit, before depreciation and profit from associates andjoint ventures, after capital expenditure, movements in working capital,dividends from associates and joint ventures and non cash movements.

f) UBM's Emerging Markets comprise the non-G10 countries - most notably:China, Brazil, India, Thailand, Singapore, Indonesia, Malaysia, Philippines,Mexico and UAE.

Notes to Editors About UBM plc UBM plc is a leading global business media company. We inform markets andbring the world's buyers and sellers together at events, online, in print andprovide them with the information they need to do business successfully. Our6,500 staff in more than 30 countries are organised into specialist teamswhich serve commercial and professional communities, helping them to dobusiness and their markets to work effectively and efficiently.

For more information, go to www.ubm.com;

Follow us at @UBM_plc to get the latest UBM news.

EVENTS 2012(1) 2011(1) Change Change at Underlying CC Change £m £m % % %Annual Events Revenue 412.8 357.9 15.3 16.4 -Biennial Events Revenue 24.8 34.0 -27.1 -27.3 -Total Revenue 437.6 391.9 11.7 12.6 11.9

Total Adjusted Operating Profit 142.4 133.3 6.8Total Adjusted Operating Profit 32.5 34.0 -1.5%ptMargin

(1) See table of note 2 of the Financial Statements relating toreclassification following the Delta announcement. In addition to this the2011 figures have been restated to reflect £2.2m of biennial events nowclassified as annual and additional £5.6m of annual events revenuereclassified during the formation of the UBM Technology business unit

We remain encouraged by the progress of our Events segment which now accountsfor over half (54.9%) of UBM's continuing revenues (2011: 50.1%) and nearlythree quarters (73.9%) of total continuing adjusted operating profit beforecorporate costs (2011: 70.7%). Total reported revenues grew to £437.6m (2011:£391.9m), benefitting from strong performance in the portfolio and theaddition of a number of shows acquired in 2011 and 2012, most notably Ecobuildand the Malaysian International Furniture Fair ("MIFF"). Annual event revenues grew 15.3% to £412.8m (2011: £357.9m). Annual standrevenues rose 16.3% to £286.1m (2011: £246.1m), sponsorship and other revenuesincreased 13.7% to £81.9m (2011: £72.0m) and attendee revenues were up 12.6% to£44.8m (2011: £39.8m). A total of 53,500 companies exhibited at our annual eventsduring the year which is an increase of 9.1% (2011: 49,000). The square metresof our annual portfolio increased by 12.4% to 1.4m (2011:1.2m) while visitornumbers increased by 7.4% to 1.6m (2011:1.5m). The performance of our top 20 shows continues to be a key driver and 2012revenues from the largest 20 shows accounted for 48.4% of annual revenues. Asat 31 January 2013, forward bookings for those top 20 events were up 12.7%reflecting both the underlying strength of these events, good confidencelevels resulting in early bookings and some rebook timing distortions. Wecontinue to focus on large events within our portfolio. We organised 100 annualevents which generated revenues of more than £1m and these accounted for 85%of our annual revenues (2011: 83 events of >£1m accounted for 79%). As part ofour drive to improve the quality of the overall portfolio we launched 22 newgeo-adaptations, principally in China and India. We also discontinued a numberof events which had generated revenues of £12.4m in 2011.

In 2012 we hosted 35 biennial events which contributed £24.8m of revenue(2011: 18 events, £34.0m). 2012 biennial revenues included incrementalrevenues from acquired events.

We invested £30.5m (including £6.4m of contingent and deferred consideration)buying outright or majority interests in eight events businesses whichcontributed £10.0m to 2012 reported events revenue. Had we owned thesebusinesses since 1 January 2012 they would have contributed a further £2.3m.

On an underlying basis annual events revenue grew 11.9% over the prior period. Annual Events Revenue 2012(1) 2011(1) Change Change at Underlying CC Change £m £m % % %Emerging Markets 177.5 140.9 26.0 28.4 15.0N. America 117.0 104.7 11.7 9.8 9.2UK 58.6 49.2 19.1 18.9 8.1Continental Europe 46.4 52.2 -11.1 -6.6 10.3RoW 13.3 10.9 22.0 24.3 21.2Annual Events Revenue 412.8 357.9 15.3 16.4 11.9

(1) See table of note 2 of the Financial Statements relating toreclassification following the Delta announcement. In addition to this the2011 figures have been restated to reflect £2.2m of biennial events nowclassified as annual and an additional £5.6m of annual events revenuereclassified during the formation of the UBM Technology business unit

The previous table shows revenue for annual events split by geography.Emerging Markets now account for 43.0% of our annual event revenues, from39.4% in 2011. China accounts for 31.4% of annual Events revenues and is nowour largest single market. Revenues from China rose 15.3% during 2012 drivenby strong double digit growth at events such as Furniture China, CBME and CPhIChina, plus incremental revenue contribution from Dentech, which was acquiredduring the year. Events in our other Emerging Markets, particularly in ASEAN,Middle East/Africa and India also performed well. This growth was supported byadditional revenues from the MIFF (Malaysia) and NegociosTrilhos (Brazil)acquisitions. Organic event revenue growth for Emerging Markets was 15.0%.

North American revenues grew 9.2% on an underlying basis with strong growth atGame Developer Conference, Black Hat and Enterprise Connect offsettingsoftness in our shows serving semi-conductor related verticals. Theacquisitions of 4GWorld and Airport Cities also contributed to reportedrevenue growth.

Reported revenues from UK annual events were up 19.1% reflecting the additionof the Ecobuild acquisition. This offset softer underlying performances atevents such as Interiors and Decorex which were impacted by the challengingconditions in the UK Built Environment.

European annual revenues fell 11.1% partially owing to rotation of peripateticWorld Routes show from Berlin to Abu Dhabi. Underlying European annual revenuegrowth was 10.3% driven by good performances at CPhI, ICSE and the MEDTECfranchise. Reported Rest of World revenues were up 22.0%, owing to the reboundin Japan reflecting recovery from the impact of the earthquake and tsunami in2011. Adjusted operating profit rose 6.8% to £142.4m (2011: £133.3m); operatingmargin was 32.5% (2011: 34.0%). The decline from 2011 was largely a reflectionof the absence of contribution from our strong odd-year biennial shows. Thepositive contribution from acquired events, combined with operating leverageat some large annual events, offset dilution from higher Asian wage costs, newgeo-adaptations, new launches and investment in other Global Events Momentum("GEM") initiatives. We expect continued attractive organic growth in 2013, albeit more in linewith long term sustainable growth rates in excess of GDP growth in our servedmarkets. The phasing of shows by sector and geography within our portfolio issuch that Q1 performance is likely to look subdued and the growth willprincipally be delivered by our Emerging Markets events in the second half ofthe year. Events margin for 2013 will likely reflect some biennial uplift (inthe second half), although this will be moderated by cost inflation in anumber of our fast-growing core markets and continued investments in theportfolio (including geo-adaptations, new launches and initiatives aroundimproving customer experience and investments to enhance health and safety standards). PR Newswire 2012 2011 Change Change at Underlying CC Change £m £m % % %US Distribution 94.9 88.7 7.0 5.8 5.6US Other 19.7 21.4 -7.9 -9.2 -9.1US Vintage 20.8 17.9 16.2 14.9 24.1Canada Newswire 30.7 30.8 -0.3 0.0 0.2PR Newswire Europe 19.2 18.7 2.7 2.7 2.7PR Newswire Asia & LatAm 11.1 10.3 7.8 7.8 8.0Total Revenue 196.4 187.8 4.6 3.8 4.5

Total Adjusted Operating Profit 43.5 41.0 6.1Total Adjusted Operating Profit 22.1 21.8 0.3%ptMargin

PR Newswire revenue grew 4.6% in 2012 to £196.4m (2011: £187.8m). Revenueswere up 4.5% on an underlying basis.

US Distribution reported revenues increased to £94.9m reflecting good organicgrowth of 5.6%. This was largely driven by continued success in up-sellingmultimedia press releases. The overall number of releases was stable in 2012.US Distribution revenue committed under contracts increased from £19.9m as at31 December 2011 to £26.3m as at 31 December 2012. US Other products revenues fell 9.1% on an underlying basis to £19.7m. Thisdecrease was driven by a reduction in broadcast services revenue and £1.1mloss of royalty revenue following the termination of the contract with Vocus,in H2, as we launched our proprietary targeting and monitoring product,Agility.

US Vintage revenues grew 24.1% on an underlying basis to £20.8m, drivenlargely by increased XBRL filing revenues albeit from a low base in 2011.

Revenues generated at Canada Newswire remained essentially flat at £30.7mreflecting a favourable variance in Distribution, offset by reductions inbroadcast and webcast production revenue compared to 2011. In November weacquired the remaining 50% stake of CNW for £30.1m. Full ownership will enablePR Newswire to implement an aligned commercial, product development andinfrastructure strategy across its North American business. This alignment isexpected to result in cost synergies and incremental revenues in Canada byproviding customers with access to PR Newswire's full range of productofferings and by enabling the two organisations to work together inaccelerating the trend towards higher engagement products. Other international revenues rose 4.5% to £30.3m (2011: £29.0m). PR NewswireEurope's revenues increased by 2.7% to £19.2m (2011: £18.7m) largely driven bya continued strong performance from the UK and the Nordic region. The PRNewswire Asia and Latin American revenues increased by 8.0% on an underlyingbasis, mainly reflecting good performance of our distribution network acrossAsia.

Adjusted operating profit for PR Newswire was £43.5m resulting in a margin of22.1% (2011: 21.8%). The 0.3 percentage point rise reflects some operatingleverage, particularly in US Distribution, offset by dilutive impact of newproduct launches which have yet to gain scale.

We expect continued good levels of growth in PR Newswire during 2013. Themargin will remain at a similar level, with expected operating leverage beinglargely offset by continued investment in new products. We believe our abilityto drive earned media placement coupled with the growing development ofcontent marketing trends make PR Newswire well placed for long term structuralgrowth.

MARKETING SERVICES - ONLINE & PRINT

2012(1) 2011(1) Change Change at Underlying CC Change £m £m % % %

Marketing Services - Online 112.5 116.7 -3.6 -4.1 1.8Marketing Services - Print

51.3 85.9 -40.3 -40.3

-16.9

Total Marketing Services Revenue 163.8 202.6 -19.2 -19.4 -4.6Total Adjusted Operating Profit 6.8 14.2 -52.1 -52.4Total Adjusted Operating Profit 4.2 7.0 -2.8%ptMargin

(1) See table of note 2 of the Financial Statements relating toreclassification following the Delta announcement. In addition to this the2011 figures have been restated to reflect an additional £3.9m of Onlinerevenue reclassified during the formation of the UBM Technology business unit

Marketing Services remains a key area of focus for management in 2013 and wehave successfully removed £31.4m of cost. This includes restructuring our UBMstudios business; in 2012 we created 122 digital environments compared to over250 in 2011. Total Marketing Services revenue fell 19.2% to £163.8m (2011: £202.6m). During2012, we discontinued or disposed of 27 print titles. The print portfoliowhich has been rationalised had contributed £4.2m of revenue in 2012 prior tobeing sold or discontinued, as compared to £29.8m full year revenues in 2011.

Aside from the portfolio rationalisation, the structural decline in printcontinues, especially within the technology, electronics, construction andhealthcare verticals. The underlying print revenue decline was 16.9%.

Online underlying revenue growth was 1.8%. Online engagement products madegood progress and at the year end there were 34 live communities, up from 11last year. Good revenue growth from these higher engagement products waslargely offset by reduced advertising spend, notably in the technology,construction and electronics verticals and a reduction in unprofitable virtualevents revenues.

The structural declines of print and the disposal of assets resulted in adecline in adjusted operating profit to £6.8m (2011: £14.2m) with operatingmargins of 4.2%.

Marketing Services revenues will continue to reflect the secular transitionaway from print advertising and our focus on development of profitablesustainable business models which are well aligned with our events portfolio.As part of this, in November, we appointed a Chief Content Officer to focusupon identifying the appropriate business models, which bring content andengagement to the communities we serve 365 days a year. We expect margins toimprove over time given this focus on both the continued restructuring of thebusiness and its renewal.

Chief Financial Officer's Review

The financial results for 2012 reflect another good year for UBM, bothoperationally and strategically. The results show notable underlying growth inour key Events and PR Newswire segments as well as significant progress inrepositioning our portfolio through organic development, acquisitions anddivestitures.

Most notable among these has been the disposal of our Data Services businesses("Delta"), announced on 5 February 2013. Electra Partners LLP ("Electra") hasmade a binding offer to purchase the Delta portfolio for a consideration of£160m including a £40m vendor loan note. The offer is subject to consultationwith the relevant works council in France (which was completed on 22 February2013) and certain regulatory and other approvals. Assuming satisfaction ofthese conditions completion is expected between March and July 2013. Under theterms of the agreement with Electra the economic benefit and risks ofownership of Delta will accrue to Electra from 1 January 2013. Delta represents the bulk of UBM's Data Services segment, and also includesoperations previously reported within the Events, Marketing Services - Onlineand Marketing Services - Print segments. It operates in the Health, Technology& IP, Trade & Transport, and Paper industries. The disposal is a significantstrategic step for UBM as it tightens our focus on core businesses, andimproves the quality and growth profile of the Group's earnings. Given thestatus of the strategic review process at 31 December 2012, the Deltabusinesses are classified as discontinued in these 2012 consolidated results.The following financial statements reflect the discontinuation of the Deltabusinesses, and the commentary focuses principally on the continuingoperations of UBM. UBM has retained a number of data services products which are closely relatedto retained businesses and were not subject to our strategic review. Therevenues from these retained products have been reclassified to MarketingServices and Events, for 2012 and prior periods to facilitate comparison. Formore detail on this reallocation, please see the table in note 2. Continuing revenues in 2012 were £797.8m, 2.0% higher than in 2011 (2011:£782.3m) driven by strong underlying performance of the Events and PR Newswiresegments. Continuing adjusted operating profit1 for 2012 was 1.6% higher at£177.0m (2011: £174.2m). Continuing margins1 fell slightly by 0.1ppts to 22.2%(2011: 22.3%) reflecting the biennial cycle in Events and higher net corporatecosts. During 2012 we invested £10.2m in the implementation of a Group wide finance andreporting system. This project has been focused on our Events-led businesses,and we expect it will result in greater efficiency (and reduced costs) in financeand administrative processes, as well as significantly enhanced capacity to manageon the basis of timely and consistent information across our businesses,supporting the benchmarking and best practice initiatives showcased in GEM. As at 31 December 2012 net debt was £553.4m, representing 2.5 times 2012EBITDA. The increase from net debt of £525.3m (2.4 times 2011 EBITDA) at theend of 2011 reflects cash investment in acquisitions and the outstanding equityof Canada Newswire during the year, totalling £88.3m. Adjusting for the £100mof anticipated Delta cash proceeds (net of working capital adjustments),year end net debt would have been approximately £453m. On continuing EBITDA of£189.7m this implies a proforma debt to EBITDA ratio of 2.4x.

*UBM uses a range of business performance indicators to help measure itsdevelopment against strategy and financial objectives. All non-IFRS measureshave been noted with a `1' and additional information on these measures hasbeen provided at the end of this section.

Summary Income Statement IFRS Measures As adjusted(b)£m FY 2012 FY 2011 % Change FY 2012 FY 2011 % ChangeContinuingRevenue 797.8 782.3 2.0 797.8 782.3 2.0Operating expenses (excluding (a) lineitems below) (608.1) (596.3) (608.1)

(596.3)

Share of tax on profit in JV &associates (a) (1.1) (0.7) (b)

(b)

Other exceptional items (a) 0.1 (4.8) (b)

(b)

Impairment charges (a) (1.0) (3.7) (b) (b)EBITDA 189.7 186.0 2.0Depreciation (a) (12.7) (11.8) 7.6 (12.7) (11.8) 7.6EBITA 177.0 174.2 1.6 Amortisation - intangible assets (b) (b)arising on acquisition (a) (25.7) (26.4)Operating profit 149.3 138.6 7.7 177.0 174.2 1.6Net interest expense (27.9) (27.6) (27.9) (27.6)Exceptional finance expense 3.1 (29.4) (b) (b) Financing income - pension schemes 2.7 3.1 2.7 3.1Financing income - other 1.8 1.2 (b) (b)Financing expense - other (1.7) (0.7) (b) (b)PBT 127.3 85.2 49.4 151.8 149.7 1.4Taxation (6.1) (12.9) (17.4) (19.9) PAT from continuing operations 121.2 72.3 67.6 134.4 129.8 3.5Discontinued operations PAT andexceptional items 16.5 13.8 23.2 21.3Loss on assets held for sale (179.6) - - -Profit for the year (41.9) 86.1 157.6 151.1Non-controlling interests (10.5) (10.4) (10.5) (10.4)Attributable profit (52.4) 75.7 147.1 140.7 Weighted average no. of shares(million) 244.4 243.5 244.4

243.5

Fully diluted weighted average no. ofshare (million) 249.0 247.8 249.0

247.8

Earnings per share (pence)Continuing operations - basic 45.3 25.4 78.3 50.7 49.0 3.5Continuing operations - diluted 44.5 25.0 78.0 49.8 48.2 3.3Profit for the year - basic (21.4) 31.1 (168.8) 60.2 57.8 4.2Profit for the year - diluted (21.4) 30.6 (169.9) 59.1 56.8 4.0Dividend per share (pence) 26.7 26.3 1.5 26.7 26.3 1.5

(a) Expenses not included within Operating expense figure

(b) All non-IFRS measures and business performance measures have been notatedwith a `1' and additional information on these measures has been provided atthe end of this section. Discontinued operations Total revenue for the year from Delta fell to £179.3m (2011: £190.0m) withadjusted operating profit1 down £1.0m to £26.7m (2011: £27.7m). The declinereflects a significant decline in contribution from the Technology & IPbusiness and continued declines in Trade & Transport. The classification as held for sale requires assets and liabilities to bemeasured at the lower of their carrying amounts and fair value less costs tosell. Delta goodwill has been reduced to reflect the sale consideration in thebinding sale agreement, resulting in an impairment loss of £159.6m. Combinedwith the results from discontinued operations from the year and costs ofdisposal of £21.8m, the total loss from discontinued operations is £163.1mcompared with an operating gain of £13.8m in the prior year. In 2013, weanticipate reporting a gain on disposal of approximately £25m from recognisingforeign exchange gains previously reported in other comprehensive income.

Corporate Costs

Total corporate costs for 2012 were £19.4m (2011: £18.1m). These corporatecosts are partially offset by gains on disposals and other sundry income notattributable to segmental results resulting in net corporate costs of £15.7m(2011: £14.3m). £m 2012 2011

Corporate costs before non-cash share based payment 18.1 15.9chargesNon-cash share based payment charges

3.6 3.4

Total gross corporate costs including share based payment 21.7 19.3chargesIncome from equity accounted investments

(2.3) (1.2)

Ongoing corporate costs after equity investment income 19.4 18.1Gains on disposals and other sundry income not relating (3.7) (3.8)to segmentsNet corporate costs

15.7 14.3

Exceptional operating items - continuing operations

Impairment

We have reviewed the carrying value of intangible assets (including goodwill)other than the Delta businesses in light of current trading conditions andfuture outlook. As a result of this review, the Electronics Events CGU hasbeen impaired by £1.0m at 31 December 2012.

Other exceptional items

Following the adoption of IFRS 3 (revised) from 1 January 2010, acquisitioncosts of £1.0m for 2012 have been expensed, rather than included in thecalculation of goodwill on acquisition. For the year ended 31 December 2012 anexceptional credit of £1.1m was recognised, relating to the revision of thecontingent consideration estimates for acquisitions made.

We have recognised an expense of £0.9m relating to fair value movement on putoptions over non-controlling interests.

Interest

Net interest expense represents interest payments on UBM's bonds and bankloans, net of interest receipts on cash holdings. Net interest expense in 2012was £27.9m, compared with £27.6m in 2011. Further information is set out inthe Capital Structure section below. Financing income includes an IAS 19 pension interest credit of £2.7m (2011:£3.1m). In 2013, the adoption of an amendment to IAS 19 will result in thisinterest credit being replaced with an interest cost, estimated at £1.8m. £m 2012 2011Interest income - Cash and cash equivalents 1.0 1.1Interest expense (28.9) (28.7) Financing income - pension schemes 2.7 3.1Financing income - other 1.8 1.2Financing expense - other (1.7) (0.7)

Net finance expense before exceptional items (25.1) (24.0)

Exceptional finance income/(expense) 3.1 (29.4)Cessation of fair value hedge accounting 4.0 -

Reassessment of amortised cost carrying value - (8.5)FV loss on redemption of £75m floating ratereset bonds

- (19.1)FV movement on put options overnon-controlling interests (0.9) (1.8) Net finance expense (22.0) (53.4) Income tax

UBM's effective rate of taxation1 for the year was 11.7% (2011: 14.8%).

Movements in our tax creditor balance during 2012 were as follows:

£mCurrent tax liability at 1 January 2012 65.9Current tax charge 19.1Tax paid (29.7)Classified as held for sale (2.0)Foreign Exchange and other movements (0.6)Current tax liability at 31 December 2012 52.7 Overall our current tax liability decreased from £65.9m as at 31 December 2011to £52.7m as at 31 December 2012. The tax creditor includes provisions for taxsettlements in various jurisdictions in which UBM operates. We have necessarily made judgments as to the outcome of tax matters notconcluded. This creditor has been consistently classified as a short termliability in accordance with our accounting policy although we do not expectthe tax cash outflow in respect of the year end balance sheet creditor in 2013to exceed £10.0m. The total cash paid in respect of income taxes was £29.7m in2012.

Current tax liability analysed:

By Country: By Year % %Europe (Including UK) 35.5 Up to 2008 9.3China (Including HK) 23.5 2009 15.0US including state andlocal 19.0 2010 12.3Other Asia 14.4 2011 19.2RoW 7.6 2012 44.2Total 100.0 Total 100.0 Foreign Currency Exposure

The following table outlines the currency profile of our revenues and adjustedoperating profits for 2012 continuing operations:

Adjusted operating Revenue % profit1 %US Dollar 47.1 37.6UK Pound Sterling 15.6 7.6Hong Kong Dollar 9.1 15.6Euro 8.9 16.8Renmimbi 7.4 9.6Canadian Dollar 3.7 3.9Japanese Yen 2.3 2.5Brazilian Real 1.8 2.8Indian Rupee 1.7 1.0Other 2.4 2.6Total 100.0 100.0 Our income statement exposure to foreign exchange risk is shown for our mostimportant foreign currency exposures in the sensitivity analysis below, basedon 2012 Continuing operations: Average Currency Effect on Effect on adjusted exchange rate value rises/ revenue + / - operating profit1 in 2012 falls by £m + / - £mUS dollar 1.5872 1 cent 2.5 0.5Euro 1.2316 1 cent 0.6 0.3

The average exchange rates used in our 2011 income statement were US Dollar:1.6050 and Euro 1.1518.

The Group continues to monitor its exposure to the Euro. Euro revenuescomprise a relatively small part of UBM's total revenue, accounting for 8.9%of continuing revenue in 2012, of which nearly half relates to large eventsserving global customers. Given our large and diverse customer base, there areno significant concentrations of credit risk. We also hedge exposure to theEuro through drawings under the Group's revolving credit facility (the "RCF"),which has normally been at least partially drawn in Euros (£77.2m at 31December 2012). The RCF may alternatively be drawn in other currencies. Capital Structure Balance sheet

UBM's consolidated net debt at 31 December 2012 stood at £553.4m, up from£525.3m at the end of 2011. We have changed the definition of net debt during2012 to include derivatives that are associated with our debt instruments.This facilitates a more accurate reflection of the estimated settlement atmaturity and is consistent with reporting by other companies.

During 2012, cash generated from operations fell to £189.8m (2011: £203.7m).UBM paid £88.3m for acquisitions (net of cash acquired), earnout payments inrelation to acquisitions made in prior years and increases in stakes insubsidiaries, together with £65.3m of dividends to shareholders (excludingdividends paid to non-controlling interests).

Pensions

UBM operates a number of defined benefit and defined contribution schemes,based primarily in the UK. The most recent actuarial funding valuations forthe majority of the UK scheme liabilities were carried out in 2011, andupdated to 31 December 2012 using the projected unit credit method.

At 31 December 2012, the aggregate deficit under IAS 19 was £50.2m, anincrease of £18.7m compared to the deficit of £31.5m at the previous year end.

The IAS 19 pension interest credit was £2.7m, representing the excess ofexpected asset growth during 2012 over the interest accretion on the schemeliabilities. From 1 January 2013, the Group will apply IAS19 `Employeebenefits' (amended 2011) which will reduce the return on plan assets includedin pension scheme finance income and reduce the actuarial gains and lossesrecognised in other comprehensive income by the same amount. The effect ofthis amendment for 2013 is currently expected to change the pension interestcredit into an interest cost of £1.8m. The current service cost is alsoexpected to increase to £2.4m (2012: £0.7m).

Debt and Liquidity

Our funding strategy is to maintain a balance between continuity of fundingand flexibility through the use of capital markets, bank loans and overdrafts.To facilitate access to these sources of funds we seek to maintain long terminvestment grade credit rating on our long term debt from Moody's (currentrating Baa3 -negative outlook) and Standard & Poor's (current rating BBB-stable outlook). In March 2012, the Group redeemed the €53.1m floating rate reset loans bypaying the fair value. This leaves UBM with £250m of 6.5% Sterling bondsmaturing November 2016; $350m of 5.75% US bonds maturing November 2020; and a£300m syndicated bank facility. At 31 December 2012, all conditions precedentwere met and UBM had drawn £178.3m from the syndicated bank facility leaving£121.7m available. The Group maintains a strong liquidity position. In addition to the unutilisedcommitment under the Revolving Credit Facility of £121.7m, we had cash on handof £86.9m at 31 December 2012. We expect that upon completion of the Deltatransaction, the cash proceeds of £100m (net of working capital adjustments)will be used to repay outstanding bank debt. Pro forma for the repayment, theavailable unutilised commitment would have been £221m. The Group's treasurypolicy does not allow significant exposures to counterparties that are ratedless than A by Standard & Poor's, Moody's or Fitch and we consistently monitorthe concentration of risk. £m Facility Drawn Undrawn Maturity Rate% Fair value hedgesSyndicated bank facility 300.0 178.3 121.7 May-16 LIBOR + 1.2£250m fixed rate sterling bond 250.0 250.0 - Nov-16 6.5% fixed Floating rate swap for £150m US$ LIBOR + 3.14%$350m fixed rate dollar bond 215.5 215.5 - Nov-20 5.75% fixed Floating rate swap for $100m US$ LIBOR + 2.63%Total 765.5 643.8 121.7 The following table summarises our estimated payment profile for contractualobligations, provisions and contingent consideration as of 31 December 2012: £m 2013 2014 2015 2016 ThereafterLong-term debt - - - 428.3 215.5Interest payable* 31.6 31.4 31.4 29.6 49.5

Derivative financial liabilities 0.6 0.6 0.6 4.5 (1.0)Operating lease payments

22.9 10.0 4.5 3.9 11.3Pension contributions 3.5 3.5 3.5 3.5 26.3Trade and other payables 322.6 3.4 - - -Provisions 10.5 9.3 2.0 0.7 0.2

Contingent and deferred consideration 10.5 2.2 0.4 - -Put options over non-controllinginterests

3.2 3.6 - 0.6 6.2Total 405.3 64.0 42.4 471.1 308.0

*Interest payable based on current year rates.

The put and call option over the loans are explained in Note 6.1.

Capital management

UBM maintains conservative capital ratios in order to support its businessesand maximise shareholder value. At the end of 2012, the net debt to adjustedearnings before interest, taxation, depreciation and amortisation was 2.5times as shown below. £m 2012 2011Financial liabilities 666.8 655.3Financial assets (113.4) (130.0)Net debt1 553.4 525.3 Adjusted earnings before interest, taxation, depreciation and amortisation1 220.2 218.7Net debt to EBITDA ratio1 2.5 times 2.4 times

Our policy is to maintain investment grade ratings from each of Moody's andStandard & Poor's. In assessing the leverage ratios of net debt to adjustedearnings before interest, taxation, depreciation and amortisation, bothMoody's and Standard & Poor's take account of a number of other factors,including future operating lease obligations and any pension deficit. Theproceeds from the Delta disposal will be used to reduce the Group'sborrowings.

Cash flow

Cash generated from operations fell to £189.8m from £203.7m in 2011,reflecting lower negative working capital movements in an off biennial yearpartially offset by an increase in profits. Cash conversion1 was 97.9% ofadjusted operating profit1 (2011: 100.7%). Free cash flow1 prior to cashinvested in acquisitions was £102.9m (2011: £127.3m).

A reconciliation of net cash inflow from operating activities to free cashflow is shown below:

£m 2012 2011Adjusted cash generated from operatingactivities1 206.0 222.3Restructuring payments (11.9) (14.2)Other adjustments (4.3) (4.4)Cash generated from operations (IFRS) 189.8 203.7 Dividends from JVs and associates 1.1 1.3Net interest paid (30.2) (27.8)Taxation paid (29.7) (29.9)Capital expenditure (28.1) (20.0) 102.9 127.3Acquisitions (88.3) (62.5)Proceeds from disposals 10.1 12.1Advances to JVs, associates and minoritypartners (3.3) -Free cash flow1 21.4 76.9Net share issues 2.5 1.1Dividends (74.8) (72.1)Purchase of ESOP shares (8.1) - Net debt as at 31 December1 (553.4) (525.3)

Net debt/EBITDA as at 31 December1 (times) 2.5 2.4

Capital expenditure for the year was £28.1m. During 2012 we invested £10.2min the implementation of a Group wide finance and reporting system. Thisproject has been focused on our Events-led businesses, and we expect it willresult in greater efficiency (and reduced costs) in finance and administrativeprocesses, as well as significantly enhanced capacity to manage on the basisof timely and consistent information across our businesses, supporting thebenchmarking and best practice initiatives showcased in GEM. The other significantcapital investments were to further enhance PR Newswire's existing products and toupgrade its IT infrastructure. We expect to continue to generate significant free cash flow in 2013 becauseof our business model and believe that our cash on hand, cash from ouroperations and available credit facilities will be sufficient to fund our cashdividends, debt service and acquisitions in the normal course of business.

Acquisitions and disposals

We invested £31.4m (including £6.6m of expected contingent and deferredconsideration) in acquiring ten new businesses, including two within Delta.These acquisitions were closely aligned to our strategic priorities,increasing our exposure to attractive communities and geographies. We alsogenerated £10.1m in net cash proceeds from asset disposals, providingadditional resources to invest in our strategic priorities.

We also invested cash of £30.7m in the purchase of non-controlling interests(including Canada Newswire Ltd and RISI, Inc.) and made payments forcontingent and deferred consideration for acquisitions made in prior yearstotalling £33.0m. Expected contingent Estimated2012 Acquisitions Initial and deferred total£m consideration consideration considerationEvents4G World 2.7 - 2.7Airport Cities 0.9 0.1 1.0Malaysian InternationalFurniture Fair 7.4 0.8 8.2DenTech 3.6 3.8 7.4NegociosTrilhos 6.5 - 6.5WineExpo 0.4 0.3 0.7ICC 2.1 1.3 3.4Greenbuild 0.5 0.1 0.6Total Event acquisitions 24.1 6.4 30.5Delta - held for saleOBM 0.5 0.1 0.6Bench$mart 0.2 0.1 0.3Total Delta - held for saleacquisitions 0.7 0.2 0.9 Total 24.8 6.6 31.4 Contingent and deferred consideration£m Contingent Deferred TotalAt 1 January 2012 37.3 5.7 43.0Change in estimate - goodwill (1.0) - (1.0)Change in estimate - exceptionalitems (2.9) - (2.9)Acquisitions during the year 4.7 1.9 6.6Equity transactions in the year 1.3 - 1.3Consideration paid (31.1) (1.9) (33.0)Classified as held for sale (0.1) - (0.1)Foreign exchange gain (0.7) (0.1) (0.8)At 31 December 2012 7.5 5.6 13.1

The 2012 acquisitions contributed adjusted operating profit1 of £4.1m sinceacquisition and achieved a pre-tax return on investment1 of 16.2% on a proforma basis. The following table shows the performance of our acquisitionssince 2010 relative to our target pre-tax cost of capital threshold of 10%:

Consideration Return on Investment1 £m 2010 2011 20122010 acquisitions 251.7 10.6% 12.2% 12.8%2011 acquisitions 73.1 - 8.3% 11.5%2012 acquisitions2 30.5 - - 16.2%Total 357.8 12.8%3

2 2012 Return on investment calculated on a full year pro forma basis.

3 2012 Return on 3 year initial (cash) consideration is 15.0%.

Return on average capital employed

The return on average capital employed1 for 2012 including discontinuedoperations was 15.5% (2011: 14.6%). The table below shows our performance overtime:

£m 2008 2009 2010 2011

2012

Operating profit before exceptional items(£m) 146.7 143.7 143.2 163.7

166.9

Average capital employed (£m) 815.9 910.6 971.1 1,124.10

1,074.5

Return on average capital employed1(ROACE) (%) 18.0 15.8 14.7 14.6 15.5 Dividends Our progressive dividend policy targeting two times cover through economic andbiennial cycles remains unchanged. In line with this policy the Board isrecommending a final dividend of 20.0p (2011: 20.0p). This brings the totaldividend for the year to 26.7p (2011: 26.3p), representing an increase of 1.5%in the full year dividend. Subject to shareholder approval, the final dividendon ordinary shares will be paid on 28 May 2013 to shareholders on the registeron 26 April 2013. Related Party Transactions

Related party transactions, other than those relating to Directors'remuneration, are disclosed in the Annual Report and Accounts for thefinancial year ended 31 December 2012. Also, there have been no changes inrelated party transactions from those described in the Annual Report andAccounts for the financial year ended 31 December 2011 that could have amaterial effect on the financial position or performance of the Group in thefinancial year ended 31 December 2012.

Going concern review

After making enquiries, the directors have a reasonable expectation that UBMhas adequate resources to continue in operational existence for theforeseeable future. Accordingly, they continue to adopt the going concernbasis in preparing the financial statements.

In reaching this conclusion, the directors have had due regard to thefollowing:

- After taking account of available cash resources and committed bankfacilities, none of UBM's borrowings fall due within the next two years thatrequire refinancing from resources not already available. Further informationis provided in Note 5.3 on page 37.

- The cash generated from operations, committed facilities and UBM's abilityto access debt capital markets, taken together, provide confidence that UBMwill be able to meet its obligations as they fall due.

- Further information on the financial position of UBM, its cash flows,financial risk management policies and available debt facilities are describedin the Financial Review on the preceding pages. UBM's business activities,together with the factors likely to impact its future growth and operatingperformance are set out in the Operational Review.

Conclusion

The 2012 results reflect a noteworthy strategic step for UBM. The decision tosell Delta and further acquisitions in our Events segment demonstrates ourcommitment to improve the quality of our earnings and growth. Throughout thisstrategic change, we have maintained strong financial disciplines, requiringoutstanding effort from the Group as a whole. I look forward to furtherdevelopments in 2013 to focus the Group as an events-led marketing servicesand communications business. I thank my colleagues for their contribution toour success in 2012,and to the confidence with which we enter 2013. Summary of Major risks Economic slowdown

- An economic slowdown or recession could adversely impact revenueas advertising, attendee, sponsorship and other discretionary revenue tends tobe cyclical.

- A downturn may also result in slower debt collections, therebyaffecting cash flow.

Legislation or compliance requirement changes

- There is the potential for unfavourable changes in applicable lawor compliance requirements.

- Legislation which curtails trade or travel or restricts access tocash could inhibit our ability to grow, have an adverse effect on revenues ora negative impact on our reputation.

- Failure to comply with laws (such as data protection,anti-bribery or corruption) could result in prosecution, fines or reputationaldamage.

Force majeure

- A disaster or natural catastrophe, terrorism, politicalinstability or disease could affect people's willingness to attend our eventsand could therefore have an adverse effect on our revenues.

- Our ability to continue to do business could also be affected ifit renders offices unavailable.

Acquisition divestiture identification and execution

- The availability of suitable acquisition candidates, ability toobtain regulatory approval, changes in availability or cost of financing,integration issues or failure to realise operating benefits or synergies mayaffect our acquisition strategy.

- The ability to obtain regulatory approvals may affect our abilityto execute divestitures.

Sector trends

- We cannot predict with certainty the sector changes which mayaffect the competitiveness of the business or whether technological innovationwill render some of our existing products and services partially or whollyobsolete.

- We may be adversely affected by changes in customer behaviour orthe emergence of new technologies which increase the competition for someelements of our offering.

Geographic and emerging market exposures

- Operating in many geographic regions, may present logistical andmanagement challenges

- Expansion through joint ventures lowers logistical and managementissues but can create exposure if we are unable to extract the rewards fromour investment.

Major project execution

- UBM may be required to implement new technologies, deliver newproducts and services, manage content or enhance business controls.

- These projects could include significant capital investment andfailure to manage and execute efficiently could lead to increased costs,delays in completion or erosion of UBM's competitive position.

Attracting and retaining talented managers and employees

- The ability of the company to attract talent and retain highlyskilled, experienced and motivated personnel plays an important part in thecontinued successful execution and development of the strategy.

Technology

- Given the increasing use of and reliance upon technology there is the riskthat system failure could have a significant impact on our business.

- Unauthorised access to or compromise of our systems by external partiescould lead to reputational damage and possible legal action.

Liquidity

- Liquidity issues may curtail the ability to make certainacquisitions or obtain refinancing.

- Local liquidity issues could have a negative reputational impact.

Credit risk/Counterparty exposure

- We have unsecured credit risk from the potential non-performanceby counterparties to financial instruments.

Exchange rate fluctuations

- FX rate fluctuations could adversely affect our reported earningsin pound sterling and the strength of our balance sheet.

Tax

- There is a risk that UBM could enter into planning arrangementsor structures which are challenged or become ineffective with legislationchanges.

Pensions

- Asset returns may not be sufficient to cover scheme liabilitiesover time and reported pension deficits could have implications on our abilityto raise debt.

Statement of Directors' Responsibility

UBM's annual report and accounts for the year end, to be published in duecourse, will contain a responsibility statement as required under Disclosureand Transparency Rule 4.1.12, regarding responsibility for the financialstatements and the annual report. This responsibility statement is repeatedhere (below) solely for the purposes of complying with Disclosure andTransparency Rule 6.3.5. It is not connected to the extracted and unauditedinformation presented in this results announcement.

Each of the Directors confirm that, to the best of their knowledge:

- the Group financial statements, which have been prepared in accordance withInternational Financial Reporting Standards (`IFRS'), as issued by theInternational Accounting Standards Board (`IASB') and IFRIC interpretations,give a true and fair view of the assets, liabilities, financial position andprofit of the Group; and - the management report includes a fair review of the development andperformance of the business and the position of the Group and the undertakingsincluded in the consolidation taken as a whole, together with a description ofthe principal risks and uncertainties they face.

The Directors of UBM plc will be listed in the annual report and are listed onthe UBM plc's corporate website: ubm.com.

Explanation of UBM's business measures

Financial Measure How we define it Why we use it Underlying revenue growth Underlying measures are We believe thatand underlying operating adjusted to eliminate the underlying growthprofit growth effects of acquisitions, rates provide insight discontinued products, into the organic foreign exchange and growth of the biennial events. businesses, without distortion from the effect of acquisitions, discontinued products, biennial events and foreign currency movements during the period.

Adjusted operating profit Operating profit excluding Commonly used by

amortisation of intangible shareholders to assets arising on measure our acquisitions, exceptional performance, items and share of taxation individually and on joint ventures and relative to other associates. companies. Margin Margin relates to our adjusted operating margin. It is adjusted operating profit expressed as a percentage of revenues. EBITDA Earnings before interest, Assists investors in tax, depreciation, their assessment and amortisation, impairment understanding of and exceptional items earnings and cash generative capacity. Adjusted profit before tax Before amortisation of Assists investors inand adjusted EPS intangible assets on their assessment and acquisitions, exceptional understanding of our items, share of taxation on earnings and is also profit from joint ventures a measure commonly and associates, net used by shareholders financing income/(expense) to measure our - other. EPS also excludes performance, deferred tax on the individually and amortisation of intangible relative to other assets. Diluted EPS companies. includes the impact of share options. Net debt Net debt is current and Provides a measure of non-current borrowings and indebtedness in derivatives associated with excess of the current debt instruments, less cash cash available to pay and cash equivalents. down debt. Net debt to EBITDA Net debt divided by EBITDA. Provides a measure of financial leverage.Net debt to LTM EBITDA EBITDA adjusted to include a full year of pro forma operating profit from acquisitions made during 2011. Free cash flow Net cash provided by Helps assess our operating activities after ability, over the meeting obligations for long term, to create interest, tax, dividends value for our paid to non controlling shareholders as it interests, capital represents cash expenditures and other available to repay investing activities. debt, pay dividends and fund future acquisitions. Adjusted operating cash Adjusted to exclude The Group believesflow non-operating movements in adjusted operating working-capital, such as cash flow assists expenditure against investors in their reorganisation and assessment and restructuring provisions. understanding of our operating cash flows. Cash Conversion Cash conversion is the ratio of adjusted cash generated from operations to adjusted operating profit. Pre-tax return on Attributable adjusted Helps us assess theinvestment operating profit divided by performance of our the cost of acquisitions. acquisitions relative Calculated on a pro forma to our target pre-tax basis, as if the acquired cost of capital business were owned threshold of 10%. throughout the year. Estimated total Estimated total Provides a measure ofconsideration consideration includes total consideration initial consideration (net for businesses of cash acquired), the acquired. latest estimate of expected contingent consideration and deferred consideration. Return on average capital ROACE is operating profit Provides a measure ofemployed (ROACE) before exceptional items the efficiency of divided by average capital profitability of our employed. Average capital capital investment. employed is the average of opening and closing total assets less current liabilities for each period. Effective tax rate The effective tax rate on Provides a more adjusted profit before tax comparable basis to reflects the tax rate analyse our tax rate. excluding movements on deferred tax balances on the amortisation of intangible assets. Consolidated income statement for the year ended 31 December 2012 Notes Restated Before before Restated exceptional Exceptional exceptional exceptional Restated items items Total items items total 2012 2012 2012 2011 2011 2011 £m £m £m £m £m £m Continuing operations 2 Revenue 797.8 - 797.8 782.3 - 782.3 Other operating income 7.9 - 7.9 9.4 - 9.4 Operating expenses (637.0) - (637.0) (620.5) - (620.5) 3.1 Exceptional operating - (0.9) (0.9) - (8.5) (8.5) items Amortisation of (25.7) - (25.7) (26.4) - (26.4) intangible assets arising on acquisitions Share of results from 7.2 - 7.2 2.3 - 2.3 joint ventures and associates (after tax) Group operating profit 150.2 (0.9) 149.3 147.1 (8.5) 138.6 from continuing operations 5.4 Financing income 5.5 - 5.5 5.4 - 5.4 5.4 Financing expense (30.6) 3.1 (27.5) (29.4) (29.4) (58.8)

5.4 Net financing expense (25.1) 3.1 (22.0) (24.0)

(29.4) (53.4) Profit before tax from 125.1 2.2 127.3 123.1 (37.9) 85.2 continuing operations 3.2 Tax (6.1) - (6.1) (12.9) - (12.9) Profit for the year from 119.0 2.2 121.2 110.2 (37.9) 72.3 continuing operations Discontinued operations 6.4 (Loss)/profit for the 16.5 (179.6) (163.1) 13.6 0.2 13.8 year from discontinued operations (Loss)/profit for the 135.5 (177.4) (41.9) 123.8 (37.7) 86.1 year Attributable to: Owners of the parent (52.4) 75.7 entity Non-controlling 10.5 10.4 interests (41.9) 86.1 Earnings per share (pence) 3.3 Continuing operations - 45.3p 25.4p basic 3.3 Continuing operations - 44.5p 25.0p diluted 3.3 Profit for the year - (21.4)p 31.1p basic 3.3 Profit for the year - (21.4)p 30.6p diluted £m £m Group operating profit 149.3 138.6 from continuing operations 3.1 Exceptional operating 0.9 8.5 items Amortisation of 25.7 26.4 intangible assets arising on acquisitions Share of tax on profit 1.1 0.7 in joint ventures and associates 6.4 Adjusted operating 26.7 27.7 profit from discontinued operations Adjusted Group operating 203.7 201.9 profit1 £m £m Dividends 5.5 Interim dividend of 6.7p 16.4 15.3 (6.3p) 5.5 Proposed final dividend 48.9 48.7 of 20.0p (20.0p) 1 Adjusted Group operating profit represents Group operating profit excludingamortisation of intangible assets arising on acquisitions, exceptional itemsand share of tax on profit in joint ventures and associates. Consolidated statement of comprehensive income for the year ended 31 December 2012 Notes 2012 2011 £m £m (Loss)/profit for the year (41.9)

86.1

Other comprehensive income/(loss) 5.5 Currency translation differences on foreign 15.6 1.3 operations - Group 5.5 Net investment hedge (28.2) (0.7)

Actuarial losses recognised in the pension schemes (28.6) (27.3)

Irrecoverable element of pension surplus 3.6

(1.0)

Share of other comprehensive income of joint ventures and associates: Currency translation differences on foreign (0.2) 0.1 operations Share of actuarial losses of associates (0.4) (0.4) (0.6) (0.3) 3.2 Income tax relating to components of other - - comprehensive income

Other comprehensive loss for the year net of tax (38.2) (28.0)

Total comprehensive (loss)/income for the year net of (80.1) 58.1 tax Attributable to: Owners of the parent entity (88.4)

47.3

Non-controlling interests 8.3 10.8 (80.1) 58.1 Consolidated statement of financial position at 31 December 2012 Notes 31 31 December December 2012 2011 £m £m Assets Non-current assets 4.1 Goodwill 790.6 1,088.0 Intangible assets 112.0 162.8 Property, plant and equipment 28.4

40.8

Investments in joint ventures and associates 23.1

18.3

Derivative financial instruments 26.5

23.3

Retirement benefit surplus 4.2 10.9 3.2 Deferred tax asset 3.0 - 987.8 1,344.1 Current assets Inventories 0.3 6.3 Trade and other receivables 200.9

227.8

Cash and cash equivalents 78.5

106.7

6.4 Assets of disposal group classified as held for sale 207.4 - 487.1 340.8 Total assets 1,474.9 1,684.9 Liabilities Current liabilities 3.2 Current tax liabilities 52.7

65.9

Trade and other payables 333.1 407.8 Provisions 10.5 15.0 5.3 Borrowings 0.2 53.0 Derivative financial instruments 3.4

0.2

6.4 Liabilities associated with assets of disposal group 69.2

-

classified as held for sale 469.1 541.9 Non-current liabilities 3.2 Deferred tax liabilities 27.6

44.9

Trade and other payables 6.0 13.7 Provisions 11.4 14.3 5.3 Borrowings 661.1 580.1 Derivative financial instruments 15.9

35.6

Retirement benefit obligation 54.4 42.4 776.4 731.0 Total liabilities 1,245.5 1,272.9 Equity attributable to owners of the parent entity 5.5 Share capital 24.5 24.5 Share premium 6.6 4.1 5.5 Other reserves (608.3) (605.1) Retained earnings 792.4 973.9 Put options over non-controlling interests (13.0)

(12.4)

Total equity attributable to owners of the parent 202.2 385.0 entity Non-controlling interests 27.2 27.0 Total equity 229.4 412.0 Total equity and liabilities 1,474.9

1,684.9

These financial statements were approved by the Board of Directors and weresigned on its behalf on 1 March 2013 by:

Robert A. Gray Director Consolidated statement of changes in equity for the year ended 31 December 2012 Notes Total equity Put options attributable over non- to owners Non- Share Share Other Retained controlling of

parent controlling Total

capital premium reserves earnings interests entity Interests equity £m £m £m £m £m £m £m £m At 1 January 24.5 4.1 (605.1) 973.9 (12.4) 385.0 27.0 412.0 2012 (Loss)/profit - - - (52.4) - (52.4) 10.5 (41.9) for the year Other - - (10.6) (25.4) - (36.0) (2.2) (38.2) comprehensive loss Total - - (10.6) (77.8) - (88.4) 8.3 (80.1) comprehensive (loss)/income for the year 5.5 Equity - - - (65.3) - (65.3) - (65.3) dividends Non-controlling - - - - - - (9.5) (9.5) interest dividends 6.1 Non-controlling - - - - (0.6) (0.6) 5.0 4.4 interest arising on business combinations 6.2 Acquisition of - - - (28.4) - (28.4) (3.6) (32.0) non-controlling interests Issued in - 2.5 - - - 2.5 - 2.5 respect of share option schemes and other entitlements Share-based - - - 5.5 - 5.5 - 5.5 payments 5.5 Shares awarded - - 15.5 (15.5) - - - - by ESOP 5.5 Own shares - - (8.1) - - (8.1) - (8.1) purchased by the Company At 31 December 24.5 6.6 (608.3) 792.4 (13.0) 202.2 27.2 229.4 2012 At 1 January 24.4 3.1 (608.7) 986.7 (8.5) 397.0 22.2 419.2 2011 Profit for the - - - 75.7 - 75.7 10.4 86.1 year Other - - 0.3 (28.7) - (28.4) 0.4 (28.0) comprehensive income/(loss) Total - - 0.3 47.0 - 47.3 10.8 58.1 comprehensive income for the year 5.5 Equity - - - (61.5) - (61.5) - (61.5) dividends Non-controlling - - - - - - (10.6) (10.6) interest dividends Non-controlling - - - - (3.9) (3.9) 4.7 0.8 interest arising on business combinations Acquisition of - - - - - - (0.1) (0.1) non-controlling interests Issued in 0.1 1.0 - - - 1.1 - 1.1 respect of share option schemes and other entitlements Share-based - - - 5.0 - 5.0 - 5.0 payments 5.5 Shares awarded - - 3.3 (3.3) - - - - by ESOP At 31 December 24.5 4.1 (605.1) 973.9 (12.4) 385.0 27.0 412.0 2011 Consolidated statement of cash flows for the year ended 31 December 2012 Notes 2012 2011 £m £m Cash flows from operating activities Reconciliation of (loss)/profit to operating cash flows Profit for the year from continuing operations 121.2

72.3

6.4 (Loss)/profit for the year from discontinued (163.1) 13.8 operations (Loss)/profit for the year (41.9) 86.1 Add back: Exceptional items and charges to provisions 180.3

39.6

(excluding fair value adjustments below) 6.1 Fair value adjustments of contingent consideration (2.9) (1.9) 3.2 Tax 6.3 15.9 Amortisation of intangible assets 35.7

37.5

Amortisation of website development costs 3.9 2.4 Depreciation 12.6 14.4 Share of results from joint ventures and associates (7.9) (2.9) (after tax) 5.4 Financing income (5.5) (5.4) 5.4 Financing expense 30.6 29.4 Other non-cash items 6.1 5.8 217.3 220.9 Payments against provisions (11.9)

(14.2)

Pension deficit contributions (3.2) (3.1) Decrease in inventories 0.2 1.0 Increase in trade and other receivables (8.5)

(23.8)

(Decrease)/increase in trade and other payables (4.1)

22.9

Cash generated from operations 189.8

203.7

Interest and finance income received 1.0 1.0 Interest and finance costs paid (31.2) (28.8) 3.2 Tax paid (29.7) (29.9) Dividends received from joint ventures and associates 1.1 1.3 Net cash flows from operating activities 131.0

147.3

Net cash flows from operating activities - continuing 116.0 130.7

Net cash flows from operating activities - 15.0 16.6 discontinued Cash flows from investing activities 6.1 Acquisition of interests in subsidiaries, net of cash (57.6) (62.4) acquired Purchase of property, plant and equipment (11.6)

(14.8)

Expenditure on intangible assets (16.5)

(5.2)

6.3 Proceeds from sale of businesses, net of cash 10.1 12.1 disposed Advances to joint ventures and associates (0.4) - Advances to non-controlling interest partners (2.9) - Net cash flows from investing activities (78.9)

(70.3)

Net cash flows from investing activities - continuing (73.7) (65.7)

Net cash flows from investing activities - (5.2) (4.6) discontinued Cash flows from financing activities Proceeds from issuance of ordinary share capital 2.5 1.1 6.2 Acquisition of non-controlling interests (30.7)

(0.1)

Dividends paid to shareholders (65.3)

(61.5)

Dividends paid to non-controlling interests (9.5)

(10.6)

Investment in own shares - ESOP (8.1) - Increase in borrowings 94.9 68.5 Repayment of €53.1m floating rate reset loans (52.7) - Repayment of £75m floating rate reset bonds -

(94.1)

Net cash flows from financing activities (68.9)

(96.7)

Net cash flows from financing activities - continuing (55.1) (81.1)

Net cash flows from financing activities - (13.8) (15.6) discontinued Net decrease in cash and cash equivalents (16.8)

(19.7)

Net foreign exchange difference (3.1) 0.5 Cash and cash equivalents at 1 January 106.6

125.8

Cash and cash equivalents at 31 December 86.7

106.6

5.2 Cash and cash equivalents 78.5

106.7

5.3 Bank overdrafts (reported within current borrowings) (0.2) (0.1)

6.4 Cash and cash equivalents classified as held for sale 8.4 - Cash and cash equivalents at 31 December 86.7 106.6 Notes to the consolidated financial statements at 31 December 2012 1. Basis of preparation UBM plc is a public limited company incorporated in Jersey under the Companies(Jersey) Law 1991. The registered office is Ogier House, The Esplanade, St.Helier, JE4 9WG, Jersey. UBM plc was tax resident in the Republic of Irelanduntil 30 November 2012 when it returned to the United Kingdom. The principalactivities of the Group are described in Note 2.

The preliminary announcement was approved by the Board of Directors on 1 March2013.

The figures and financial information for the year ended 31 December 2012 donot constitute the statutory financial statements for that year. Thosefinancial statements have not yet been delivered to the Jersey Registrar ofCompanies, but include the auditor's report which was unqualified. The figuresand financial information for the year ended 31 December 2011 included in thepreliminary announcement do not constitute the statutory financial statementsfor that year. Those financial statements have been delivered to the Registrarand included the auditor's report which was unqualified.

The financial statements are prepared in accordance with InternationalFinancial Reporting Standards (`IFRS') as issued by the InternationalAccounting Standards Board (`IASB'). The consolidated financial statementscomply with the Companies (Jersey) Law 1991 and are prepared under thehistorical cost basis except for derivative financial instruments and hedgeditems which are measured at fair value.

The accounting policies are the same as those used for the previous financialyear. The Group has adopted the following amendments to IFRSs which have had noimpact on the Group's accounting policies, financial position, performance orpresentation of the financial statements: * IFRS 7 `Financial Instruments: Disclosures' (amended) - transfer of financial assets * IAS 12 `Income Taxes' (amended)

The consolidated financial statements are presented in pounds sterling, whichis the functional currency of the parent company, UBM plc. All amounts arerounded to the nearest £0.1m unless otherwise indicated.

Discontinued operationsFollowing a strategic review initiated in July 2012, the Group has classified adisposal group (`Delta') as held for sale at 31 December 2012. Delta representsthe bulk of the Group's Data Services segment but also includes operationswithin the Events, Marketing Services - Online and Marketing Services - Printsegments. Delta operates in the Health, Technology & IP, Trade & Transport, andPaper industries. On 5 February 2013, the Group received a binding offer fromElectra Partners LLP to purchase Delta for consideration of £160.0m including a£40.0m vendor loan note. The offer is subject to consultation with the relevantworks council in France (which was completed on 25 February 2013) and certainregulatory and other approvals. The transaction is also subject to workingcapital adjustments. We expect the disposal to complete between March and July2013. The effective date of the disposal will be 1 January 2013 and ElectraPartners LLP will receive the returns of the Delta businesses from that date. The comparative information in the income statement and associated notes hasbeen restated for the impact of the Delta discontinued operations. In line withthe requirements of IFRS 5 `Non-current assets held for sale and discontinuedoperations', the statement of financial position has not been restated.

Going concern

After making enquiries, the directors have a reasonable expectation that theGroup has adequate resources to continue in operational existence for theforeseeable future. The consolidated financial statements are thereforeprepared on the going concern basis.

2. Segment information Operating segments The Group considers that operating segments presented on a products andservices basis are the most appropriate way to demonstrate the performance ofthe Group. This is consistent with the internal reporting provided to the GroupChief Executive Officer and the Group Chief Financial Officer, together thechief operating decision maker (`CODM'). The five reportable operating segmentsare:

* Events which provide face to face interaction in the form of exhibitions,

trade shows, conferences and other live events; * PR Newswire which provides communications products and services to professionals working in marketing, public relations, corporate communications or investor relations roles - distributing messages, identifying target audiences and monitoring the impact;

* Marketing Services - Online which provide website sponsorships and banner

advertising as well as online directory products; * Marketing Services - Print which publishes magazines and trade press to specialist markets; and * Data Services which comprise a range of services including data-based workflow products, intellectual property consultancy and analytical services and sales lead generation programmes.

No operating segments have been aggregated to form the above reportablesegments.

As discussed in Note 1, the Delta businesses have been reported as discontinuedoperations as at 31 December 2012. Products that were previously classified asData Services that are not part of Delta have been reclassified to MarketingServices - Online and Events given their nature.

Segment measures

The CODM assesses the performance of the operating segments and the allocationof resources using revenue and adjusted operating profit. Adjusted operatingprofit is IFRS operating profit excluding amortisation of intangible assetsarising on acquisitions, exceptional items and share of tax on results of jointventures and associates.

Finance income/expense and tax are not allocated to operating segments and arereported to the CODM only in aggregate.

Segment assets and liabilities are not reported to the CODM.

Transactions between segments are measured on the basis of prices that wouldapply to third-party transactions.

Year ended 31 December 2012 Marketing Marketing Dis- PR Services Services Corporate Continuing continued Events Newswire - Online - Print costs total operations Total £m £m £m £m £m £m £m £m Revenue Total segment 438.2 197.3 112.5 51.3 - 799.3 179.3 978.6revenue Intersegment revenue (0.6) (0.9) - - - (1.5) - (1.5) External revenue 437.6 196.4 112.5 51.3 - 797.8 179.3 977.1 Result Depreciation (3.9) (7.1) (1.0) (0.4) (0.3) (12.7) (3.8) (16.5)(includingamortisation ofwebsite developmentcosts) Share of pre-tax 1.3 0.7 - 0.2 2.3 4.5 0.7 5.2results from jointventures andassociates Segment adjusted 142.4 43.5 3.5 3.3 (15.7) 177.0 26.7 203.7operating profit Amortisation of intangible assets (25.7) (10.0) (35.7)arising on acquisitions Exceptional 0.1 1.8 1.9operating items Impairment (1.0) - (1.0) Loss on assets held - (181.4) (181.4)for sale Share of tax on profit in joint (1.1) - (1.1)ventures and associates Group operating 149.3 (162.9) (13.6)profit/(loss) Financing income 5.5 - 5.5 Financing expense (30.6) - (30.6) Exceptional items relating to net 3.1 - 3.1financing expense Profit/(loss) before tax 127.3 (162.9) (35.6) Tax (6.1) (0.2) (6.3) Profit/(loss) for 121.2 (163.1) (41.9)the year Total corporate costs for 2012 are net of internal cost recoveries and sundryincome of £3.7m (2011: £3.8m) and share of pre-tax results from JVs andassociates of £2.3m (2011: £1.2m). The internal cost recoveries from theGroup's operating businesses and sundry income are not attributable to any ofthe Group's reported segments. During 2012 the Group acquired the remaining 50%share of Canada Newswire from its associate, PA Group Limited. The Group hasrecognised a one-off share of joint venture and associates result in respect ofPA Group's gain on disposal of Canada Newswire totalling £3.8m.

Year ended 31 December 2011 (restated)

Marketing Marketing

Dis-

PR Services Services Corporate

Continuing continued

Events Newswire - Online - Print costs total operations Total £m £m £m £m £m £m £m £m Revenue Total segment revenue 392.4 188.3 116.7 85.9 - 783.3 190.0 973.3 Intersegment revenue (0.5) (0.5) - - - (1.0) - (1.0) External revenue 391.9 187.8 116.7 85.9 - 782.3 190.0 972.3 Result Depreciation (3.9) (5.6) (1.1) (0.9) (0.3) (11.8) (5.0) (16.8)(includingamortisation ofwebsite developmentcosts) Share of pre-tax 1.2 0.9 - (0.3) 1.2 3.0 0.6 3.6results from jointventures andassociates Segment adjusted 133.3 41.0 6.0 8.2 (14.3) 174.2 27.7 201.9operating profit Amortisation of intangible assets (26.4) (11.1) (37.5)arising on acquisitions Exceptional operating (4.8) 0.2 (4.6)items Impairment (3.7) - (3.7) Share of tax on profit in joint (0.7) - (0.7)ventures and associates Group operating 138.6 16.8 155.4profit Financing income 5.4 - 5.4 Financing expense (29.4) - (29.4) Exceptional items relating to net (29.4) - (29.4)financing expense Profit before tax 85.2 16.8 102.0 Tax (12.9) (3.0) (15.9) Profit before tax 72.3 13.8 86.1 Geographic information Revenue is allocated to countries based on the location where the products andservices are provided. Non-current assets are allocated to countries based onthe location of the businesses to which the assets relate. Continuing revenue Restated Year year ended ended 31 31 December December 2012 2011 £m £m United Kingdom 101.6 107.8 Foreign countries United States and Canada 405.0 391.9 Europe 66.7 92.7 China 144.5 135.6 Emerging markets1 60.2 37.8 Rest of the world 19.8 16.5 696.2 674.5 External revenue 797.8 782.3 1 Emerging markets comprise the non-G10 countries - most notably for the Group:Brazil, India, Thailand, Singapore, Indonesia, Malaysia, Philippines, Mexicoand UAE. There are no revenues derived from a single external customer which aresignificant. Non-current assets 2012 2011 £m £m United Kingdom 270.1 286.8 Foreign countries United States and Canada 529.6 672.8 Europe 17.2 220.8 China 31.4 31.7 Emerging markets1 99.8 90.9 Rest of the world 6.0 6.9 684.0 1,023.1 Total non-current assets 954.1 1,309.9

Non-current assets consist of goodwill, intangible assets, property, plant andequipment, investments in joint ventures and associates and other investments.

Discontinued operations and reclassification of retained Data Services products

The tables below show the discontinuation of revenue and adjusted operatingprofit associated with the Delta disposal and the reclassification of DataServices products retained by the Group.

Year ended 31 December 2012

Discontinued TotalRevenue Total operations Reclassified continuing £m £m £m £m Events 449.9 (13.3) 1.0 437.6 PR Newswire 196.4 - - 196.4 Data Services 162.2 (138.2) (24.0) - Marketing 92.0 (2.5) 23.0 112.5Services -Online Marketing 76.6 (25.3) - 51.3Services - Print Total 977.1 (179.3) - 797.8 Discontinued TotalAdjusted Total operations Reclassified continuingoperating profit £m £m £m £m Events 145.4 (2.5) (0.5) 142.4 PR Newswire 43.5 - - 43.5 Data Services 22.7 (21.8) (0.9) - Marketing 2.1 - 1.4 3.5Services -Online Marketing 5.7 (2.4) - 3.3Services - Print Corporate costs (15.7) - - (15.7) Total 203.7 (26.7) - 177.0 Year ended 31 December 2011 Discontinued TotalRevenue Total operations Reclassified continuing £m £m £m £m Events 402.5 (13.3) 2.7 391.9 PR Newswire 187.8 - - 187.8 Data Services 177.5 (147.6) (29.9) - Marketing 92.4 (2.9) 27.2 116.7Services -Online Marketing 112.1 (26.2) - 85.9Services - Print Total 972.3 (190.0) - 782.3 Discontinued TotalAdjusted Total operations Reclassified continuingoperating profit £m £m £m £m Events 135.8 (1.7) (0.8) 133.3 PR Newswire 41.0 - - 41.0 Data Services 29.2 (28.7) (0.5) - Marketing 4.1 0.6 1.3 6.0Services -Online Marketing 6.1 2.1 - 8.2Services - Print Corporate costs (14.3) - - (14.3) Total 201.9 (27.7) - 174.2 3. Operating profit and tax

3.1 Exceptional operating items

Certain items are recognised as exceptional items since, due to their nature orinfrequency, such presentation is relevant to an understanding of the Group'sfinancial statements. These items are not part of the Group's normal ongoingoperations. Restated 2012 2011 £m £m (Charged)/credited to continuing operating profit Integration costs - (3.6) Acquisition costs on business combinations (1.0)

(2.9)

Changes in estimates of contingent consideration on prior 1.1 1.7year acquisitions Exceptional items relating to acquisitions 0.1 (4.8) Impairment of goodwill (1.0) - Impairment of joint ventures and associates -

(3.1)

Impairment of other investments - (0.6) Impairment charge (1.0) (3.7) Total charged to continuing operating profit (0.9)

(8.5)

Year ended 31 December 2011

In 2011, the Group made significant progress in the integration of UBM Canon(formerly Canon Communications LLC), acquired in October 2010. The exceptionalcharge of £3.6m includes £2.0m in redundancy costs and £1.6m of business reorganisation costs. 3.2 Tax Income statement Restated 2012 2011 £m £m Continuing Current tax expense (15.6) (19.2) Deferred tax credit 9.5 6.3 Income tax expense (6.1) (12.9)

Reconciliation of total tax expense to the accounting profit:

Restated 2012 2011 £m £m Profit before tax from continuing operations 127.3

85.2

(Loss)/profit before tax from discontinued operations (162.9) 16.8 (Loss)/profit before tax (35.6) 102.0

(Loss)/profit before tax multiplied by rate of corporation (8.7) 12.8tax in the UK of 24.5% (2011: Republic of Ireland 12.5%)

Effect of: Expenses not deductible for tax purposes 54.1

14.8

Origination and reversal of temporary differences not (18.9) (17.7)recognised Different tax rates on overseas earnings 11.8

25.8

Share of results from associates and joint ventures (after (2.1) (0.9)tax) Tax effect of items not recognised in consolidated financial (24.8) (17.7)statements Non-taxable income (5.1) (1.2) Tax expense in the consolidated income statement 6.3

15.9

Tax expense reported in the consolidated income statement 6.1 12.9

Tax attributable to discontinued operations 0.2 3.0 6.3 15.9

The Group has assessed the impact of changes in tax rates in variousjurisdictions in which it operates and has determined that the changes do nothave a significant impact on the current or future tax charges.

Other comprehensive income

No current or deferred tax relates to items reported in other comprehensiveincome (2011: nil).

Statement of financial position: current tax

2012 2011 £m £m Current tax liability at 1 January 65.9

69.6

Acquisition of subsidiaries (Note 6.1) - 1.1 Current tax expense 19.1 25.6 Tax paid (29.7) (29.9) Classified as held for sale (2.0) - Foreign exchange and other movements (0.6)

(0.5)

Current tax liability at 31 December 52.7

65.9

The Group does not expect the cash outflow in respect of this current taxliability in 2013 to exceed £10.0m.

Statement of financial position: deferred tax

Deferred tax liabilities/(assets) Consolidated statement of Consolidated income financial position statement 2012 2011 2012 2011 £m £m £m £m Intangibles 54.8 67.0 (2.9) (6.3) Accelerated capital allowances 2.7 2.6 0.1 - Tax losses (25.4) (18.4) (7.0) - Other temporary differences (7.5) (6.3) 0.3 - 24.6 44.9 (9.5) (6.3)

The movement in deferred tax balance during the year is:

2012 2011 £m £m Net deferred tax liability at 1 January 44.9

49.7

Acquisition of subsidiaries (Note 6.1) 3.2

7.0

Disposal of subsidiaries (Note 6.3) -

(2.2)

Amounts credited to net profit (12.8)

(9.7)

Classified as held for sale (Note 6.4) (8.7) - Currency translation (2.0) 0.1 Net deferred tax liability at 31 December 24.6

44.9

Analysed in the statement of financial position, after

offset of balances within countries, as:

Deferred tax assets (3.0) - Deferred tax liabilities 27.6 44.9 24.6 44.9

The deferred tax asset of £3.0m (2011: nil) relates to tax losses and othertemporary differences. These have been recognised as the Group expects togenerate taxable profits against which these will be used.

The Group has unrecognised deferred tax assets of £50.3m relating to deductibletemporary differences and £140.2m (of which £93.6m will expire between 2019 and2032) relating to unused tax losses (2011: £55.6m and £148.1m (of which £102.7mwill expire between 2019 and 2031) respectively). No deferred tax asset hasbeen recognised in respect of these amounts due to the unpredictability offuture taxable profit streams. The Group also has unrecognised deferred taxassets of £56.4m (2011: £51.6m) relating to unused capital losses which canonly be utilised against future capital gains. At 31 December 2012, there was no deferred tax liability recognised for taxesthat would be payable on the unremitted earnings of the Group's subsidiaries asthe Group has determined that profits of subsidiaries will not be distributedin the foreseeable future. The temporary differences associated with investments in subsidiaries for whicha deferred tax liability has not been recognised amount in aggregate to £4.2bn(2011: £6.0bn). 3.3 Earnings per share

Basic earnings per share is calculated by dividing net profit for the yearattributable to owners of the parent entity by the weighted average number ofordinary shares outstanding during the year.

Adjusted basic earnings per share excludes amortisation of intangible assetsarising on acquisitions, deferred tax on amortisation of intangible assets,exceptional items and net financing expense adjustments (detailed in Note 5.4).

Diluted earnings per share takes into account the effects of dilutive options:those share options granted to employees where the exercise price is less thanthe average market price of the Company's ordinary shares during the year. Theimpact of dilutive securities in 2012 would be to increase weighted averageshares by 4.6 million shares (2011: 4.3 million shares).

The weighted average number of shares excludes ordinary shares held by theEmployee Share Ownership Plan (the `ESOP').

Continuing operations Weighted Weighted average average no. Earnings no. Earnings of per of per Earnings shares share Earnings shares share 2012 2012 2012 2011 2011 2011 £m million pence £m million pence Adjusted Group operating 177.0 174.2profit Net interest expense (27.9) (27.6) Pension schemes net finance 2.7 3.1income Adjusted profit before tax 151.8 149.7 Tax (17.4) (19.9) Non-controlling interests (10.5) (10.4) Adjusted earnings per share 123.9 244.4 50.7 119.4 243.5 49.0 Adjustments Amortisation of intangible (25.7) (10.5) (26.4) (10.8)assets arising onacquisitions Deferred tax on amortisation 10.2 4.2 6.3 2.6of intangible assets Exceptional items 2.2 0.9 (37.9) (15.6) Net financing income - other 0.1 - 0.5 0.2 Basic earnings per share 110.7 244.4 45.3 61.9 243.5 25.4 Dilution Options - 4.6 (0.8) - 4.3 (0.4) Diluted earnings per share 110.7 249.0 44.5 61.9 247.8 25.0 Adjusted earnings per share 123.9 244.4 50.7 119.4 243.5 49.0(as above) Options - 4.6 (0.9) - 4.3 (0.8) Diluted adjusted earnings 123.9 249.0 49.8 119.4 247.8 48.2per share Total Group Weighted Weighted average average no. Earnings no. Earnings of per of per Earnings shares share Earnings shares share 2012 2012 2012 2011 2011 2011 £m million pence £m million pence Adjusted Group operating 203.7 201.9 profit Net interest expense (27.9) (27.6) Pension schemes net finance 2.7 3.1 income Adjusted profit before tax 178.5 177.4 Tax (20.9) (26.3) Non-controlling interests (10.5) (10.4)

Adjusted earnings per share 147.1 244.4 60.2 140.7 243.5

57.8 Adjustments Amortisation of intangible (35.7) (14.6) (37.5) (15.4)assets arising onacquisitions Deferred tax on amortisation 13.5 5.6 9.7 4.0of intangible assets Exceptional items (177.4) (72.6) (37.7) (15.5) Net financing income - other 0.1 - 0.5 0.2 Basic earnings per share (52.4) 244.4 (21.4) 75.7 243.5 31.1 Dilution Options - 4.6 - - 4.3 (0.5)

Diluted earnings per share (52.4) 249.0 (21.4) 75.7 247.8

30.6

Adjusted earnings per share 147.1 244.4 60.2 140.7 243.5 57.8(as above) Options - 4.6 (1.1) - 4.3 (1.0) Diluted adjusted earnings 147.1 249.0 59.1 140.7 247.8 56.8per share

4. Statement of financial position

4.1 Goodwill

Goodwill is allocated and monitored by management at a cash generating unit(`CGU') level, consisting of the 13 business units operating across the Group'soperating segments. Not all business units are active in all segments; thereare 29 CGUs at 31 December 2012 (2011: 31 CGUs). For reporting purposes, theCGUs have been aggregated into the reportable segments, as shown in the tablesbelow. The CGUs are individually tested for impairment each year. 31 December 2012 Marketing Marketing Services Services PR - - Data Events Newswire Online Print Services Total £m £m £m £m £m £m Cost

At 1 January 2012 652.9 89.9 43.0 148.7 304.3 1,238.8

Acquisitions (Note 27.4 (1.0) - - 0.3 26.76.1) Disposals (Note 6.3) (2.1) - - (8.2) - (10.3) Transfers - - 23.6 - (23.6) - Classified as held (16.4) - - (86.8) (273.6) (376.8)for sale (Note 6.4)

Currency translation (20.5) (3.7) (4.5) (5.0) (7.4) (41.1)

At 31 December 2012 641.3 85.2 62.1 48.7 - 837.3 Impairment At 1 January 2012 13.6 - - 125.8 11.4 150.8

Charge for the year 1.0 - - - - 1.0

Classified as held (13.1) - - (75.6) (10.8) (99.5)for sale (Note 6.4)

Currency translation (0.5) - - (4.5) (0.6) (5.6)

At 31 December 2012 1.0 - - 45.7 - 46.7 Carrying amount At 1 January 2012 639.3 89.9 43.0 22.9 292.9 1,088.0

At 31 December 2012 640.3 85.2 62.1 3.0 - 790.6

The classification of the Delta businesses as held for sale is detailed in Note1. Goodwill of £23.6m was transferred from the Data Services segment to theMarketing Services - Online segment to be consistent with the productreporting, as described in Note 2 - Segment information. Impairment testing forthese businesses was performed before the reallocation took place. Within the Events segment, management considers the UBM TechWeb Events and UBMLive Events CGUs to be significant. The carrying amount of goodwill attributedto these CGUs at 31 December 2012 was £170.8m and £360.2m respectively (2011:£171.5m and £339.0m respectively). Within the Data Services segment, managementconsiders the UBM Medica Data Services CGU to be significant. The carryingamount of UBM Medica Data Services goodwill at 31 December 2012 is classifiedas held for sale (2011: £192.0m). The PR Newswire CGU as reported above is alsoconsidered to be significant. 31 December 2011 Marketing Marketing Services Services PR - - Data Events Newswire Online Print Services Total £m £m £m £m £m £m Cost At 1 January 2011 560.5 89.5 63.7 174.6 307.4 1,195.7 Acquisitions 54.5 - - - - 54.5 Disposals - - - (11.6) - (11.6) Transfer 34.7 - (21.0) (13.7) - - Currency 3.2 0.4 0.3 (0.6) (3.1) 0.2translation At 31 December 2011 652.9 89.9 43.0 148.7 304.3 1,238.8 Impairment At 1 January 2011 14.1 - - 126.2 11.3 151.6 Currency (0.5) - - (0.4) 0.1 (0.8)translation At 31 December 2011 13.6 - - 125.8 11.4 150.8 Carrying amount At 1 January 2011 546.4 89.5 63.7 48.4 296.1 1,044.1 At 31 December 2011 639.3 89.9 43.0 22.9 292.9 1,088.0

Goodwill of £34.7m relating to UBM Canon was transferred from the two MarketingServices segments to the Events segment on completion of the purchase priceallocation.

Impairment tests for goodwill For the years ended 31 December 2012 and 31 December 2011, the carrying amountof each CGU (excluding the Delta businesses in 2012) has been compared with itsestimated value in use. The UBM Electronics Events CGU has been impaired by

£1.0m.

The following key assumptions were used by management in the value in usecalculations: Pre-tax Perpetuity discount growth rate rate Cash flow forecasts % % Events 2012: 11.3 - 2012: 0.7 * Event revenue is expected to 13.9 - 2.5 continue to grow with continued expansion in emerging markets. 2011: 11.5 - 2011: 1.3 14.3 - 3.5 PR Newswire 2012: 13.1 2012: 2.3 * Continued steady growth of the core wire distribution, 2011: 11.7 2011: 2.0 engagement and workflow/data businesses. * Expansion into the marketing offerings. * Continued expansion in high growth markets such as China. * Continued investment in products, IT technology and in sales and marketing to drive continued growth in the changing competitive and technological environments. Marketing Services 2012: 10.4 - 2012: 0.7 * The continued rebalancing of the- Online 14.1 - 2.5 product portfolio, away from print to digital. 2011: 11.4 - 2011: 1.3 12.0 - 1.7 * Investment in products and IT technology. Marketing Services 2012: 13.0 - 2012: 1.7 * Continued rationalisation and- Print 19.7 optimisation of the print 2011: 1.3 portfolio with further non-core 2011: 11.5 - - 2.5 titles either closed or sold, 12.3 expected to result in stabilisation of print margins. Forecast cash flowsFor each CGU, the forecast cash flows for the first five years are based on themost recent financial budgets and forecasts approved by management. Theforecast cash flows, budgets and forecasts are based on assumptions thatreflect past experience, long term trends, industry forecasts and growth ratesand management estimates (see above). For each CGU, the forecast cash flows beyond the period covered by the mostrecent financial budgets and forecasts approved by management are based uponthe weighted average projected real gross domestic product growth rate in 2016of each of the territories in which the CGUs operate (2011: 2015). Growth ratesfor each territory have been weighted based on contribution to 2013 budgetedrevenue (2011: contribution to 2012 budgeted revenue). The growth rates used inthe value in use calculation range from 0.7% to 2.5% (2011: 1.3% to 3.5%),depending on the territories and industries in which each CGU operates. Discount rateThe discount rate for each CGU is based on the risk-free rate for 20 year USgovernment bonds, adjusted for a risk premium to reflect the increased risk ofinvesting in equities, the systematic risk of the specific CGU and taking intoaccount the relative size of the CGU and the specific territories in which itoperates. The increased risk of investing in equities is assessed using an equity marketrisk premium which reflects the increased return required over and above a riskfree rate by an investor who is investing in the whole market. The equitymarket risk premium used is based on studies by independent economists andhistorical equity market risk premiums.

The risk adjustment for the systematic risk, beta, of the CGU reflects therisks specific to the CGU for which the forecast cash flows have not beenadjusted. The adjustment to the rate has been determined by management using anaverage of the betas of comparable companies within respective sectors.

Sensitivities

Following the charge for impairment, the estimated recoverable amount of theUBM Electronics Events CGU is equal to its carrying amount of £2.5m at 31December 2012. Consequently, any adverse change in key assumption would, inisolation cause a further impairment loss to be recognised.

Other than as disclosed below, management believes that no reasonably possiblechange in any of the above key assumptions would cause the carrying amount ofany CGU to exceed its recoverable amount. The estimated recoverable amount ofUBM Connect Online is not significantly higher than its carrying amount. Thetables below show the carrying amount of the goodwill in the CGU, the amount bywhich the recoverable amount of the CGU exceeds the carrying amount of the CGU(the headroom) and the reasonably possible percentage changes needed inisolation in each of the key assumptions that would cause the recoverableamount of the CGU to be equal to its carrying amount. The cash flow forecastsfor 2012 and 2011 are expressed as the compound average growth rates in theinitial five year forecasts of the plans used for impairment testing. 31 December 2012 Change needed in assumption to reduce value in use to carrying amount Cash Goodwill Headroom Applied Applied Applied flow

Pre-tax Perpetuity

30 above cash pre-tax perpetuity five discount growth September carrying flow discount growth year rate rate 2012 amount forecast rate rate forecast percentage percentage £m £m % % % % points points UBM Connect 16.5 4.3 9.0 13.0 2.5 (13.7) 1.5 (1.8)Online 31 December 2011 Change needed in assumption to reduce value in use to carrying amount Cash Goodwill Headroom Applied Applied Applied flow

Pre-tax Perpetuity

30 above cash pre-tax perpetuity five discount growth September carrying flow discount growth year rate rate 2011 amount forecast rate rate forecast percentage percentage £m £m % % % % points points UBM Medica Events 5.0 2.0 22.5 14.0 3.5 (28.0) 3.4 (3.9) UBM Medica Data 200.0 31.5 4.9 11.8 3.2 (13.0) 1.3 (1.3)Services UBM Aviation Data 27.0 5.0 9.4 13.9 2.8 (15.0) 2.0 (2.1)Services UBM Global Trade 26.0 4.5 17.7 14.8 1.3 (16.0) 2.0 (2.6)Data Services

5. Capital Structure and financial policy

5.1 Movements in net debt

The definition of net debt has been changed in 2012 to include derivatives thatare associated with debt instruments. This facilitates a more accuratereflection of the estimated settlement at maturity and is consistent withreporting by other companies.

31 1 January Non-cash Exchange December 2012 items Cash flow movement 2012 £m £m £m £m £m Cash and cash equivalents 106.7 - (16.7) (3.1) 86.9(including held for sale) Bank overdrafts (0.1) - (0.1) - (0.2) Net cash 106.6 - (16.8) (3.1) 86.7 Bank loans due in less than (52.9) - 52.7 0.2 -one year Bank loans due in more than (87.8) - (94.9) 4.4 (178.3)one year Bonds due in more than one (492.3) (0.9) - 10.4 (482.8)year Borrowings (633.0) (0.9) (42.2) 15.0 (661.1) Derivative assets associated 23.3 3.2 - - 26.5with borrowings Derivative liabilities (22.2) 15.0 1.7 - (5.5) associated with borrowings Net debt (525.3) 17.3 (57.3) 11.9 (553.4) 31 1 January Non-cash Exchange December 2011 items Cash flow movement 2011 £m £m £m £m £m Cash and cash equivalents 125.9 - (19.7) 0.5 106.7 Bank overdrafts (0.1) - - - (0.1) Net cash 125.8 - (19.7) 0.5 106.6 Bank loans due in less than (0.2) (54.0) 0.2 1.1 (52.9)one year Bonds due in less than one (75.0) (19.1) 94.1 - -year Bank loans due in more than (65.8) 45.5 (68.7) 1.2 (87.8)one year Bonds due in more than one (469.4) (20.0) - (2.9) (492.3)year Borrowings (610.4) (47.6) 25.6 (0.6) (633.0) Derivative assets associated 6.8 16.5 - - 23.3with borrowings Derivative liabilities (26.1) 3.9 - - (22.2)associated with borrowings Net debt (503.9) (27.2) 5.9 (0.1) (525.3)

5.2 Cash and cash equivalents

2012 2011 £m £m Cash at bank and in hand 22.1 28.2 Short term deposits 64.8 78.5 Cash at bank and in hand held for sale (8.4) - 78.5 106.7 Cash at bank and in hand generally earns interest at floating rates based ondaily bank deposit rates. Short term deposits are made for varying periods ofbetween one day and three months and earn interest at the respective short-termdeposit rates. The majority of the Group's surplus cash is deposited with majorbanks with rating at least A (Standard and Poor's) or A2 (Moody's). 5.3 Borrowings 2012 2011 £m £m Current Bank overdrafts 0.2 0.1 €53.1m floating rate reset loans 2012 - 52.9 0.2 53.0 Non-current £300m variable rate multi-currency facility 2016 178.3

87.8

£250m 6.5% sterling bonds due 2016 263.9

262.4

$350m 5.75% dollar bonds due 2020 218.9 229.9 661.1 580.1 €53.1m floating rate reset loans 2012In March 2009, UBM raised €53.1m through two floating rate reset loans. Theloans bore interest for the first three years at six month EURIBOR plus 1.80%.In March 2012, as provided in the terms, the Group redeemed the loans by payingthe fair value of the instruments on that date, €63.3m (£52.7m). In 2011, thefuture estimated cash flows were re-assessed to include the expected cost ofsettling the option, resulting in a carrying amount of £52.9m and anexceptional interest expense of £8.5m at 31 December 2011. £300m variable rate multi-currency facility 2016In May 2011, the Group arranged a five year £300m variable rate multi-currencyfacility to replace the cancelled £325m variable rate multi-currency facilitydue 2012. The £300m facility bears interest of LIBOR plus 1.0% whilst the UBMplc rating is BBB-/Baa3 (UBM's current ratings). The future interest rate isdependent on the credit rating of UBM plc: the rate will be revised to LIBORplus 1.35% for a downgrade to BB+/Ba1; LIBOR plus 1.75% for downgrade to BB/Ba2or lower; LIBOR plus 0.85% for an upgrade to BBB/Baa2; or LIBOR plus 0.75% foran upgrade to BBB+/Baa1 or higher. In addition when in excess of 33% of thefacility is utilised an additional fee of 0.2% on the total amount drawn ispayable, this increases to 0.4% when in excess of 66% of the facility isutilised. The new facility will mature on 11 May 2016. Drawings under thefacility are as follows: Currency of borrowing 2012 2012 2011 2011 m £m m £m Canadian dollar 17.1 10.6 17.3 11.0 Euro 95.0 77.2 29.0 24.2 Sterling 83.0 83.0 40.0 40.0 Japanese yen 1,060 7.5 1,510.0 12.6 178.3 87.8

The undrawn portion of this facility is £121.7m (2011: £212.2m).

£250m 6.5% sterling bonds due 2016Issued at 99.384% of par, the bonds pay an annual interest coupon of 6.5% on 23November until maturity in 2016. The effective interest rate is 6.71%. Thecoupon of 6.5% would be increased by 1.25% in the event the Group's long termcredit rating were to be reduced below investment grade by either Standard andPoor's (below BBB-) or Moody's (below Baa3). The Group entered into currencyand interest rate swaps so that approximately £150m has been swapped intofloating rate US Dollars, at a rate of US LIBOR plus 3.14%. The Group enteredinto currency swaps so that approximately £100m was swapped into fixed rate USDollars, at a rate of 6.34%; these swaps were repaid on 3 October 2012 tomaintain an appropriate level of US dollar borrowings. $350m 5.75% dollar bonds due 2020The Group issued $350m fixed rate dollar bonds at 98.295% of par. The bonds paya 5.75% coupon on a semi annual basis on 3 May and 3 November until maturity in2020. The effective interest rate is 6.17%. The coupon of 5.75% would beincreased in the event the Group's long term credit rating were to be reducedbelow investment grade by either Standard and Poor's (below BBB-) or Moody's(below Baa3). The increase to the coupon would be 0.25% per `ratings notch' peragency. The Group entered into interest rate swaps so that $150m of the bondshas been swapped into floating rate US Dollars, at a rate of US LIBOR plus2.63%. On 3 October 2012, $50m of the interest rate swaps were dedesignated(further details in Note 5.4). 5.4 Net financing expense Before Before exceptional Exceptional exceptional Exceptional items items Total items items Total 2012 2012 2012 2011 2011 2011 £m £m £m £m £m £m Financing expense Borrowings and loans (28.9) - (28.9) (27.8) (8.5) (36.3) Other - - - (0.9) - (0.9) Total interest expense (28.9) - (28.9) (28.7) (8.5) (37.2)for financialliabilities notclassified at fairvalue through profit orloss Fair value movement on 1.0 - 1.0 7.8 - 7.8interest rate swaps Fair value movement on (1.1) - (1.1) (8.1) - (8.1)£250m bond Ineffectiveness on fair (0.1) - (0.1) (0.3) - (0.3)value hedges Fair value movement on 2.7 - 2.7 11.2 - 11.2interest rate swaps Fair value movement on (2.9) 4.0 1.1 (11.6) - (11.6)$350m bond Ineffectiveness on fair (0.2) 4.0 3.8 (0.4) - (0.4)value hedges Fair value movement on - (0.9) (0.9) - (1.8) (1.8)put options overnon-controllinginterests Fair value loss on - - - - (19.1) (19.1)redemption of £75mfloating rate resetbonds Foreign exchange loss (1.2) - (1.2) - - -on forward contracts Other fair value (0.2) - (0.2) - - -movements (30.6) 3.1 (27.5) (29.4) (29.4) (58.8) Financing income Interest income 1.0 - 1.0 1.1 - 1.1 Pension schemes net 2.7 - 2.7 3.1 - 3.1finance income Foreign exchange gain 1.7 - 1.7 - - - Foreign exchange gain - - - 1.2 - 1.2on forward contracts Other fair value 0.1 - 0.1 - - -movements 5.5 - 5.5 5.4 - 5.4 Net financing expense (25.1) 3.1 (22.0) (24.0) (29.4) (53.4) The ineffectiveness on fair value hedges represents the difference between thefair value movement of the interest rate swaps designated as hedge instrumentsand the fair value movement of the hedged portions of the £250m 6.5% sterlingbonds due 2016 and the $350m 5.75% dollar bonds due 2020.

The exceptional financing expenses for 2012 and 2011 comprise:

* £4.0m gain from the cessation of fair value hedge accounting for a $50m

portion of the $350m bond. This $50m portion of the bond is subsequently

accounted for at amortised cost; * £0.9m relating to the fair value movement on put options over non-controlling interests (2011: £1.8m);

* £8.5m within 2011 borrowings and loans relating to the re-assessment of the

amortised cost carrying amount of the €53.1m floating rate reset loans.

Further details are provided in Note 5.3; and

* £19.1m relating to the payment of the fair market value of the options

associated with the redemption of the £75m floating rate reset bonds in September 2011. 5.5 Equity and dividends Share capital Authorised 2012 2011 £m £m 1,217,124,740 (2011: 1,217,124,740) ordinary shares of 10 121.7 121.7pence each Ordinary Ordinary shares Shares Issued and fully paid Number £m At 1 January 2011 244,553,606 24.4 Issued in respect of share option schemes and other 225,429 0.1entitlements At 31 December 2011 244,779,035 24.5 Issued in respect of share option schemes and other 688,094 -entitlements At 31 December 2012 245,467,129 24.5 The ESOP Trust owns 0.48% (2011: 0.43%) of the issued share capital of theCompany in trust for the benefit of employees of the Group and theirdependents. The voting rights in relation to these shares are exercised by thetrustees. Dividends 2012 2011 £m £m Declared and paid during the year Equity dividends on ordinary shares

Second interim dividend for 2011 of 20.0p (2010: 19.0p) 48.9 46.2

Interim dividend for 2012 of 6.7p (2011: 6.3p) 16.4 15.3 65.3 61.5 Proposed (not recognised as a liability at 31 December) Equity dividends on ordinary shares Final dividend for 2012 of 20.0p (2011: 20.0p) 48.9

48.7

Pursuant to the Dividend Access Plan (`DAP') arrangements put in place as partof the Scheme of Arrangement, shareholders in the Company are able to elect toreceive their dividends from a UK source (the `DAP election'). Shareholders whoheld 50,000 or fewer shares (i) on the date of admission of the Company'sshares to the London Stock Exchange and (ii) in the case of shareholders whodid not own the shares at that time, on the first dividend record date afterthey become shareholders in the Company, unless they elect otherwise, will bedeemed to have elected to receive their dividends under the DAP arrangements.Shareholders who hold more than 50,000 shares and who wish to receive theirdividends from a UK source must make a DAP election. All elections remain inforce indefinitely unless revoked. Unless shareholders have made a DAPelection, or are deemed to have made a DAP election, dividends will be receivedfrom an Irish source and will be taxed accordingly.

Following the return of the Company to the UK on 30 November 2012, the DAP willno longer be required.

There are no income tax consequences to the Group arising from the payment ofdividends by the Company to its shareholders.

Other reserves Foreign currency Total Merger translation ESOP Other other reserve reserve reserve reserve reserves £m £m £m £m £m Balance at 1 January 2011 (732.2) 7.0 (8.8) 125.3 (608.7) Total comprehensive income for - 0.3 - - 0.3the year1 Shares awarded by ESOP - - 3.3 - 3.3 Balance at 31 December 2011 (732.2) 7.3 (5.5) 125.3 (605.1) Total comprehensive income for - (10.6) - - (10.6)the year2 Shares awarded by ESOP - - 15.5 - 15.5 Own shares purchased by the - - (8.1) - (8.1)Company

Balance at 31 December 2012 (732.2) (3.3) 1.9 125.3 (608.3)

1 The amount included in the foreign currency translation reserve for 2011represents the currency translation difference on foreign operations on Groupsubsidiaries of £0.9m (excluding £0.4m relating to non-controlling interests),on net investment hedges of £(0.7)m and on joint ventures and associates of£0.1m.

2 The amount included in the foreign currency translation reserve for 2012represents the currency translation difference on foreign operations on Groupsubsidiaries of £17.8m (excluding £(2.2)m relating to non-controllinginterests), on net investment hedges of £(28.2)m and on joint ventures andassociates of £(0.2)m.

Merger reserveThe merger reserve is used to record entries in relation to certainreorganisations that took place in previous accounting periods. The majority ofthe balance on the reserve relates to the capital reorganisation that tookplace in 2008 which created a new holding company which is UK-listed,incorporated in Jersey and with its tax residence in the Republic of Ireland.The return of the Company's tax residency to the United Kingdom has had noimpact on these balances. Foreign currency translation reserveThe foreign currency translation reserve is used to record exchange differencesarising from the translation of the financial statements of foreignsubsidiaries. It is also used to record the effect of hedging net investmentsof foreign operations. Of this balance a gain of £24.9m will be recycled to theincome statement in 2013 on completion of the disposal of the Delta businesses(as disclosed in Note 6.4). ESOP reserveThe ESOP reserve records ordinary shares held by the ESOP to satisfy futureshare awards. The shares are recorded at the cost of purchasing shares in theopen market. During the year ended 31 December 2012, 2,675,000 shares werepurchased by the ESOP (2011: nil shares). 6. Acquisitions and disposals 6.1 Acquisitions The Group completed ten acquisitions in 2012 none of which were individuallysignificant (2011: eight acquisitions of which International Business EventsLimited, owner of the Ecobuild exhibition business, (`Ecobuild') wassignificant). Details of acquisitions have been provided in aggregate in thetable below. Note 6.2 provides details of equity transactions which are thoseacquisitions where the Group already held control prior to the transaction.

Acquisitions

The fair value of the identifiable assets and liabilities acquired in respectof acquisitions (excluding equity transactions) made in 2012 are:

All acquisitions 2012 £m Intangible assets 14.4 Trade and other receivables 3.3 Cash and cash equivalents 0.2 Total assets 17.9 Trade and other payables (6.0) Deferred tax liability (3.2) Total liabilities (9.2) Identifiable net assets acquired

8.7

Goodwill arising on acquisition

27.7

Contingent consideration adjustments on pre 1 (1.0)January 2010 acquisitions Non-controlling interests (5.0) 30.4 Trade and other receivables acquired have been measured at fair value which isthe gross contractual amounts receivable. All amounts recognised are expectedto be collected.

The intangible assets acquired as part of the acquisitions were:

Total 2012 £m Brands 7.4 Order backlog 0.6 Customer relationships 5.6 Customer contracts and relationships 6.2 Databases 0.8 Total 14.4

For significant acquisitions, management is assisted by external advisors inidentifying and measuring the fair values of any intangible assets acquired.

The total consideration transferred on acquisitions (excluding equitytransactions) is as follows: All acquisitions 2012 £m Cash and cash equivalents 24.8 Fair value of contingent consideration 4.7 Deferred consideration 1.9 Contingent consideration adjustments on pre 1 (1.0)January 2010 acquisitions Total consideration transferred

30.4

Acquisition costs of £1.0m (2011: £2.9m) have been recognised as an exceptionaloperating item in the income statement (Note 3.1) and are included in operatingcash flows in the statement of cash flows.

Cash flow effect of acquisitions

The aggregate cash flow effect of acquisitions was as follows:

2012 £m Net cash acquired with the subsidiaries

(0.2)

Cash paid to acquire subsidiaries

24.8

Contingent consideration paid: 2007 acquisitions 0.9 2008 acquisitions 3.3 2009 acquisitions 1.4 2010 acquisitions 9.0 2011 acquisitions 14.4 2012 acquisitions 2.1 Deferred consideration paid: 2010 acquisitions 0.1 2011 acquisitions 1.6 2012 acquisitions 0.2 Net cash outflow on acquisitions

57.6

The Group paid £31.1m of contingent consideration during 2012 in relation tothe 2007 acquisition of Vintage Filings LLC, the 2008 acquisitions ofAerostrategy's aviation business, Global Games Media and SanguineMicroelectronics, the 2009 acquisition of Virtual Press Office, the 2010acquisitions of Game Advertising Online, SharedVue, CenTradeX Inc., PR Newswiredo Brazil, the Shanghai International Children-Baby-Maternity Products Expo,Astound LLC, The Route Development Group and Hors Antenne, the 2011acquisitions of Rotaforte International Trade Fairs & Media, AMB ExhibitionsSdn Bhd and AMB Exhibitions Events Sdn Bhd, International Business Events,Index Furniture Fairs Private Limited, Online Marketing Summit and RenewableEnergy India and the 2012 acquisitions of Shanghai UBM ShowStar Exhibition Co.Limited. The Group also paid £1.9m of deferred consideration during 2012 inrelation to the 2011 acquisitions of Rotaforte International Trade Fairs &Media, AMB Exhibitions Sdn Bhd and AMB Exhibitions Events Sdn Bhd, UBMCatersource LLC, Online Marketing Summit and Renewable Energy India and the2012 acquisition of Shanghai International Wine & Spirits Exhibition.

2012 acquisitions

Each of the acquisitions add further industry-leading exhibitions to each ofthe Group's community portfolios and are in line with the Group's strategy toenhance and expand its international presence in geographic regions ofsignificant growth. The goodwill of £27.7m recognised for other acquisitionsrelates to certain intangible assets that cannot be individually separated.These include items such as customer loyalty, market share, skilled workforceand synergies expected to arise after the acquisition completion. Of thegoodwill arising, an amount of £2.3m is expected to be deductible for taxpurposes. The Group has acquired 100% of the voting rights in all cases whereacquisitions involved the purchase of companies unless otherwise stated below.All 2012 acquisitions where less than 100% of the voting rights of a companywere purchased have been accounted for using the full goodwill method. Theacquisition accounting for Insight Media Limited has been determined on aprovisional basis as the valuation exercise at the date of acquisition isongoing. Initial and 2012 deferred Maximum acquisition consideration contingentAcquisition date Activity Segment £m consideration 4G World 1 February Telecoms and Events 2.6 -telecoms and wireless eventwireless tradeshow Insight Media 14 February Annual event Events 1.7 -Limited focussing on(remaining 75%) airport commercialowner of activities andAirport Cities land use, theWorld development of Exhibition and airport cities and Conference associated urban(`ACE') planning issues Malaysian 20 February Export oriented Events 9.9 -International furniture tradeFurniture Fair show held annually in Kuala Lumpur Shanghai UBM 22 March China's leading Events 4.0 £3.4m payableShowstar dental industry over the nextExhibition Co exhibition three yearsLimited (70%) anewly formedcompany thatowns DenTechChina Negocios nos 12 April South America's Events 6.7 -Trilhos leading railwayParticipacoes industryLtda (`NT exhibitionExpo') Official Board 1 May North American Data 0.6 -Markets and paid subscription ServicesPaperboard price indexPackaging(`OBM') Bench$mart 1 May Price benchmarking Data 0.2 £0.1m payable service Services over the next year Shanghai 12 July Twice yearly wine Events 0.6 £0.1m to beInternational exhibition in paid withinWine & Spirits China 30 days ofExhibition the 2013 spring event I.C.C. 15 October Operator of the Events 2.3 £1.1m payable Fuarcilik ve leading baby show over the nextOrganizasyon in Turkey (EFEM) three yearsTicaret A.S(70%) Eco Exhibitions 18 December South Asia's Events 0.6 -Sdn Bhd (65%) biggest event forowner of sustainableGreenbuild Asia building design and construction 29.2 £4.7m Put and call options The following put and call options were entered into as part of acquisitions inthe year. Put options are reported within derivative financial instruments. Thefair value of call options are not material to the Group. 2012 Option price Option exercise date £m Eco Exhibitions Sdn Bhd 35% 5.7x EBITA Call: From the fifth 0.6put and call options capped at MYR anniversary of 20m (£4.1m) completion of the 2013 event Put: From the third anniversary of completion of the 2013 event Put options over non- controlling interests 2012 £m At 1 January (13.4) Acquisitions (Note 6.1) (0.6) Changes in estimates (income (0.9)statement) Currency translation 1.3 At 31 December (13.6)

Contingent and deferred consideration

The potential undiscounted amount for all future payments that the Group couldbe required to make under the contingent consideration arrangements for 2012acquisitions are between nil and the maximum amounts disclosed by acquisitionon the previous pages; £4.7m in aggregate (maximum remaining at 31 December2012 for 2011 and 2010 acquisitions: £12.0m and £42.7m respectively). Thecontingent consideration for each acquisition made during the year is based onthe terms set out in the relevant purchase agreements. The amounts recognisedin the consideration tables as the fair values of contingent considerationshave been determined by reference to the projected financial performance inrelation to the specific contingent consideration criteria for eachacquisition. The movement in the contingent and deferred consideration payable during theyear was: Contingent Deferred Total 2012 2012 2012 £m £m £m At 1 January 37.3 5.7 43.0 Acquisitions and equity 6.0 1.9 7.9transactions Consideration paid (31.1) (1.9) (33.0) Changes in estimates (1.0) - (1.0)(goodwill) Changes in estimates (2.9) - (2.9)(income statement) Classified as held for (0.1) - (0.1)sale (Note 6.4) Currency translation (0.7) (0.1) (0.8) At 31 December 7.5 5.6 13.1 Current 4.9 5.6 10.5 Non-current 2.6 - 2.6 At 31 December 7.5 5.6 13.1 Acquisition performance From their respective dates of acquisition to 31 December 2012, theacquisitions completed in 2012 contributed £4.1m to operating profit and £10.7mto revenue of the Group. If the acquisitions had taken place at the beginningof 2012, the acquisitions would have contributed £5.1m of operating profit and£13.0m to revenue of the Group.

6.2 Equity transactions

On 23 January 2012, the Group acquired the remaining 21% minority shareholdingof RISI Inc. for initial consideration of $0.4m (£0.2m) and a furtherperformance related consideration of up to $6.8m (£4.3m) payable over the nextfour years. This equity purchase brings the Group's total shareholding in RISIInc. to 100%. On 18 May 2012, the Group acquired an additional 25% shareholding in ShanghaiExpobuild International Exhibition Company Limited (`Expobuild') for total cashconsideration of £0.4m. This equity purchase brings the Group's totalshareholding in Expobuild to 70.5%. On 31 October 2012, the Group acquired the remaining 50% minority shareholdingof Canada Newswire for total cash consideration of £30.1m. This equity purchasebrings the Group's total shareholding in Canada Newswire to 100%. RISI Canada Inc Expobuild Newswire Total 2012 2012 2012 2012 £m £m £m £m Cash paid 0.2 0.4 30.1 30.7 Contingent consideration 1.3 - - 1.3 Carrying amount of non-controlling (0.7) (0.4) (2.5) (3.6)interest at acquisition date Recognised in equity 0.8 - 27.6 28.4 6.3 Disposals Gain/ Initial and (loss)2012 disposals 2012 contingent on disposal consideration disposalDisposal date Activity Segment £m £m Belgium medical 9 January Market leading Marketing - 0.4print activities, provider of Servicesretaining a 50% media-based - Printequity share1 marketing services for Belgian healthcare professionals UK agriculture 19 March Portfolio Marketing 10.3 1.4and medical includes Farmers Servicesgeneral Guardian and - Printpractitioner Pulse magazinesportfolios CME LLC 30 March Owner of Psych Events 0.6 (0.5) Congress, continuing medical education programmes for clinicians Thermalies 26 July A hydrotherapy, Events 0.7 - thalassotherapy and well-being event, held annually in Paris Musical America 15 December An annual print Marketing 0.1 0.1 directory of Services artists and - Print performers, supported by an online version of the directory Oil Price Daily 19 December A daily Marketing 0.2 0.2 publication of Services prices for - Print gasoline, diesel and bunker fuels at key markets around the world 11.9 1.6

1 The Group accounts for the remaining interest as a joint venture, valued at£1.3m.

The aggregate effect of the disposals on the Group's assets and liabilitieswere as follows: 2012 £m Goodwill (10.3) Property, plant and equipment (0.1) Trade and other receivables (1.6) Cash and cash equivalents (1.8) Total assets (13.8) Trade and other payables 4.4 Total liabilities 4.4 Identifiable net assets (9.4) Costs associated with disposal

(2.2)

Fair value of retained interest 1.3 Gain on disposal (1.6) Consideration received 11.9 Less cash disposed and deferred consideration (1.8) Net cash inflow 10.1

6.4 Discontinued operations and assets held for sale

As disclosed in Note 1, the Group has classified the Delta businesses asdiscontinued operations at 31 December 2012.

The results of the discontinued operations which have been included in theconsolidated income statement were as follows:

2012 2011 £m £m Revenue 179.3 190.0 Operating expenses (153.3) (162.9) Amortisation of intangible assets arising on acquisitions (10.0) (11.1) Exceptional operating items 1.8 0.2 Share of results from joint ventures and associates (after 0.7 0.6tax) Operating profit from discontinued operations 18.5 16.8 Financing income - - Financing expense - - Profit before tax attributable to discontinued operations 18.5 16.8 Attributable tax (0.2) (3.0) Profit after tax from discontinued operations 18.3 13.8 Loss on assets held for sale (181.4) - Attributable tax - -

(Loss)/profit for the year from discontinued operations (163.1) 13.8

Earnings per share for discontinued operations Basic (66.7)p 5.7p Diluted (66.7)p 5.6p

Reconciliation of adjusted operating profit from discontinued operations

2012 2011 £m £m Operating profit from discontinued operations 18.5

16.8

Amortisation of intangible assets arising on acquisitions 10.0 11.1 Exceptional items (1.8) (0.2)

Adjusted operating profit from discontinued operations 26.7 27.7

Net cash flows attributable to discontinued operations

2012 2011 £m £m Net cash from operating activities 15.0

16.6

Net cash from investing activities (5.2)

(4.6)

Net cash from financing activities (13.8)

(15.6)

Net cash flows attributable to discontinued operations (4.0) (3.6)

Loss on assets held for sale

2012 £m Impairment charge (159.6) Costs of sale (21.8) Loss on assets held for sale

(181.4)

Exceptional operating items

1.8

Total exceptional items from discontinued operations

(179.6)

The classification as held for sale requires assets and liabilities to bemeasured at the lower of their carrying amounts and fair value less costs tosell. The goodwill has been reduced to reflect the sale consideration in thebinding sale agreement, resulting in an impairment charge of £159.6m. The loss on assets held for sale also includes costs incurred in relation tothe disposal. Costs of sale include professional fees of £8.5m, disposal andseparation costs of £9.2m and £4.1m of costs incurred in preparing the businessfor sale. Assets held for sale measured at the lower of their carrying amounts and fairvalue less costs to sell 2012 2011 £m £m Goodwill 117.7 - Intangible assets 24.8 - Property, plant and equipment 8.0

-

Investments in joint ventures and associates 3.1 - Inventories 5.6 - Trade and other receivables 39.8 - Cash and cash equivalents 8.4 - Assets of disposal group classified as held for sale 207.4 - Trade and other payables (58.5) - Current tax liability (2.0) - Deferred tax liability (8.7) - Liabilities associated with assets of disposal group (69.2) -classified as held for sale Net assets classified as held for sale 138.2

-

7. Events after the reporting period

As disclosed in Note 1, on 5 February 2013 the Group received a binding offerfrom Electra Partners LLP to purchase Delta for consideration of £160.0mincluding a £40.0m vendor loan note.