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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 20-F

Commission File Number 001-35627

MANCHESTER UNITED plc
(Exact name of Registrant as specified in its charter)

Not Applicable
(Translation of Company's name into English)

Cayman Islands
(Jurisdiction of incorporation or organization)

Sir Matt Busby Way, Old Trafford,
Manchester, England, M16 0RA
(Address of principal executive offices)

Edward Woodward
Executive Vice Chairman
Sir Matt Busby Way, Old Trafford,
Manchester, England, M16 0RA Telephone No. 011 44 (0) 161 868 8000
E-mail: ir@manutd.co.uk
(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

            Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report.

40,025,28040,194,754 Class A ordinary shares
124,000,000 Class B ordinary shares

            Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o    No ý

            If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes o    No ý

            Note—Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

            Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý    No o

            Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes o    No ý

            Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.filer or an emerging growth company. See definition of "accelerated filer and large"large accelerated filer", "accelerated filer", and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

            If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. o

            Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

            If "Other" has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17 o    Item 18 o

            If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o    No ý

†

The term "new or revised financial accounting standard" refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

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GENERAL INFORMATION

        In this annual report on Form 20-F ("Annual Report") references to:

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"Manchesterto "Manchester United," "the Company," "our Company," "our business," "we," "us" and "our" are, as the context requires, to Manchester United plc together with its consolidated subsidiaries as a consolidated entity, for all periods following the reorganization transactions (see below); and



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"we," "us" and "our" for periods prior to the reorganization transactions are to Red Football Shareholder Limited together with its consolidated subsidiaries as a consolidated entity.

        Throughout this Form 20-F, we refer to the following football leagues and cups:

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the Football AssociationEnglish Premier League (the "Premier League");



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the Emirates FA Cup (the "FA Cup");



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the English Football League Cup (the "EFL Cup");



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the Union of European Football Associations Champions League (the "Champions League"); and



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the Union of European Football Associations Europa League (the "Europa League").

        The term "Matchday" refers to all domestic and European football match day activities from Manchester United games at Old Trafford, the Manchester United football stadium, along with receipts for domestic cup (such as the EFL Cup and the FA Cup) games not played at Old Trafford. Fees for arranging other events at the stadium are also included as Matchday revenue.

REORGANIZATION TRANSACTIONS AND INITIAL PUBLIC OFFERING

        Before 9 August 2012, we conducted our business through Red Football Shareholder Limited, a private limited company incorporated in England and Wales, and its subsidiaries. Prior to the reorganization transactions, Red Football Shareholder Limited was a direct, wholly-owned subsidiary of Red Football LLC, a Delaware limited liability company. On 30 April 2012, Red Football LLC formed a wholly-owned subsidiary, Manchester United Ltd., an exempted company with limited liability incorporated under the Companies Law (2011 Revision) of the Cayman Islands, as amended and restated from time to time. On 8 August 2012, Manchester United Ltd. changed its legal name to Manchester United plc.

        On 9 August 2012, Red Football LLC contributed all of the equity interest of Red Football Shareholder Limited to Manchester United plc. As a result of these transactions, Red Football Shareholder Limited became a direct, wholly-owned subsidiary of Red Football Holdings Limited, which is in turn, a wholly-owned subsidiary of Manchester United plc and our business is now conducted through Manchester United plc and its subsidiaries. We refer to these events throughout this Annual Report collectively as the "reorganization transactions."

        Immediately following the reorganization transactions, Manchester United plc had in issue 124,000,000 Class B ordinary shares and 31,352,366 Class A ordinary shares, totaling 155,352,366 ordinary shares with a total subscribed capital of £75,000. As a result, historic earnings per share calculations reflect the capital structure of the new parent. The reorganization transactions have been treated as a capital reorganization. In accordance with International Financial Reporting Standards ("IFRS"), historic earnings per share calculations and the balance sheet as of 30 June 2012 were restated retrospectively to reflect the capital structure of the new parent rather than that of the former parent, Red Football Shareholder Limited.

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        On 10 August 2012, the Company issued 8,333,334 Class A ordinary shares and listed such shares on the New York Stock Exchange at a price of $14.00 per share (the "IPO").

PRESENTATION OF FINANCIAL AND OTHER DATA

        We report under IFRS, as issued by the International Accounting Standards Board (the "IASB"), and International Financial Reporting Interpretations Committee interpretations. None of the financial statements were prepared in accordance with generally accepted accounting principles in the United States. Prior to the reorganization transactions, we conducted our business through Red Football Shareholder Limited and its subsidiaries. Unless otherwise specifically stated, the historical financial information presented in this Annual Report is presented for the following entities:

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with respect to the financial information presented as of and for the year ended 30 June 2012, Red Football Shareholder Limited and its consolidated subsidiaries; and



•

with respect to the financial information presented as of and for the years ended 30 June 2016, 2015, 2014 and 2013, Manchester United plc and its consolidated subsidiaries.

        All references in this Annual Report to (i) "pounds sterling," "pence," "p" or "£" are to the currency of the United Kingdom, (ii) "US dollar," "USD" or "$" are to the currency of the United States, and (iii) "Euro" or "€" are to the currency introduced at the start of the third stage of European economic and monetary union pursuant to the treaty establishing the European Community, as amended.

IMPLICATIONS OF BEING AN EMERGING GROWTH COMPANY

        We qualify as an "emerging growth company" as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). An emerging growth company may take advantage of specified reduced reporting and other burdens that are otherwise applicable generally to public companies. These provisions include an exemption from the auditor attestation requirement in the assessment of our internal control over financial reporting pursuant to the Sarbanes-Oxley Act of 2002 (the "Sarbanes-Oxley Act").

        We may take advantage of these provisions until we are no longer an emerging growth company. We will cease to be an emerging growth company as of 30 June 2018 or such earlier time if we have more than $1.0$1.07 billion in annual revenue, have more than $700 million in market value of our ordinary shares held by non-affiliates, or issue more than $1.0 billion of non-convertible debt over a three-year period. We may choose to take advantage of some but not all of these reduced burdens. We have not taken advantage of any of these reduced reporting burdens in this filing other than the exemption from the auditor attestation requirement pursuant to the Sarbanes-Oxley Act, although we may choose to do so in future filings.

        The JOBS Act permits an "emerging growth company" to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. We

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previously chose to "opt out" of this provision and, as a result, we are complying, and will continue to comply, with new or revised accounting standards as required when they are adopted. This decision to opt out of the extended transition period is irrevocable.

FORWARD-LOOKING STATEMENTS

        This Annual Report contains estimates and forward-looking statements. Our estimates and forward-looking statements are mainly based on our current expectations and estimates of future events and trends, which affect or may affect our businesses and operations. Although we believe that these estimates and forward-looking statements are based upon reasonable assumptions, they are subject to numerous risks and uncertainties and are made in light of information currently available to us. Many

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important factors, in addition to the factors described in this Annual Report, may adversely affect our results as indicated in forward-looking statements. You should read this Annual Report completely and with the understanding that our actual future results may be materially different and worse from what we expect.

        All statements other than statements of historical fact are forward-looking statements. The words "may," "might," "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "seek," "believe," "estimate," "predict," "potential," "continue," "contemplate," "possible" and similar words are intended to identify estimates and forward-looking statements.

        Our estimates and forward-looking statements may be influenced by various factors, including without limitation:

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our dependence on the performance and popularity of our first team;



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maintaining, enhancing and protecting our brand and reputation, particularly in new markets, in order to expand our follower and sponsorship base;



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our reliance on European competitions as a source of future income;



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the negotiation and pricing of key media contracts outside our control;



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actions taken by other Premier League clubs that are contrary to our interests;



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the potential impact of the United Kingdom's decision to exit from the European Union on the movement of players or other regulations;



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our ability to attract and retain key personnel, including players, in an increasingly competitive market with increasing salaries and transfer fees;



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our ability to execute a digital media strategy that generates the revenue we anticipate;



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our ability to meet growth expectations and properly manage such anticipated growth;



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our ability to maintain, train and build an effective international sales and marketing infrastructure, and manage the risks associated with such an expansion;



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our ability to renew or replace key commercial agreements on similar or better terms, or attract new sponsors;



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our ability to protect ourselves from cyber-attack on our IT systems which could compromise our IT operational capability;



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our exposure to credit related losses in connection with key media, commercial and transfer contracts;



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our relationship with the various leagues to which we belong and the application of their respective rules and regulations;

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right to create and operate Manchester United branded soccer schools, physical retail channels and e-commerce retail channels. These are business areas that were previously operated by Nike and the reversion of these rights to Manchester United provides us with increased commercial opportunities and control. In the future, we plan to invest to expand our portfolio of product licensees to enhance the range of product offerings available to our followers. Additionally, we may also seek to refine how we segment the different elements of this business. We may also increase our focus on developing these rights more proactively, alone or with other partners.



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Continue to invest in our team, facilities and other brand enhancing initiatives:  Dating back to our first league championship in 1908 through present day, where we have earned a record number of English League titles, we have enjoyed a rich tradition of football excellence. We believe our many years of on field success coupled with an iconic stadium and high level of fan engagement has driven our leading global brand. We are well positioned to continue reinvesting our free cash flow in brand enhancing initiatives. Our brand begins with strong on-field performance, and we remain committed to attracting and retaining the highest quality players for our first team and coaching staff. To maintain our high standard of performance we anticipate a higher level of net player capital expenditures and player wageswill continue to retain talent and enhance the caliber ofinvest in our team in the near term.team. We will also continue to invest in our facilities, including the Old Trafford Stadium, to maintain the quality of service, enhance the fan experience and drive their high level of engagement and loyalty. We have undertaken several recent initiatives at Old Trafford to enhance our Matchday revenue, profitability and the fan experience including restructuring the composition of our stadium, with a particular emphasis on developing premium seating and hospitality facilities. Our commitment to the fan experience has resulted in strong fan loyalty with over two million in annual attendance and 99% average attendance for all of our Premier League Games since the 1997/98 season. Furthermore, we continue to invest in several other areas including our mobile & content assets and emerging markets to grow our global fan base and increase our ability to engage with our fans in multiple ways. We remain committed to investing in our team, our facilities and other initiatives to continue our many years of success and enhance our brand globally. We expect these initiatives will continue to be key drivers of our sales, profit and leading brand recognition going forward.



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Exploit mobile & content opportunities:  The rapid shift of media consumption towards internet, mobile and social media platforms presents us with multiple growth opportunities and new revenue streams. Our digital media platforms, such as mobile sites, applications and social media, are expected to become one of the primary methods by which we engage and transact with our followersfans around the world. We continue to evolve our media team's capability to address these opportunities. In January 2013, we also acquired the remaining one-third stake in MUTV. Together these actions help to ensure that we have both a greater degree of control over the production, distribution and quality of our proprietary content and better insight into how to

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evolve our mobile & content strategy as we continue to develop and roll out carefully targeted new products and services.

In the 2016/17 season we developed and launched a D2C mobile application which enabled our fans to watch our 2017 Tour matches and other content live. This application has enabled us to exploit new overseas territories and, for the first time in the UK and Ireland, fans can watch our MUTV channel through their web browser without a cable or satellite subscription.

In addition to developing our own digital properties, we intend to leverage third party media platforms and other social media as a means of further engaging with our followersfans and creating a source of traffic for our digital media assets. Our mobile & content offerings are in the early stages of development and present opportunities for future growth. We believe we have the opportunity to further leverage our extensive CRM database, which includes over 43.747.3 million CRM records, our more than 69.873.6 million Facebook connections and more than 813.6 million Twitter account followers,.accounts followers. We plan to implement a carefully considered strategy to target these individuals as part of our overall digital media rollout plan.




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Enhance the reach and distribution of our broadcasting rights:  We are well-positioned to benefit from the increased value and the growth in distribution associated with the Premier League, the Champions League and other competitions. In February 2015, the Premier League announced a new UK television rights contract with Sky Sports and BT Sport worth £5.136 billion for the three seasons commencing with the 2016/17 season for its live domestic rights. The deal marked a significant increase of over 70% on the currentprevious contract and represents the largest UK TV rights deal ever signed. Coming on the heels of the currentprevious deal, which also represented an increase of over 60% on the rights for the three seasons commencing with the 2010/11 season, we believe this affirms the increasing demand for live sports and football in particular. Unlike other television programming, the unpredictable outcomes of live sports ensures that individuals consume sports programming in real time and in full, resulting in higher audiences and increased interest from television broadcasters and advertisers.

Furthermore, MUTV, our global broadcasting platform, delivers Manchester United programming to over 56 countries and territories around the world. We plan to continue to expand the distribution of MUTV supported by improving the quality of its content and its production capabilities.

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Diversify revenue and improve margins:  We aim to increase the revenue and operating margins of our business as we further expand our high growth commercial businesses, including sponsorship, retail, merchandising, licensing and mobile & content.

Our Market Opportunity

        We believe that we are one of the world's most recognizable global brands with a community of 659 million followers. Manchester United is at the forefront of live football, which is a key component of the global sports market.

        Other markets driving our business include the global advertising market, the global pay television market and the global apparel market.

        While our business represents only a small portion of our addressable markets and may not grow at a corresponding rate, we believe our global reach and access to emerging markets position us for continued growth.

Our Team's History

        Founded in 1878 as Newton Heath L&YR Football Club, our club has operated for over 138139 years. The team first entered the English First Division, then the highest league in English football, for the start of the 1892-93 season. Our club name changed to Manchester United Football Club in 1902, and we won the first of our 20 English League titles in 1908. In 1910, we moved to Old Trafford, our current stadium.




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        In the late 1940s, we returned to on-field success, winning the FA Cup in 1948 and finishing within the top four league positions during each of the first five seasons immediately following the Second World War. During the 1950s, we continued our on-field success under the leadership of manager Sir Matt Busby, who built a popular and famous team based on youth players known as the "Busby Babes."

        In February 1958, an airplane crash resulted in the death of eight of our first team players. Global support and tributes followed this disaster as Busby galvanized the team around such popular players as George Best, Bobby Charlton and Denis Law. Rebuilding of the club culminated with a victory in the 1968 European Cup final, becoming the first English club to win this title.




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        This storied history preceded the highly successful modern era of Manchester United which began in earnest in 1986 when the club appointed Sir Alex Ferguson as manager. In 1990, we won the FA Cup and began a period of success that has continued until the present day. Since 1992, we have won the Premier League 13 times. In total, we have won a record 20 English League titles, 12 FA Cups, 45 EFL Cups, 3 European Champions Cups and 1 FIFA Club World Cup, making us one of the most successful clubs in England.

        At the end of the 2012/13 season, Sir Alex Ferguson retired as team manager. Sir Alex remains a key member of the club as he is a director of Manchester United FC. More recently, Louis van Gaal was manager for the 2014/15 and 2015/16 seasons, winning the FA Cup in the 2015/16 season.

        On 27 May 2016, we announced Jose Mourinho as the new team manager of Manchester United under a three-year contract. Jose Mourinho has managed at the top level of European football for over a decade and in that time has won league titles and cups in four countries (Portugal, England, Italy and Spain) as well as winning the UEFA Champions League twice—in 2004 with FC Porto and in 2010 with Inter Milan. In the first season under his leadership (2016/17) we won the EFL Cup and the Europa League.

        Since the inception of the Premier League in 1992, our club has enjoyed consistent success and growth with popular players such as Bryan Robson, Ryan Giggs, Eric Cantona, David Beckham, Ryan Giggs, Paul Scholes, Bryan Robson, Cristiano Ronaldo and Wayne Rooney. The popularity of these players, our distinguished tradition and history, and the on-field success of our first team have allowed us to expand the club into a global brand with an international follower base.




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        The following graph shows the successperformance of our first team in the Premier League over the last 2425 seasons:


FA Premier League Finishing Positions




        Our Old Trafford stadium, commonly known as "The Theatre of Dreams," was originally opened on 19 February 1910 with a capacity of approximately 80,000. During the Second World War, Old Trafford was used by the military as a depot, and on 11 March 1941 was heavily damaged by a German bombing raid. The stadium was rebuilt following the war and reopened on 24 August 1949. The




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addition of floodlighting, permitting evening matches, was completed in 1957 and a project to cover the stands with roofs was completed in 1959. After a series of additions during the 1960s, 1970s and early 1980s, capacity at Old Trafford reached 56,385 in 1985. The conversion of the stadium to an all-seater reduced capacity to approximately 44,000 by 1992, the lowest in its history. Thereafter, we began to expand capacity throughout the stadium, bringing capacity to approximately 58,000 by 1996, approximately 68,000 by 2000, and approximately 76,000 in 2006. Current capacity at Old Trafford is 75,643.




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        The following chart shows the historical success of our first team by trophies won:


TROPHIES WON


FA Premier League/Football League Division One												FA Charity/Community Shield
Premier League/Football League Division One																							Premier League/Football League Division One											FA Charity/Community Shield
1908			1965			1997			2007			1908			1967			1996			2011				1965			1997			2007			1908			1967			1996			2011
1911			1967			1999			2008			1911			1977			1997			2013				1967			1999			2008			1911			1977			1997			2013
1952			1993			2000			2009			1952			1983			2003			2016				1993			2000			2009			1952			1983			2003			2016
1956			1994			2001			2011			1956			1990			2007							1994			2001			2011			1956			1990			2007
1957			1996			2003			2013			1957			1993			2008							1996			2003			2013			1957			1993			2008
												1965			1994			2010																1965			1994			2010
FA Cup	FA Cup											EFL/Football League Cup											FA Cup											EFL/Football League Cup
1909			1977			1990			1999			1992			2006			2009			2010				1977			1990			1999			1992			2009			2010			2017
1948			1983			1994			2004																1983			1994			2004			2006
1963			1985			1996			2016			European Cup/Champions League													1985			1996			2016
												1968			1999			2008
European Cup/Champions League																							European Cup/Champions League											Europa League
1968																									1999			2008		����				2017
FIFA Club World Cup	FIFA Club World Cup											UEFA Super Cup											FIFA Club World Cup											UEFA Super Cup
2008	2008											1991											2008											1991
European Cup Winners' Cup	European Cup Winners' Cup											Intercontinental Cup											European Cup Winners' Cup											Intercontinental Cup
1991	1991											1999											1991											1999

Industry Overview

        Football is one of the most popular spectator sports on Earth and global follower interest has enabled the sport to commercialize its activities through sponsorship, retail, merchandising, apparel & product licensing, mobile & content, broadcasting, and matchday. As a consequence, football constitutes a significant portion of the overall global sports industry, according to AT Kearney.

        Football's growth and increasing popularity is primarily a product of consumer demand for and interest in live sports, whether viewed in person at the venue or through television and digital media. The sport's revenue growth has been driven by the appetite among consumers, advertisers and media distributors for access to and association with these live sports events, in particular those featuring globally recognized teams.

        The major football leagues and clubs in England, Germany, Spain, Italy and France have established themselves as the leading global entities due to their history as well as their highly developed television and advertising markets, according to AT Kearney. The combination of historical success and media development in the core European markets has helped to drive revenue, which in turn enables those leagues to attract the best players in the world, further strengthening their appeal to followers.

        As television and digital media such as broadband internet and mobile extend their reach globally, the availability of and access to live games and other content of the leading European leagues has




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increased and live games are now viewed worldwide. In addition, advances in new technology continue to both improve the television and digital media user experience and the effectiveness of sponsorships and advertising on these platforms. These trends further strengthen the commercial benefit of associating with football for media distributors and advertisers and increase the global opportunities for the sport.




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League Structure

        Manchester United is a member of the English Premier League, the top league in the UK and perennially one of the elite leagues in the world.

        The Premier League is a private company wholly owned by its 20 member clubs, with responsibility for the competition, its Rule Book, the centralized broadcasting rights and other commercial rights. The Premier League works proactively with the member clubs and other football authorities domestically and internationally including the Football Association, UEFA and FIFA. Each member club is an independent shareholder of the Premier League and works within the rules of football defined by the various governing bodies.

Governing Bodies

        Manchester United operates under three different levels of governing bodies, ranging from worldwide to continental to national jurisdiction.

        FIFA is the international governing body of football around the world. Headquartered in Zurich, Switzerland, FIFA is responsible for the regulation, promotion and development of football worldwide. All football played at any level must abide by the Laws of the Game, as set forth by FIFA. FIFA's rules and regulations are decided by the International Football Association Board ("IFAB") and reviewed on an annual basis. FIFA also sets the international fixture calendar which, along with European and domestic cup dates, takes precedence over the domestic football league.

        UEFA is a competition organizer and is responsible for the organization and regulation of cross-border football in Europe. UEFA is primarily known for its European club competitions, the Champions League and the Europa League. Currently the Premier League gets four teams into the Champions League and another three into the Europa League. The representative structures for UEFA are primarily national association-based with the FA representing English football on numerous committees.

        The FA is the national governing body for football in England and is responsible for sanctioning competition Rule Books, including the Premier League's, and regulating on-field matters. The FA also organizes the FA Cup competition, in which the 20 Premier League member clubs participate. The FA is a special shareholder of the Premier League that has the ability to exercise a vote on certain specific issues, but has no role in the day-to-day running of the league. Each year the Premier League submits its rules to the FA for approval and sanction. For the Premier League, the FA ensures that throughout the season the Laws of the Game are applied on the field by officials, clubs and players including on-and off-field discipline. The FA is also involved in refereeing, youth development and the UK's largest sports charity, the Football Foundation.

Our Football Operations

        Our football operations are primarily comprised of the following activities: our first team, our reserve team, our youth academy, our global scouting networks and other operations such as our sport science, medical and fitness operations at the Aon Training Complex.




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First team

        Our first team plays professional football in the Premier League, domestic cup competitions in England including the FA Cup and EFL Cup and, subject to qualifying, international cup competitions, including the Champions League.

        Our first team is led by our manager, supported by an assistant team manager and a club secretary, who in turn are supported by a team of over 90140 individuals, including coaches and scouts for




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both our first team and youth academy, medical and physiotherapy staff, sports science and performance and match analysis staff.

        We have 5970 players under contract of whom 3635 have made an appearance for our first team. The remaining players may play for the reserve team or youth academy teams but are being developed such that they may make it to a starting position on our first team or the first team of other clubs. This structure has been put in place with the aim of developing some of the world's best football players and maximizing our first team's chances of winning games, leagues and tournaments.

        Domestic transfers of players between football clubs are governed by the Premier League Rules and the FA Rules, which allow a professional player to enter into a contract with and be registered to play for any club, and to receive a signing-on fee in connection with such contract. Players are permitted to move to another club during the term of their contract if both clubs agree on such transfer. In such circumstances a compensation fee may be payable by the transferee club. FIFA Regulations on the Status and Transfer of Players (the "FIFA Regulations") govern international transfers of players between clubs and may require the transferee club to distribute 5% of any compensation fee to the clubs that trained the relevant player. The transferor club in an international transfer may also be entitled to receive payment of "training compensation" under the FIFA Regulations when certain conditions are met. If an out-of-contract player (i.e., a player whose contract with a club has expired or has been terminated) wishes to play for another club, the player's former club will only be entitled to a compensation fee in a domestic transfer, or a payment of training compensation under the FIFA Regulations in an international transfer, if certain conditions are satisfied, including conditions regarding the player's age and requiring the former club to offer the player a new contract on terms which are no less favorable than his current contract. Subject to limited exceptions, transfers of professional players may only take place during one of the "transfer windows," which for the Premier League is the month of January and the period beginning on the day following the last Premier League match of the season and ending on 31 August (or the following Monday if the 31 August falls on a weekend or the following day if 31 August is a bank holiday in the UK) of that year.

        Our players enter into contracts with us that follow a prescribed model based on Football AssociationFA and Premier League Limited rules. Players on our first team typically also enter into an image rights agreement with us, which grants us enhanced rights and protections with respect to use of their image. Our first team players generally enter into contracts of between two and five years' duration.




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        As of 213 September 2016,2017, our first team(1) was comprised of the following players:

Player		Position		Nationality		Age			Apps(2)			Caps(3)				Position		Nationality		Age			Apps(2)			Caps(3)
David de Gea		Goalkeeper		Spanish			25			228			13			Goalkeeper		Spanish			26			275			22
Sam Johnstone(4)																Goalkeeper		English			24			0			0
Joel Castro Pereira(4)																Goalkeeper		Portuguese			21			2			0
Sergio Romero		Goalkeeper		Argentinian			29			10			79			Goalkeeper		Argentinian			30			28			89
Sam Johnstone		Goalkeeper		English			23			0			0
Eric Bailly		Defender		Ivorian			22			4			15			Defender		Ivorian			23			42			26
Daley Blind		Defender		Dutch			26			89			36			Defender		Dutch			27			128			48
Cameron Borthwick-Jackson(4)		Defender		English			19			14			0			Defender		English			20			14			0
Matteo Darmian		Defender		Italian			26			39			26			Defender		Italian			27			70			32
Timothy Fosu-Mensah(4)																Defender		Dutch			19			21			0
Phil Jones		Defender		English			24			141			20			Defender		English			25			171			23
Regan Poole		Defender		Welsh			18			1			0
Victor Lindelof																Defender		Swedish			23			2			14
Demi Mitchell																Defender		English			20			1			0
Regan Poole(4)																Defender		Welsh			19			1			0
Joe Riley		Defender		English			19			2			0			Defender		English			20			2			0
Marcos Rojo		Defender		Argentinian			26			55			49			Defender		Argentinian			27			95			54
Luke Shaw		Defender		English			21			32			6			Defender		English			22			47			7
Chris Smalling		Defender		English			26			209			29			Defender		English			27			245			31
Guillermo Varela(4)		Defender		Uruguayan			24			11			0
Axel Tuanzebe																Defender		English			19			5			0
Antonio Valencia																Defender		Ecuadorian			32			296			91
Michael Carrick		Midfielder		English			35			422			34			Midfielder		English			36			459			34
Marouane Fellaini		Midfielder		Belgian			28			90			71			Midfielder		Belgian			29			137			76
Tomothy Fosu-Mensah		Midfielder		Dutch			18			10			0
Ander Herrera		Midfielder		Spanish			27			75			0			Midfielder		Spanish			27			125			2
Adnan Januzaj(4)		Midfielder		Belgian			21			63			6
Jesse Lingard		Midfielder		English			23			42			0			Midfielder		English			24			88			4
Scott McTominay																Midfielder		English			20			2			0
Juan Mata		Midfielder		Spanish			28			108			40			Midfielder		Spanish			29			151			41
Nemanja Matic																Midfielder		Serbian			29			6			34
Henrikh Mkhitaryan		Midfielder		Armenian			27			4			59			Midfielder		Armenian			28			47			66
Andreas Pereira(4)		Midfielder		Belgian			20			3			0
Andreas Pereira																Midfielder		Belgian			21			13			0
Paul Pogba		Midfielder		French			23			4			38			Midfielder		French			24			64			49
Morgan Schneiderlin		Midfielder		French			26			41			15
Antonio Valencia		Midfielder		Ecuadorian			31			252			84
Ashley Young		Midfielder		English			31			141			30			Midfielder		English			32			165			30
Memphis Depay		Forward		Dutch			22			46			24
Angel Gomes																Forward		English			16			1			0
Zlatan Ibrahimovic		Forward		Swedish			34			4			116			Forward		Swedish			35			46			116
Romelu Lukaku																Forward		Belgian			24			6			59
Anthony Martial		Forward		French			20			53			12			Forward		French			21			96			15
Marcus Rashford		Forward		English			18			20			3			Forward		English			19			77			9
Wayne Rooney		Forward		English			30			528			115
James Wilson(4)		Forward		English			20			20			0
James Wilson																Forward		English			21			20			0

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(1)

The table includes all first-team players.first team players as of 13 September 2017.



(2)

Apps means appearances for our first team through 213 September 2016.2017.



(3)

Caps means appearances for senior national football team through 213 September 2016.2017.



(4)

Currently out on loan at other clubs.

Youth academy

        Our youth academy is a rich source of new talent for our first team as well as a means of developing players that may be sold to generate transfer income. The aim of our youth academy is to create a flow of talent from the youth teams up to our first team, thereby saving us the expense of




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purchasing those players in the transfer market. Players in our youth academy and reserve teams may be loaned to other clubs in order to develop and gain first team experience with those other clubs and enhance their transfer value. Players from our youth academy who do not make it into our first team




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frequently achieve a place at another professional football club, thereby generating income from player loans and transfer fees.

        Our youth academy program consists of 1110 junior teams ranging from under 9s to under 18s.23's. Each team consists of 15 to 2330 players, each of whom is assessedtakes part in an age specific elite player development and games program during the season.

Scouting network

        Together with our youth academy, our scouting system is another source of our football talent. Through our scouting system, we recruit players for both our first team and youth academy. Our scouting system consists of a professional network of staff who scout in general and for specific positions and age groups.

        Our scouting system was traditionally oriented towards the United Kingdom, but our focus has increasingly shifted toward a more international approach in order to identify and attract football players from the broadest talent pool possible.

Training facilities

        We have invested significant resources into developing a performance center which contains advanced sports and science equipment. We have highly experienced training staff working at the performance center, where we provide physiotherapy, bio-mechanical analysis and nutritional guidance to our players as part of our drive to ensure that each player is able to achieve peak physical condition. We believe the quality of our performance center differentiates our club from many of our competitors.

        We spent approximately £2.3£5.4 million in the year ended 30 June 20162017 in connection with further updating our training facility, the Aon Training Complex.

Revenue Sectors

Commercial

        Within the Commercial revenue sector, we monetize our brand via three revenue streams: sponsorship; retail, merchandising, apparel & product licensing; and mobile & content. The primary source of revenue in this sector comes from sponsorship, which allows highly diverse and global companies to partner with Manchester United, regionally or internationally, in order to realize sponsorship benefits and associate themselves with our brand.

Sponsorship

        Our sponsorship agreements are negotiated directly by our commercial team. Our sponsors are granted various rights, which can include:

•

rights in respect of our brand, logo and other intellectual property;



•

rights in respect of our player and manager imagery;



•

exposure on our television platform, MUTV;



•

exposure on our website;



•

exposure on digital perimeter advertising boards at Old Trafford;



•

exposure on interview backdrops; and



•

the right to administer promotions targeted at customers whose details are stored on our CRM database.




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        Any use of our intellectual property rights by sponsors is under license. However, we retain the ownership rights into our intellectual property.

Sponsorship development and strategy

        We pursue our global and regional sponsorship deals through a developed infrastructure for commercial activities. We have a dedicated sales team recruited from three continents, located in Europethe UK and Hong Kong that focuses on developing commercial opportunities and sourcing new sponsors. We target potential sponsors we believe will benefit from association with our brand and have the necessary financial resources to support an integrated marketing relationship. By cultivating strong relationships with our sponsors, we generate significant revenue and leverage our sponsors co-branded marketing strategies to further grow our brand. We are successful in executing a geographic and product categorized approach to selling our sponsorship rights.

        We offer category exclusivity on a global basis to companies within particular industries, such as airline, beverage, logistics and watches. We also offer sponsorship exclusivity within a particular geography for certain industries, such as motorcycles and soft drinks and tires.drinks.

        In seeking any individual partnership, we aim to establish an indicative value for that sponsorship based on the prospective sponsor's industry and marketing objectives. We will only pursue a sponsorship if we believe it reflects the value we deliver.

        We believe that certain key sectors play an active role in sports sponsorship. We have sponsors in a number of these sectors and we believe that there is significant potential to expand this platform by selectively targeting companies within the remaining sectors and by growing revenue in existing sectors through additional sponsorship arrangements.

        We intend to continue to grow our sponsorship portfolio by developing and expanding our geographic and product category segmented approach, which will include partnering with additional global and regional sponsors. Emerging markets such as Asia, which we expect to be a key focus for many of our prospective sponsors, are an important element of our sponsorship efforts.

Our current sponsors

        The following graph shows our annual sponsorship revenue for each of the last five fiscal years:


Sponsorship Revenue Growth




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Note: Sponsorship revenue does not include revenue generated from our agreementagreements with Nike which(which was in effect through the end of July 2015.2015) and adidas.




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        The table below highlights some of our global and regional sponsors as of 1 July 2016:2017:

Sponsor		Type of sponsorship		Product category
20th Century Fox		Global sponsor		Feature Film
Abengoa		Global sponsor		Sustainable Technology
adidas		Global sponsor		Sports apparel/footwearfilms
Aeroflot		Global sponsor		AirlineCommercial airline
Aon		Global sponsor (training kit)		Insurance
Aperol Spritz		Global sponsor		Spirits
Apollo Tyres		Global sponsor		Tyres
Concha y Toro		Global sponsor		Wine
Deezer		Global sponsor		Music streaming
DHL		Global sponsor		Logistics
Electronic Arts		Global sponsor		Computer GamesFootball computer games
Epson		Global sponsor		PrintingOffice equipment
General Motors (Chevrolet)		Global sponsor (shirt)		Shirt (Automotive)Automobiles
Gulf Oil International		Global sponsor		Lubricant Oiloil and Fuel Retailfuel retail
HCL		Global sponsor		Digital Transformationplatform development
Kansai Paint		Global sponsor		Paint
Marathonbet		Global sponsor		Betting
Nissin Foods GroupMlily		Global sponsor		NoodlesMattresses and pillows
Swissquote		Global sponsor		Forex & Online Trading Servicesonline trading platforms
TAG Heuer		Global sponsor		Watches
Toshiba Medical Systems		Global sponsor		Medical Systemsscanners
Uber		Global sponsor		Transportation network platform
Yanmar		Global sponsor		Diesel Engines
Aland		Regional sponsor		Vitamins
CHI		Regional sponsor		Soft Drinks
Cho-A Pharm		Regional sponsor		Dietary Supplementsengines
Donaco		Regional sponsor		Casino Resort
EuroFood		Regional sponsor		Confectionaryresort
Hong Kong Jockey Club		Regional sponsor		Jockey ClubRacecourses and private members' clubs
IVC		Regional sponsor		Wellness ProductsDietary supplements
Manda		Regional sponsor		Nutritional Supplementssupplements
NexonUni-President		Regional sponsor		Social Football GamingSoft drinks
You-C1000		Regional sponsor		Soft DrinksIsotonic drinks

Shirt sponsor

        Our current shirt sponsor is General Motors (Chevrolet). The shirt sponsorship agreement began in the 2014/15 season and runs through to the end of the 2020/21 season, with total fees payable of approximately $559 million. We received approximately $18.6 million in each of the 2012/13 and 2013/14 seasons relating to pre-sponsorship support and exposure, with the remaining $521.8 million to be received and recognized over seven years through to the end of the 2020/21 season. The shirt sponsorship agreement gives each party typical termination rights for a contract of this nature in respect of a material breach.




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        The following chart shows the dramatic growth in shirt sponsorships revenue since 2000:


Average Annual Payments Under
Recent Shirt Sponsorship Contracts




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Note: The Aon and Chevrolet shirt sponsorship agreements do not include sponsorship rights for our training kit. The Chevrolet annual payment does not include pre-sponsorship payments and assumes a £:$ exchange rate of 1.33321.2988 as of 30 June 2016.2017.

Training facilities partner and training kit partner

        Our training facilities at Carrington are sponsored by Aon and are named the Aon Training Complex. Aon are also our training kit partner, and our agreement with them provides that our players and coaching staff wear adidas-branded training kits with Aon advertising at all domestic matches, as well as during training sessions. Under the agreement, Aon are also the presenting partner of all pre-season tours. The agreement with Aon runs through to the end of the 2020/21 season.

Affinity insurance partner

        We are in the seventheighth season of an affinity insurance agreement with Aon that covers the insurance category of our financial services affinity program. The original agreement was entered into on 27 May 2009 and, on 21 December 2012, was extended through to the 2020/21 season. The agreement, as amended, guarantees a minimum of approximately £28.8 million in payments to the club, with a minimum payment of £3.2 million due each fiscal year. The agreement gives each party typical termination rights for a contract of this nature in respect of a material breach.

Global, regional and supplier sponsors

        In addition to revenue from our shirt sponsor, training kit partner, training facilities partner and affinity insurance partner, we generated a further £83.4£77.5 million in the year ended 30 June 20162017 from other global, regional and other sponsors. The length of these sponsorship deals is generally between two and five years. The majority of these sponsorship deals have minimum revenue guarantees and some have additional revenue sharing arrangements.




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        Global sponsors are granted certain marketing and promotion rights with respect to our brand and intellectual property as well as exposure on our media, such as digital perimeter boards at Old Trafford,




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MUTV and our website. These rights are granted on a global basis and are exclusive by category. Regional sponsors are granted certain marketing and promotion rights and media exposure, however, these rights are granted for a limited number of territories. Regional sponsors are able to use the rights in their designated territory on an exclusive basis, however they are not granted global category exclusivity.

Financial services affinity sponsorship

        There is a significant growth opportunity to further develop Manchester United branded financial services products. These financial services products include credit cards and debit cards. We believe there are key commercial opportunities with credit and debit cards, which are particularly attractive as credit and debit cards also serve as a means of follower expression and loyalty. Depending on the product category, we pursue affinity agreements on a territory specific or regional basis. Examples of our financial services affinity sponsors include Maybank (Malaysia), Shinsei Bank (Japan), Santander (Norway), Denizbank (Turkey), Danamon (Indonesia), and BIDV (Vietnam).

Exhibition games and promotional tours

        We conduct exhibition games and promotional tours on a global basis. Our promotional tours enable us to engage with our followers, support the marketing objectives of our sponsors and extend the reach of our brand in strategic markets. These promotional tours are in addition to our competitive matches and take place during the summer months or during gaps in the football season. Over the last 6 years, we played 2931 exhibition games in Australia, China, Germany, Hong Kong, Ireland, Japan, Norway, South Africa, Sweden, Thailand and the United States, where in 2014, we set a U.S. attendance record for a football match with 109,318 fans at Michigan stadium.

        We normally receive a share of the ticket revenue as well as license feesguaranteed fee for the television broadcast and digital media distribution of each exhibition game.such tours. We also generate revenue from tour sponsorship opportunities sold to existing and new partners. During the 2015/162016/17 season, our promotional exhibition games and promotional tours generated £9.5£7.3 million of revenue (excluding any related sponsorship revenue). We believe promotional tours represent a growth opportunity as we continue to play exhibition games around the world.

Commercial income from the Premier League

        In addition to revenue from contracts that we negotiate ourselves, we receive revenue from commercial arrangements negotiated collectively by the Premier League on behalf of its member teams. Income from these commercial contracts negotiated by the Premier League is shared equally between the clubs that are to be in the Premier League for the season to which the income relates. Our pro rata income received from the other commercial contracts negotiated by the Premier League is not material to the Company's results of operations.

Retail, Merchandising, Apparel & Product Licensing

        Unlike American teams in the NFL, MLB and NHL, Manchester United retains full control of the use and monetization of its intellectual property rights worldwide in the areas of retail, merchandising, apparel & product licensing.

        Our retail, merchandising, apparel & product licensing business includes the sale of sports apparel, training and leisure wear and other clothing featuring the Manchester United brandbrands as well as other licensed products from coffee mugs to bedspreads. These products are distributed on a global basis through Manchester United branded retail stores and e-commerce platform, as well as through our partners' wholesale distribution channels.




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        We have a 10-year agreement with adidas with respect to our global technical sponsorship and dual-branded licensing rights, which began on 1 August 2015. The minimum guarantee payable by adidas over the term of the agreement is equal to £750 million, subject to certain adjustments. Payments due in a particular year may increase if our first team wins the Premier League, FA Cup or Champions League, or decrease if our first team fails to participate in the Champions League for two or more consecutive seasons, starting with the 2015/16 season, with the maximum possible increase being £4 million per year and the maximum possible reduction being 30% of the applicable payment for that year.the year in which the second or other consecutive season of non-participation falls. If the first team fails to participate in the Champions League for two or more consecutive seasons, then the reduction is applied as from the year in which the second consecutive season of non-participation falls. In the event of a reduction in any year due to the failure to participate in the Champions League for two or more consecutive seasons, the payments revert back to the original terms upon the first team participating again in the Champions League. Any increase or decrease in a particular year would have the effect of increasing or decreasing the minimum guarantee amount of £750 million payable over the 10-year term of the agreement.

        The minimum guarantee from adidas does not include the rights with respect to mono-branded licensing rights or the right to create and operate Manchester United branded soccer schools, physical retail channels and e-commerce retail channels, which rights may generate additional revenue for the club. We may also benefit from additional royalty payments upon exceeding a threshold of sales.

        The agreement with adidas is subject to reciprocal termination provisions in respect of material breach and insolvency. adidas may reduce the applicable payments for a year by 50% if the first team is not participating in the English Premier League during that year. In addition, adidas may terminate the agreement by giving one full-season's notice if the first team is relegated from the English Premier League or if it is otherwise determined that the first team shall not be participating in the Premier League or the top English league.

Retail

        In addition to our flagship retail store at Old Trafford (which we operate ourselves), we have a Manchester United branded retail locationslocation in Macau and Thailand (which areis operated by a third party licensees)licensee). We have recently appointed a Head of US Retailcontinue to explore possible retail opportunities in the US market.

Merchandising & product licensing

        Following the transfer of theWe grant product licensing business back to us from Nike, which became effective on 1 August 2015, we have conducted a strategic review of the licensing portfolio. This review has led to many deals not being renewed at expiry, as we seek to maximize revenue over a longer period. The licensees that are being extended producelicenses across a wide range of Manchester United products which are highly sought after by our followers around the world. Under our product licensing agreements, we will receive royalties from the sales of specific Manchester United branded products. Under some product licensing agreements, we will receive a minimum guaranteed payment from the licensee. The majority of licensees will beare granted on a non-exclusive rights basis for specific product categories, within a specific country or geographic region.

Wholesale apparel—replica uniforms, training wear

        The Manchester United jersey and training wear are completely redesigned for each season. The annual launch of the new jersey is always a much-anticipated day for our global community of followers. The result is a robust wholesale apparel business.




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E-commerce

        We currently have an arrangementarrangements in place whereby Fanatics ishas been granted a licenseseparate licenses to use our brand and/or trademarks to operate the official online store, branded as "United Direct."Direct", in respect of the United States and the rest of the world. The online store sells a range of Manchester




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United branded merchandise including official replica kit and other clothing from adidas. In addition, the online store offers a broad range of other apparel, equipment such as balls, luggage and other accessories, homewares such as bedroom, kitchen and bathroom accessories, and collectibles, souvenirs and other gifts. We currently receive a percentage of net sales from the online store as a royalty payment.

        We believe there is a significant opportunity for us to expand our e-commerce capabilities through improved leverage of our digital media platform, and focusing on delivering a tailored digital shopping experience at a regional level. Specifically, we intend to improve our ability to offer targeted merchandise to our followers, complemented by more efficient fulfilment mechanics, including product delivery, availability and payment methods.

Mobile & Content

Digital media

        Due to the power of our brand and the quality of our content, we have formed mobile telecom partnerships in numerous countries. Our website, www.manutd.com, is published in 7 languages and, over fiscal year 2016 attracted an average of approximately 34.3 million page views per month.according to digital market intelligence company SimilarWeb, it was the most visited Premier League football club website during the 2016/17 season. We use our website, which incorporates e-commerce services, to communicate with our followers, promote the Manchester United brand and provide a platform for our sponsors to reach our global audience.

        We believe our 659 million global followers put us in prime position to capitalize on social media outlets to further our brand. A portion of this following has already taken to social media, as our Facebook page had over 69.873.6 million connections andwith over one1.3 billion interactions since its launch, as of 30 June 20162017 and is one of the most highly followed and user engaged brand pages. The following graph shows the growth in the number of Facebook connections since June 20122013 (in millions).



        Our historical growth in Facebook connections does not guarantee that we will achieve comparable growth in Facebook connections in the future.

        The proliferation of digital television, broadband internet, smartphones, mobile applications and social media globally provides our business with many opportunities to extend the reach of our content.




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Specifically, we intend to use our digital media platforms to generate value through extended sponsor positioning, driving e-commerce, and direct-to-consumer opportunities, including selling premium services such as international digital memberships, video and exclusive content subscriptions. We will




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also continue to leverage our digital media platform to generate customer data and information as well as follower profiles of commercial value to us, our sponsors and our media partners. We believe that in the future, digital media will be one of the primary means through which we engage and interact with our follower base.

Content and localization

        Our digital media properties are an increasingly important means through which we engage with our international fan base. In the United Kingdom, coverage of Manchester United and the Premier League is prevalent in print, television and digital media. We believe we face less competition in international markets for Manchester United coverage and can therefore attract and retain a greater portion of our followers to our own digital media offering. To take advantage of that opportunity, we will increasingly seek to develop additional premium and exclusive content to enhance the proposition for our followers, members and paid subscribers around the world. Our followers generally prefer to consume our content in their language and context. We believe we can effectively deliver tailored services to our followers globally through various language offerings, geographic targeting and personalized content. We currently have international language websites in English, Spanish, French, Arabic, Mandarin Chinese, Korean and Japanese, which enable us to engage with our followers in their native language.

Mobile services and applications

        We currently offer digital content to mobile devices under our "MU Mobile" brand, and have developed a mobile "Club App" that is currently available in 26 territories with over 1 million downloads to date.39 territories. The Club App has been developed to support a 'test and learn' strategy that enables us to optimize the development of future products, with a focus on tracking the consumption of different features and content types.

        We have entered into regional agreements with mobile operators to whom we grant rights to operate our "MU Mobile" service in numerous countries. These rights include the permission to deliver Manchester United content to customers on a territory-exclusive basis and certain intellectual property rights to market and promote the service in the relevant region. The content provided includes highlight clips, match and news text alerts, ringtones and wallpapers. Our mobile and telecommunications partners operate the service on a geographically exclusive basis and use our intellectual property to drive awareness of their brands and product offerings. These partnerships are based on contracts lasting from two to five years.

        There has been a significant increase in the prevalence of broadband mobile and video-enabled mobile devices in recent years. Mobile devices running the iOS or Android operating system enable consumers to browse the internet, watch video, access dedicated applications and conduct e-commerce. As a consequence we are seeing the majority of our followers now accessing our website and digital content via their mobile devices.

        In the 2016/17 season we launched the MUTV channel on MUTV.com. This enabled fans to purchase MUTV on a subscription basis for the first time without an existing satellite or cable subscription.

We intend to continue developing multi-platform mobile sites and mobile applications that will facilitate access for our followers to our content across a range of devices and carriers in order to meet global demand.

Video on demand

        The proliferation of broadband internet and mobile access also allows us to offer video on demand to our followers around the world. Through our website, and Club App we provide video on demand toand the MUTV D2C application,




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we provide live video and video on demand to our followers in a variety of formats and commercial models. Some video on demand content is free to all users, some content is only accessible upon registration and some content, as in the case of live preseason tour matches, has been available on a pay per viewsubscription basis.

        Going forward, we intend to continue to leverage the strength of our video production assets to generate improved and localized content such as high-definition match highlights, original studio programs and in-depth features on the club's players and history. Depending on the market, we may offer video on demand services via our media partners as part of a comprehensive suite of content rights, as well as on a direct-to-consumer basis.

Social media

        With 659 million followers worldwide, we believe there is a significant opportunity to leverage the capabilities of social media platforms to augment our relationships with our followers around the world. By establishing an official presence on these platforms, we believe we will be able to deepen the connections with our follower base and improve our ability to market and sell products and services to our followers.

        As of 30 June 20162017 we had close to 141.5 million social connections including over 69.873.6 million connections on our Facebook page and over 813.6 million followers to our Twitter accountaccounts. For the 2016/17 season we had over 845 million social media interactions on Facebook, Instagram and we were active on 18 platformsTwitter (i.e. likes, comments, shares and retweets) which represents an increase of over 52% compared to 554 million in the previous season. We accounted for over 20 languages.44% of all social media interactions generated by Premier League clubs in the 2016/17 season across Facebook, Instagram and Twitter. We use our social footprint as a means to communicate news and other updates, engage with our followers, identify active followers, solicit feedback from our users, tailor future digital media offerings and enhance the overall follower experience.

        We intend to continue to expand our reach through different social media and mobile chat platforms by launching additional Manchester United branded presences on global platforms as well as regional and language-specific platforms. In the 2015/16 season we added Korean mobile messaging platform KakaoTalk to our existing roster of 18 social media feeds (7 global & 11 localised) and 7 language website versions.

        We believe this continuous expansion will enable us to broaden the reach of our brand and the content we produce as well as enhance our engagement with followers in many of our key international and emerging markets.

        While there is no guarantee that our social connections will continue to grow at comparable rates in the future, we believe the combination of platforms on which we have an official presence will provide an increasing source of traffic to our club branded digital media services and e-commerce properties, enhance our ability to convert users into customers through international memberships, content subscriptions and e-commerce, and continue to provide extensive positioning opportunities for our partners.

Customer relationship management

        One of our ongoing strategic objectives is to further develop our understanding of and deepen the relationships with our followers. We operate a CRM database in order to better understand the size, location, demographics and characteristics of our follower base on an aggregated basis. Our CRM database enables us to more effectively target our product and service offerings such as digital subscription services, merchandise and tickets. A deep understanding of our follower base is also valuable to sponsors and media partners who seek to access specific customer categories with targeted and relevant advertising.




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Broadcasting

        We benefit from the distribution and broadcasting of live football content directly from the revenue we receive and indirectly through increased global exposure for our commercial partners. Broadcasting revenue is derived from the centrally negotiated domestic and international television and radio rights to the Premier League, the Champions League and other competitions. In addition, our wholly-owned global television channel, MUTV, delivers Manchester United programming to over 56 countries and territories around the world.

        The Premier League and UEFA negotiate their own media rights contracts independently of the participating clubs. In respect of the Premier League, media agreements are typically three years in duration and are centrally negotiated and entered into with media distributors by the Premier League on behalf of the member clubs. Under the agreements, broadcasting revenue for each season is typically shared between the clubs that are to be in the Premier League for thethat season and a part-share for the clubs that were relegated from the Premier League in the previous four seasons. After certain deductions approved by the Premier League (for example, donations to "grass roots" development)football development and other causes), the income from the sale of the United Kingdom televisiondomestic broadcasting rights is allocated to the current and relegated clubs according to a formula based on, among other things, finishing position in the league and the number of live television appearances. IncomeRevenue from the sale of the rights to televise Premier League matches internationally by overseas broadcasters and radio is shared equally between the current clubs and a part-share for the clubs that were relegated from the Premier League in the previous four seasons.

        In the Champions League and Europa League, media agreements are also typically three years in duration and are collectively negotiated and entered into by UEFA on behalf of the participating clubs. Each club receives a fixed amount for qualifying for the group stage, an additional amount for each match played, and bonuses based on performance in the group and qualification for the round of 32 (Europa League only), round of 16, quarter-finals and semi-finals. The runner-up and winner of the competition also earn additional amounts. For the current 3-year agreement (which commenced in the 2015/16 season) amounts are distributed to each club as follows:

		Champions League ("UCL")			Europa League ("UEL")				Champions League ("UCL")			Europa League ("UEL")
		€'million			€'million				€'million			€'million
Bonus for group stage participation (UCL—32 teams; UEL—48 teams)		€	12.70		€	2.60			€	12.70		€	2.60
Bonus for each group stage win (maximum 6)		€	1.50		€	0.36			€	1.50		€	0.36
Bonus for each group stage draw(1)		€	0.50		€	0.12			€	0.50		€	0.12
Bonus for group runners-up			N/A		€	0.30				N/A		€	0.30
Bonus for group winners			N/A		€	0.60				N/A		€	0.60
Bonus for round of 32 participation			N/A		€	0.50				N/A		€	0.50
Bonus for round of 16 participation		€	6.00		€	0.75			€	6.00		€	0.75
Bonus for quarter-final participation		€	6.50		€	1.00			€	6.50		€	1.00
Bonus for semi-final participation		€	7.50		€	1.60			€	7.50		€	1.60
Runner-up bonus (inclusive of ticketing revenue share)		€	11.00		€	3.50			€	11.00		€	3.50
Winner bonus (inclusive of ticketing revenue share)		€	15.50		€	6.50			€	15.50		€	6.50
​								​	​	​	​	​	​	​
Maximum total of the above		€	57.20		€	15.71			€	57.20		€	15.71
​								​	​	​	​	​	​	​
​								​	​	​	​		​	​
​								​	​	​	​	​	​	​

---

(1)

In the event of a draw, the non-distributed balance (UCL—€0.5 million; UEL—€0.12 million) will be aggregated and split among the clubs that won matches at the group stage in proportion to the number of matches won.

        In addition to the above fixed amounts, each group-stage club receives a share of the market pool which is specific to each country represented in the group-stage reflecting the relative value of its




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        In addition to the above fixed amounts, UEFA allocates monies to a market pool which is also distributed to clubs who reach the group-stage and beyond. In 2016/17 the total market pool for the Champions League was €507 million and for the Europa League was €160 million.

        The market pool for each country is calculated based on the proportional value of its broadcasting agreements with UEFA.UEFA relative to the total value of broadcasting agreements from all countries represented at the group stage (and onwards for the Europa League). 50% of each country market pool is distributed to its group-stage representatives based on each club's domestic performance in the previous season. For the Champions League this is based on league finishing position. For the Europa League this is based on league finishing position and potentially both domestic cup competitions (the winners of the FA Cup (if participating in the Europa League) earn the highest share). Any club which qualifies for the Champions League group-stage by virtue of winning the Europa League in the previous season (such as ourselves in 2016/17) does not receive a distribution of the 50% market pool based on domestic performance in the previous season.

        The remaining 50% of the market pool is distributed as follows:

        For the Champions League, based on the number of games played in the current competition relative to teams from the same country. The English market pool for the 2015/16 competition (the last season in which we competed) was approximately €124.9 million. This amount can vary from season to season subject to the composition of the 32 clubs taking part in the group stage.

        For the Europa League, split across each round of the competition (40% to group stage, 20% to round of 32, 16% to round of 16, 12% to quarter-finals, 8% to semi-finals and 4% to the final) with the revenue beingwhich is distributed to teams who participate in the relevant round based on the relativeproportional value of the country broadcasting rights. The total market poolrights relative to the value of all broadcasting agreements for the 2016/17 competition is €160 million.countries represented at each stage.

        Broadcasting revenue including, in some cases, prize money received by us in respect of various competitions, will vary from year to year as a result of variability in the amount of available prize money and the performance of our first team in such competitions.

MUTV

        MUTV is our wholly-owned global television channel and is broadcast in numerous countries. MUTV broadcasts a wide variety of content which is compelling to our global community of followers, including news, game highlights, and exclusive "behind the scenes" coverage our club.

        Depending on the market, we may offer our suite of media rights as a bundle giving exclusive access to one multi-platform media provider or offer MUTV as a single product to television distributors. MUTV features a range of content generated from its own production facilities.

        ��     In the United Kingdom, MUTV is offered directly to consumers through the Sky and Virgin Media distribution platforms.platforms and direct to consumers via a subscription to MUTV.com. Outside the United Kingdom, we offer MUTV through distribution partners as part of a suite of media rights, which can be purchased on a bundled or selective basis and can include certain promotional rights.rights and via the D2C mobile application.

        MUTV features a range of content, the primary categories of which are:

•

highlights from games and other time-delayed game footage (including full matches), both of which are subject to certain holdback periods under the agreements between media distributors, the participating clubs and the Premier League and UEFA;



•

live coverage of promotional tours and exhibition games; and




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•

lifestyle programming and other "behind the scenes" content profiling the club, our history, our manager and our players.players; and



•

live coverage of Academy and Youth games.

Matchday

        Our stadium, which we fully own, is called Old Trafford and is known as "The Theatre of Dreams." We believe Old Trafford is one of the most famous and historic stadiums in the world. Football followers travel from all over the world to attend a match at Old Trafford, which is the largest football club stadium in the United Kingdom, with a capacity of 75,643.75,457. In the 2015/162016/17 season, the club's 2931 home games were attended by over 2.12.2 million people. The stadium has been completely




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renovated and has all the modern luxuries of any new stadium, with approximately 8,000 executive club seats, including 154 luxury boxes, 15 restaurants and 4 sports bars.

        We have one of the highest capacity utilizations among English clubs, with an average attendance for our home Premier League matches of 99% for each season since the 1997/98 season. The substantial majority of our tickets are sold to both general admission and executive season ticket holders, the majority of whom pay for all their tickets in advance of the first game of the season. We also derive revenue from the sale of hospitality packages, food, drinks, event parking and programs on matchdays.

        Other Matchday revenue includes matchday catering, event parking, program sales as well as membership and travel, Manchester United Museum revenue and a share of the ticket revenue from away matches in domestic cup competitions. Matchday revenue also includes revenue from other events hosted at Old Trafford, including other sporting events (including football matches as part of the London 2012 Olympic Games and the annual Rugby Super League Grand Final), music concerts and entertainment events.

        We operate a membership program. Individuals who become official members have the opportunity to apply for tickets to all home matches. Adult official members pay £32 per season to join the scheme while persons over the age of 65 and under the age of 18 receive a discount. At the end of the 2015/162016/17 season we had over 141,000180,000 members.

        The Manchester United Museum is located within Old Trafford. It chronicles Manchester United's 138-year139-year history and houses the club's most precious artifacts and trophies. In 2015/16,2016/17, we estimate that approximately 306,000330,000 people visited the Manchester United Museum, making it the most visited football club museum in the United Kingdom.

        We aim to maximize ticket revenue by enhancing the mix of experiences available at each game and providing a range of options from general admission tickets to multi-seat facilities and hospitality suites. In particular, we have recently increased overall Matchday revenue by restructuring the composition of our stadium, with an emphasis on developing hospitality facilities which sell at a higher price and improve our margins. As part of this effort, we have invested in new and refurbished multi-seat hospitality suites as well as improvements to our single-seat facilities. We expect our enhancements to our hospitality facilities to continue to be a key driver of our profit from Matchday sales going forward.

UEFA Club Licensing and Financial Fair Play Regulations ("FFP regulations")

        In 2010, UEFA adopted the FFP regulations, which are intended to ensure the financial self-sufficiency and sustainability of football clubs by discouraging them from continually operating at a loss, introduce more discipline and rationality on club finances, ensure that clubs settle their liabilities on a timely basis and encouraging long term investment in youth development and sporting infrastructure.




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        The FFP regulations contain a "break-even" rule aimed at encouraging football clubs to operate on the basis of their own revenue. Therefore, owner investments of equity will be allowed only within the acceptable deviation thresholds, as described below. In addition, the FFP regulations provide that football clubs who are granted a UEFA license by their national association, based largely on physical infrastructure and personnel criteria set out by UEFA, and who then qualify for a UEFA competition based on sporting grounds, will then be required to comply with a "monitoring" process. The monitoring process involves the submission of certain financial information (a break-even test and payables analysis) to the Club Financial Control Body ("CFCB"). The CFCB is part of UEFA's Organs for the Administration of Justice and comprises a team of independent financial and legal experts. The CFCB will review financial submissions and decide what sanctions, if any, to apply to non-compliant




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clubs. Any appeal must be made directly to the Court of Arbitration for Sport. Potential sanctions for non-compliance with the FFP regulations include a reprimand/warning, withholding of prize money, fines, prohibition on registering new players for UEFA competitions and ultimately exclusion from UEFA competitions.

        Ahead of registration for UEFA competitions for the 2016/172017/18 season we submitted our payables analysis and break-even assessment under the FFP regulations, based on our fiscal year 20152016 and fiscal year 20142015 audited financial statements. The break-even test result was positive i.e. a surplus. The break-even assessment is based on the sum of financial information for the three seasons prior to the competition season. The payables analysis is carried out at 30 June prior to the competition season and is required in respect of payments to other clubs for transfer fees, payments to staff including players and football staff and payments to tax authorities. UEFA has already imposed sanctions on clubs who have breached the Licensing and FFP regulations, ranging from monetary fines, restrictions on wages and first team squad size and limitation on transfer expenditures, to exclusion from UEFA competitions.

        With respect to the break-even assessment, a club must demonstrate that its relevant "football" income is equal to or exceeds its "football" expenses. The permitted level of deficit is limited over the three year assessment period to just €5 million, although a larger deficit of up to €30 million is permitted provided it is reduced to the €5 million acceptable deviation by equity contributions from equity participants and/or related parties. Any club which exceeds the €30 million limit will automatically be in breach of the break-even rule, unless it has sufficient surpluses in the two years prior to the assessment period, irrespective of any equity contributions.

        The combined net losses of European clubs has fallenfell by 80%70% in the fourthree seasons to 2014/152013/14 compared to the three seasons to 2010/11 which would suggest that the UEFA Licensing and Financial Fair Play Regulations are achieving their objectives. However, in 2015 UEFA has recently announced some changes to the FFP regulations aimed primarily at clubs undergoing a business restructuring. Instead of breaching the FFP regulations and being subject to sanctions, the amended regulations enable clubs to voluntarily approach the CFCB with a business plan which demonstrates how they are going to remedy their short-term breach of FFP regulations and achieve break-even compliance over a four year time period. If the business plan is approved by the CFCB the club would not be subject to sanctions for the restructuring year which results in a breach of the FFP regulations.

        We support and operate within the financial fair play regulations, and do not believe it will adversely impact our ability to continue to attract some of the best players in the coming years.

Premier League Short Term Costs Controls ("STCC") and Profitability and Sustainability Regulations

        In 2013, the Premier League agreed to adopt STCC and Profitability and Sustainability regulations. The STCC was introduced for an initial period of three seasons ending in 2015/16 but has recently beenwere then extended for a further three seasons through the 2018/19 season. For the first three-year cycle, Premier League teams were required to limit annual increases in aggregate player wage costs, compared to the




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2012/13 season, to £4 million per season for each of the three seasons, and no more than a £12 million aggregate increase over such period, except if funded by by:

•

increases in such team's total revenue compared to the 2012/13 season, excluding increases from Premier League broadcasting revenue.revenue; plus



•

if applicable, any profits from the disposal of player registrations.

        For the next three-year cycle, annual player wage cost increases will be limited to £7 million per season, again as compared to the 2012/13 season, except if funded by by:

•

increases in total revenue from sources other than Premier League broadcasting contracts.

contracts; plus



•

if applicable, any profits from the disposal of player registrations.

        The profitabilityProfitability and sustainabilitySustainability regulations were introduced during the 2015/16 season, implementing a break-even rule similar to the break-even test of the UEFA Club Licensing and Financial Fair Play Regulations and aimed at encouraging Premier League clubs to operate within their




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means. Potential sanctions for non-compliance with the profitability and sustainability regulations include significant fines, player transfer restrictions and Premier League points deduction.

        Our firstmost recent break-even assessment under the Premier League profitabilityProfitability and sustainabilitySustainability regulations was submitted in March 2016,2017, based on our fiscal year 20142015 and fiscal year 20152016 audited financial statements. The break-even test is based on a club's audited pre-tax earnings. If the break-even test results are positive, no further action is required until the next break-even test. If the initial test is negative, a club is re-tested, using the UEFA definition of "adjusted earnings before tax," which allows credit for depreciation of tangible fixed assets and expenditure on youth development and community programs. If these second test results are negative by £15 million or less, no further action is required. If a club's losses exceed £15 million but are not more than £105 million, the club's ownership must provide secure funding to avoid sanctions. If these results are negative by more than £105 million, regardless of ownership funding, Premier League sanctions will apply. Our break-even test result submitted in March 20162017 was positive.

        As with the UEFA Club Licensing and Financial Fair Play Regulations, we support and operate within the Premier League profitabilityProfitability and sustainabilitySustainability regulations, and do not believe it will adversely impact our ability to continue to attract some of the best players in the coming years.

Social Responsibility

The Manchester United Foundation

        We are committed to a wide-ranging corporate social responsibility program through Manchester United Foundation. The charity arm of the club, Manchester United Foundation uses football to engage and inspire young people to build a better life for themselves and unite the communities in which they live. Dedicated staff deliver football coaching, educational programs and personal development, providing young people with opportunities to change their lives for the better. The Foundation has partnerships with over 20 high schools across Greater Manchester, in which full-time coaches are based to work with the pupils, feeder primary schools and within the local community to build lasting relationships. Other initiatives, such as Street Reds evening football provision, girls-only sessions, and disability program, provide free football, alternative activities, qualifications and work experience opportunities to the young people of Greater Manchester. The Foundation fulfils all charitable activity for Manchester United, including managing the club's long-term partnership with UNICEF,Unicef, which operates under the United for UNICEFUnicef banner. Since the start of the partnership in 1999, Manchester United and UNICEFUnicef have had a positive impact on the lives of over 3.44 million children in countries across the globe, most recently in disaster-stricken Bangladesh and Vietnam.




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Intellectual Property

        We consider intellectual property to be important to the operation of our business and critical to driving growth in our Commercial revenue, particularly with respect to sponsorship revenue. Certain of our commercial partners have rights to use our intellectual property. In order to protect our brand we generally have contractual rights to approve uses of our intellectual property by our commercial partners.

        We consider our brand to be a key business asset and therefore have a portfolio of Manchester United related registered trademarks and trademark applications, with an emphasis on seeking and maintaining trademark registrations for the words "Manchester United" and the club crest. We also actively procure copyright protection and copyright ownership of materials such as literary works, logos, photographic images and audio visual footage.

        Enforcement of our trademark rights is important in maintaining the value of the Manchester United brand. There are numerous instances of third parties infringing our trademarks, for example,




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through the manufacture and sale of counterfeit products. While it would be cost-prohibitive to take action in all instances, our aim is to consistently reduce the number of Manchester United related trademark infringements by carrying out coordinated, cost-effective enforcement action on a global basis following investigation of suspected trademark infringements. Enforcement action takes a variety of forms. In the United Kingdom, we work with enforcement authorities such as trading standards and customs authorities to seize counterfeit goods and to stop the activities of unauthorized sellers. Overseas enforcement action is taken by approved lawyers and investigators. Those lawyers and investigators are instructed to work with, where feasible, representatives of other football clubs and brands that are experiencing similar issues within the relevant country in order that our enforcement action costs can be minimized as far as possible. We also work with the Premier League in respect of infringements that affect multiple Premier League clubs, in particular in Asia. We also take direct legal action against infringers, for example, by issuing cease and desist letters or seeking compensation when we consider that it is appropriate to do so.

   ��    In relation to materials for which copyright protection is available (such as literary works, logos, photographic images and audio visual footage), our current practice is generally to secure copyright ownership where possible and appropriate. For example, where we are working with third parties and copyright protected materials are being created, we generally try to secure an assignment of the relevant copyright as part of the commercial contract. However, it is not always possible to secure copyright ownership. For example, in the case of audio visual footage relating to football competitions, copyright will generally vest in the competition organizer and any exploitation by Manchester United Limited of such footage will be the subject of a license from the competition organizer.

        As part of our ongoing investment into intellectual property, we have implemented a program to detect intellectual property infringement in a digital environment and which facilitates taking action against infringers.

Competition

        From a business perspective, we compete across many different industries and within many different markets. We believe our primary sources of competition include, but are not limited to:

•

Football clubs:  We compete against other football clubs in the Premier League for match attendance and Matchday revenue. We compete against football clubs around Europe and the rest of the world to attract the best players and coaches in the global transfer and football staff markets.



•

Television media:  We receive media income primarily from the Premier League and Champions LeagueUEFA media contracts, each of which is collectively negotiated. Further details of such arrangements are set




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out in the section headed "—Revenue Sectors—Broadcasting." On a collective level, and in respect of those media rights we retain, we compete against other types of television programming for broadcaster attention and advertiser income both domestically and in other markets around the world.



•

Digital media:  We compete against other digital content providers for consumer attention and leisure time, advertiser income and consumer e-commerce activity.



•

Merchandise and apparel:  We compete against other providers of sports apparel and equipment.



•

Sponsorship:  As a result of the international recognition and quality of our brand, we compete against many different outlets for corporate sponsorship and advertising income, including other sports and other sports teams, other entertainment and events, television and other traditional and digital media outlets.






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•

Live entertainment:  We compete against alternative forms of live entertainment for the sale of matchday tickets, including other live sports, concerts, festivals, theatre and similar events.

        As a result, we do not believe there is any single market for which we have a well-defined group of competitors.

Real Property

        We own or lease property dedicated to our football and other operations. The most significant of our real properties is Old Trafford. The following table sets out our key owned and leased properties. In connection with our revolving facility, our secured term loan facility and the 2027 Notes,senior secured notes, several of our owned properties, including Old Trafford are encumbered with land charges as security for all obligations under those agreements, although: (a) Manchester International Freight Terminal is




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not encumbered as it has already been given as security under the Alderley Facility; and (b) the Aon Training Complex is not encumbered.

Key property and location		Primary function		Owned/leased		Owner/lessee			Area
								(approx. m2)
Old Trafford Football Stadium, Manchester		Football stadium		Owned (freehold)		Manchester United Limited			205,000
Aon Training Complex, Carrington, Trafford		Football training facility		Owned (freehold)		Manchester United Limited			440,000
Littleton Road Training Ground, Salford		Football training facility		Owned (freehold)		Manchester United Limited			84,000
The Cliff, Lower Broughton Road, Salford		Football training facility		Owned (freehold)		Manchester United Limited			28,000
Manchester International Freight Terminal, Westinghouse Road Trafford Park, Manchester		Investment Property		Leased (through March 2071)		Alderley Urban Investments Limited			107,000
Land and buildings at Wharfside, Trafford Park, Manchester		Investment Property		Owned (freehold)		Manchester United Limited			27,100
Land and buildings on the southwest side of Trafford Wharf Road, Manchester		Offices and Car Parking		Owned (freehold)		Manchester United Limited			23,000
Land and buildings at Canalside, Trafford Park, Manchester		Investment Property		Owned (freehold)		Manchester United Limited			10,800
Office space, Chester Road, Manchester		Offices		Leased (through November 2018)		Manchester United Limited			1,176
Office space, central London		Offices		Leased (through March 2021)		Manchester United Limited			1,100
Office space, Washington, D.C., United States		Offices		Leased (through February 2020)		Manchester United Limited			658
Office space, central Hong Kong		Offices		Leased (through August 2020)		Manchester United Limited			500

        The above properties are owned or leased by either Manchester United Limited or Manchester United Football Club Limited, apart from Manchester International Freight Terminal which is leased by Alderley Urban Investments Limited.

Legal Proceedings

        We are involved in various routine legal proceedings incident to the ordinary course of our business. We believe that the outcome of all pending legal proceedings, in the aggregate, will not have a material adverse effect on our business, financial condition or operating results. Further, we believe that the probability of any material losses arising from these legal proceedings is remote.

Subsidiaries

        Our directly or indirectly wholly-owned principal subsidiaries are: Red Football Finance Limited, Red Football Holdings Limited, Red Football Shareholder Limited, Red Football Joint Venture Limited, Red Football Limited, Red Football Junior Limited, Manchester United Limited, Alderley Urban Investments Limited, Manchester United Commercial Enterprises (Ireland) Limited, Manchester United Football Club Limited, Manchester United Interactive Limited, Manchester United Commercial Holdings Limited, Manchester United Commercial Holdings Junior Limited, MU Finance plc, MU RAML Limited, and MUTV Limited. All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the




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Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland.




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Customers

        Our top five customers represented 54.4%59.2%, 54.9%54.4% and 51.1%54.9% of our total revenue in each of the years ended 30 June 2017, 2016 2015 and 2014,2015, respectively. Our top five customers in the year ended 30 June 20162017 were the Premier League, adidas, General Motors (Chevrolet), UEFA and Aon. See "Item 3.D. Risk Factors—Risks Related to Our Business—We are exposed to credit related losses in the event of non-performance by counterparties to Premier League and UEFA media contracts as well as our key commercial and transfer contracts." Our top customer was the Premier League, who represented 19.4%25.4%, 25.4%19.4% and 21.4%25.4% of our total revenue in each of the years ended 30 June 2017, 2016 2015 and 2014,2015, respectively. Our second largest customer was adidas, who represented 14.1%13.6%, of our total revenue in the year ended 30 June 2016. Our third largest customer was General Motors (Chevrolet), who represented 11.4%, 14.8%14.1% and 4.6%nil of our total revenue in each of the years ended 30 June 2017, 2016 2015 and 2014,2015. Our third largest customer was General Motors (Chevrolet), who represented 10.2%, 11.4% and 14.8% of our total revenue in each of the years ended 30 June 2017, 2016 and 2015, respectively.

ITEM 4A.    UNRESOLVED STAFF COMMENTS


        None.

ITEM 5.    OPERATING AND FINANCIAL REVIEW AND PROSPECTS


        The following discussion should be read in conjunction with our consolidated financial statements and notes included elsewhere in this Annual Report.

Overview

        We are one of the most popular and successful sports teams in the world, playing one of the most popular spectator sports on Earth. Through our 138-year139-year heritage we have won 6466 trophies, including a record 20 English league titles, enabling us to develop what we believe is one of the world's leading sports brands and a global community of 659 million followers. Our large, passionate community provides Manchester United with a worldwide platform to generate significant revenue from multiple sources, including sponsorship, merchandising, product licensing, mobile & content, broadcasting and matchday. We attract leading global companies such as adidas, Aon and General Motors (Chevrolet) that want access and exposure to our community of followers and association with our brand.

How We Generate Revenue

        We operate and manage our business as a single reporting segment—the operation of a professional sports team. We review our revenue through three principal sectors—Commercial, Broadcasting and Matchday—and within the Commercial revenue sector, we have three revenue streams which monetize our global brand: sponsorship revenue; retail, merchandising, apparel & product licensing revenue; and mobile & content revenue.

Revenue Drivers

Commercial

        Our fastest growing source ofCommercial revenue is derived from sponsors and commercial partners. We generate our Commercial revenue with low fixed costs and small incremental costs for each additional sponsor, making our commercial operations a relatively high margin and scalable part of our business and a principal driver of growth for our overall profitability. Total Commercial revenue for the year ended 30 June 20162017 was £268.3£275.5 million.




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Sponsorship

        We monetize the value of our global brand and community of followers through sponsorship relationships with leading international and regional companies around the globe. To better capitalize on the strength of our brand, we have developed a global, regional and product segmentation sponsorship strategy. Global sponsors include leading brands such as 20^th Century Fox, adidas, Aeroflot, Aon, Aperol Spritz, Apollo Tyres, Concha y Toro, Deezer, DHL, Electronic Arts, Epson, General Motors (Chevrolet), Gulf Oil, HCL, Kansai Paint, Nissin Foods Group,Marathonbet, Mlily, Swissquote, TAG Heuer, Toshiba Medical Systems, Uber and Yanmar. In addition, we also have regional sponsors such as Cho-A Pharm, EuroFood, Hong Kong Jockey Club, Manda, Nexon, Uni-President and You-C1000 who are sponsors across a variety of products and categories in certain regions and local markets around the world.

        The growing appeal of our brand is evident in the increase in sponsorship revenues in recent years, which show a 8.6% compound annual growth rate from fiscal year 2014 through fiscal year 2016 (the growth rate from fiscal year 2015 to fiscal year 2016 was 3.4% and from fiscal year 2014 to fiscal year 2015 was 14.0%).        A partnership with Manchester United provides corporations with the ability to associate themselves with the highly successful Manchester United brand and a global marketing platform to quickly and effectively amplify their brand and message to their potential customers.

        Our current shirt sponsor is General Motors (Chevrolet). The shirt sponsorship agreement began in the 2014/15 season and runs through to the end of the 2020/21 season, with total fees payable of approximately $559 million. We received approximately $18.6 million in each of the 2012/13 and 2013/14 seasons relating to pre-sponsorship support and exposure, with the remaining $521.8 million to be received and recognized over seven years through to the end of the 2020/21 season.

        Our current training facilities and training kit partner is Aon. Aon are also the presenting partner for all our pre-season tours. Our agreement with Aon runs through to the end of the 2020/21 season.

        Total sponsorship revenue for the year ended 30 June 20162017 was £160.1£162.3 million.

Retail, Merchandising, Apparel & Product Licensing

        Our retail, merchandising, apparel & product licensing business includes the sale of sports apparel, training and leisure wear and other clothing featuring the Manchester United brand as well as other licensed products from coffee mugs to bedspreads. These products are distributed on a global basis through Manchester United branded retail stores and e-commerce platform, as well as through our partners' wholesale distribution channels.

        We have a 10-year agreement with adidas with respect to our global technical sponsorship and dual-branded licensing rights, which began on 1 August 2015. See "Item 4. Information on the Company—Revenue Sectors—Commercial—Retail, Merchandising, Apparel & Product Licensing" above for additional information regarding our agreement with adidas.

        Total retail, merchandising, apparel & product licensing revenue for the year ended 30 June 20162017 was £97.3£104.0 million.

Mobile & Content

        Due to the strength of our brand and the quality of our content, we have formed mobile telecom partnerships in numerous countries. In addition, we market content directly to our followers through our website, www.manutd.com, and associated mobile properties. Total mobile & content revenue for the year ended 30 June 20162017 was £10.9£9.2 million.




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Broadcasting

        We benefit from the distribution of live football content directly from the revenue we receive and indirectly through increased global exposure for our commercial partners. Broadcasting revenue is derived from our share of the global televisionbroadcasting rights relating to the Premier League, UEFA Champions League and other competitions. The growing popularity of the Premier League and UEFA Champions League




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in international markets and the associated increases in media rights values have been major drivers of the increase in our overall Broadcasting revenue in recent years. The Premier League's new UK televisioncurrent domestic broadcasting rights contract with Sky Sports and BT Sport is worth £5.136 billion from the 2016/17 season to the 2018/19 season for its live domestic rights. The deal marked a significant increase of over 70% on the previous contract, which was worth £3.018 billion and ran from the 2013/14 season through the 2015/16 season, and represents the largest UK TV rights deal ever signed. In addition, the value of the international broadcastbroadcasting rights for the seasons 2016/17 through to 2018/19 has also increased significantly to £3.2 billion which represents an increase of over 40% compared to the £2.2 billion generated from the previous three-year cycle ended in season 2015/16. Our share of the revenue under the Premier League broadcasting rights contract amounted to £143.5 million, £95.7 million £96.6 million and £88.9£96.6 million for the 2016/17, 2015/16 and 2014/15 and 2013/14 seasons, respectively, and our share of the revenue from broadcasting rights for UEFA competitions amounted to £39.5 million, £31.3 million and £2.1 million (being distributions from UEFA relating to the previous season's competition) and £39.3 million for the 2016/17, 2015/16 and 2014/15 and 2013/14 seasons, respectively. Our participation in the Premier League and UEFA Champions League and/or Europa League (and consequently, our receipt of the revenue generated by these broadcasting contracts) is predicated on the success of our first team, and if our first team fails to qualify for these UEFA competitions or is relegated from the Premier League in any given season, our Broadcasting revenue for that and subsequent fiscal years will be adversely impacted, partially offset by lower operating expenses. As a result of our first team performance duringwinning the 2015/16Europa League in the 2016/17 season, our first team will not participate in the 2016/172017/18 Champions League. Any club which qualifies for the Champions League but will participategroup-stage by virtue of winning the Europa League in the 2016/17 UEFA Europa League.previous season does not receive a distribution of the 50% market pool based on domestic performance in the previous season. In addition, our global television channel, MUTV, delivers Manchester United programming to over 56 countries and territories around the world. MUTV generated total revenue of £9.0 million, £7.7£9.0 million and £6.7£7.7 million for each of the years ended 30 June 2017, 2016 2015 and 2014,2015, respectively. Total Broadcasting revenue for the year ended 30 June 20162017 was £140.4£194.1 million.

Matchday

        Matchday revenue is a function of the number of games played at Old Trafford, the size and seating composition of Old Trafford, attendance at our matches and the prices of tickets and hospitality sales. A significant driver of Matchday revenue is the number of home games we play at Old Trafford, which is based on 19 Premier League matches and any additional matches resulting from the success of our first team in the FA Cup, EFL Cup and EuropeanUEFA competitions. Our participation in the Premier League and EuropeanUEFA competitions (and consequently, our receipt of the revenue generated by these matches) is predicated on the success of our first team, and if our first team fails to qualify for EuropeanUEFA competitions or is relegated from the Premier League in any given season, our Matchday revenue for that and subsequent fiscal years will be adversely impacted, partially offset by lower resulting expenses. Average attendance for our home Premier League matches has been approximately 99% for each season since the 1997/98 season, with strong attendance for EuropeanUEFA competitions, FA Cup and EFL Cup matches. Total Matchday revenue for the year ended 30 June 20162017 was £106.6 million, which primarily included £52.3 million from gate receipts and £34.3 million from hospitality.




Table of Contents£111.6 million.

Other Factors That Affect Our Financial Performance

Employee benefit expenses

        Player and staff compensation comprise the majority of our operating costs. Of our total operating costs, player costs, which consist of salaries, bonuses, benefits and national insurance contributions are the primary component. Compensation to non-player staff, which includes our manager and coaching staff, also accounts for a significant portion. Competition from top clubs in the Premier League and Europe has resulted in increases in player and manager salaries, forcing clubs to spend an increasing




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amount on player and staff compensation, and we expect this trend to continue. In addition, as our commercial operations grow, we expect our headcount and related expenses to increase as well.

Other operating expenses

        Our other operating expenses include certain variable costs such as matchday catering, policing, security stewarding and cleaning at Old Trafford, visitor gateshare for domestic cups, and costs related to the delivery on media and commercial sponsorship contracts. Other operating expenses also include certain fixed costs, such as operating lease costs and property costs, maintenance, human resources, training and developments costs, and professional fees.

Amortization and depreciation

        We amortize the capitalized costs associated with the acquisition of players' and key football management staff registrations. These costs are amortized over the period of the employment contract agreed with a player/key football management staff. If a player or key football management staff extends his contract prior to the end of the pre-existing period of employment, the remaining unamortized portion of the acquisition cost is amortized over the period of the new contract. Changes in amortization of the costs of players' and key football management staff registrations from year to year and period to period reflect additional fees paid for the acquisition of players and key football management staff, the impact of contract extensions and the disposal of registrations. As such, increased players' and key football management staff registration costs in any period could cause higher amortization in that period and in future periods and have a negative impact on our results of operations. Moreover, to the extent that the player and key football management staff registration costs vary from period to period, this may drive variability in our results of operations. We also amortize the capitalized costs associated with the acquisition of other intangible assets over their estimated useful lives, which is typically between 5 and 10 years.

        Depreciation primarily reflects a straight-line depreciation on investments made in property, plant and equipment. Depreciation over the periods under review results primarily from the depreciation of Old Trafford, including incremental improvements made to Old Trafford each season.

Exceptional items

        Exceptional operating costs are those costs that in management's judgment need to be separately disclosed by virtue of their size, nature or incidence in order to provide a proper understanding of our results of operations and financial condition.

(Loss)/profitProfit/(loss) on disposal of intangible assets

        We recognize profits or losses on the disposal of intangible assets (primarily players' registrations) in our income statement. Acquisitions and disposals of players are discretionary and we make transfer decisions based upon the requirements of our first team and the overall availability of players. These requirements and the availability of players, and resulting profits or losses on disposals, may vary from period to period, contributing to variability in our results of operations between periods.




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Finance costs

        A key component of our expenses during each of the past three fiscal years has been interest costs. We expect interest expense to continue to be a significant component of our expenses. Net finance costs were £20.0£24.3 million for the year ended 30 June 2016.2017. See "Item 5.B. Liquidity and Capital Resources—Indebtedness."




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        On 26 June 2015, we issued $425.0 million in aggregate principal amount of the 2027 Notes.senior secured notes. The proceeds from the sale of the 2027 Notessenior secured notes were used to redeem the $269.2 million in aggregate principal amount of our outstanding 8³/8% US dollar senior secured notes due 2017 (the "2017 Dollar Notes") at a redemption price equal to 102.09375% of the principal amount of such notes plus accrued and unpaid interest to the date of such redemption and to repay $90.7 million of our existing secured term loan.

Taxes

        During each of the three years ended 30 June 2017, 2016 2015 and 2014,2015, our principal operating subsidiaries were tax residents in the UK. During the year ended 30 June 2016,2017, we were subject to a weighted UK statutory tax rate of 19.75%, during the year ended 30 June 2016, we were subject to a weighted statutory tax rate of 20.0%, and during the year ended 30 June 2015, we were subject to a weighted statutory tax rate of 20.75% and during the year ended 30 June 2014, we were subject to a weighted statutory tax rate of 22.5%.

        Although we are organized as a Cayman Islands exempted company, we report as a US domestic corporation for US federal income tax purposes. As a result, our worldwide income is also subject to US taxes at the US statutory rate of 35%. We expect to utilize a credit in the United States for the UK taxes paid and therefore we do not expect to be double taxed on our income. Over the next few years, our effective tax rate may be volatile primarily due to the potential mismatch in the recognition of UK current tax liabilities and US deferred tax assets. During the same period we expect our total cash tax rate to be lower than the US statutory rate of 35% due to future US tax deductions related to differences in the book and tax basis of our assets as of the date of the reorganization. Thereafter, we expect our cash tax rate to align more closely with US statutory rate of 35%.

        We may also be subject to US state and local income (franchise) taxes based generally upon where we are doing business. These tax rates vary by jurisdiction and the tax base. Generally, state and local taxes are deductible for US federal income tax purposes. Furthermore, because most of our subsidiaries are disregarded from their owner for US federal income tax purposes, we are not able to control the timing of much of our US federal income tax exposure. In calculating our liability for US federal income tax, however, certain of our deductible expenses are higher than the amount of those same expenses under UK corporation tax rules, owing to differences in the relevant rules of the two jurisdictions and the related difference in the opening book versus tax basis of our assets and liabilities. Finally, our UK tax liability can be credited against our US federal income tax liabilities, subject to US rules and limitations. Nevertheless, over time we expect to pay higher amounts of tax than had we remained solely liable to tax in the United Kingdom. As a result, over time we do not expect our future taxation, either with respect to nominal tax rates, effective tax rates or total liability, to be comparable to those we experienced in the three fiscal years preceding the reorganization transactions.

Seasonality

        We experience seasonality in our salesrevenue and cash flow, limiting the overall comparability and predictability of interim financial periods. In any given interim period, our total revenue can vary based on the number of games played in that period, which affects the amount of Matchday and Broadcasting revenue recognized. Similarly, certain of our costs derive from hosting games at Old Trafford, and these costs will also vary based on the number of games played in the period. We historically recognize the most revenue in our second and third fiscal quarters due to the scheduling of matches. However, a




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strong performance by our first team in the Champions LeagueUEFA competitions and domestic cups could result in significant additional Broadcasting and Matchday revenue, and consequently we may also recognize the most revenue in our fourth fiscal quarter in those years. Our cash flow may also vary among interim periods due to the timing of significant payments from major commercial agreements. As such, though we report interim results of operations for our first, second and third fiscal quarters, in managing our business, setting goals and assessing performance we focus primarily on our full-year results of operations rather than our interim results of operations.




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A.    OPERATING RESULTS

        The following table shows selected audited consolidated income statement data for the years ended 30 June 2017, 2016 2015 and 2014.2015.

		Year ended 30 June										Year ended 30 June
		2016			2015			2014				2017			2016			2015
		(£'000)										(£'000)
Income Statement Data
Revenue			515,345			395,178			433,164				581,204			515,345			395,178
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Analyzed as:
Commercial revenue			268,318			196,931			189,315				275,471			268,318			196,931
Broadcasting revenue			140,440			107,664			135,746				194,098			140,440			107,664
Matchday revenue			106,587			90,583			108,103				111,635			106,587			90,583
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Operating expenses—before exceptional items			(421,574	)		(384,843	)		(367,056	)			(516,068	)		(421,574	)		(384,843	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Analyzed as:
Employee benefit expenses			(232,242	)		(202,561	)		(214,803	)			(263,464	)		(232,242	)		(202,561	)
Other operating expenses			(91,244	)		(72,271	)		(88,298	)			(117,942	)		(91,244	)		(72,271	)
Depreciation			(10,079	)		(10,324	)		(8,665	)			(10,228	)		(10,079	)		(10,324	)
Amortization			(88,009	)		(99,687	)		(55,290	)			(124,434	)		(88,009	)		(99,687	)
Operating expenses—exceptional items			(15,135	)		(2,336	)		(5,184	)			4,753			(15,135	)		(2,336	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total operating expenses			(436,709	)		(387,179	)		(372,240	)			(511,315	)		(436,709	)		(387,179	)
Operating profit before profit on disposal of intangible assets			78,636			7,999			60,924
(Loss)/profit on disposal of intangible assets			(9,786	)		23,649			6,991
Operating profit before profit/(loss) on disposal of intangible assets													69,889			78,636			7,999
Profit/(loss) on disposal of intangible assets													10,926			(9,786	)		23,649
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Operating profit			68,850			31,648			67,915				80,815			68,850			31,648
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Finance costs			(20,459	)		(35,419	)		(27,668	)			(25,013	)		(20,459	)		(35,419	)
Finance income			442			204			256				736			442			204
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net finance costs			(20,017	)		(35,215	)		(27,412	)			(24,277	)		(20,017	)		(35,215	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			48,833			(3,567	)		40,503				56,538			48,833			(3,567	)
Tax (expense)/credit			(12,462	)		2,672			(16,668	)			(17,361	)		(12,462	)		2,672
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			36,371			(895	)		23,835				39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​




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Year Ended 30 June 2017 as Compared to the Year Ended 30 June 2016

		Year ended 30 June
								% Change 2017 over 2016
		2017			2016
		(in £ millions)
Revenue			581.2			515.3			12.8	%
Commercial revenue			275.5			268.3			2.7	%
Broadcasting revenue			194.1			140.4			38.2	%
Matchday revenue			111.6			106.6			4.7	%
Total operating expenses			(511.3	)		(436.6	)		17.1	%
Employee benefit expenses			(263.5	)		(232.2	)		13.5	%
Other operating expenses			(117.9	)		(91.2	)		29.3	%
Depreciation			(10.3	)		(10.1	)		2.0	%
Amortization			(124.4	)		(88.0	)		41.4	%
Exceptional items			4.8			(15.1	)		—
Profit/(loss) on disposal of intangible assets			10.9			(9.8	)		—
Net finance costs			(24.3	)		(20.0	)		21.5	%
Tax expense			(17.3	)		(12.5	)		38.4	%

Revenue

        Consolidated revenue for the year ended 30 June 2017 was £581.2 million, an increase of £65.9 million, or 12.8%, compared to the year ended 30 June 2016, as a result of an increase in revenue in all our sectors, as described below.

Commercial revenue

        Commercial revenue for the year ended 30 June 2017 was £275.5 million, an increase of £7.2 million, or 2.7%, over the year ended 30 June 2016.

•

Sponsorship revenue for the year ended 30 June 2017 was £162.3 million, an increase of £2.2 million, or 1.4%, over the year ended 30 June 2016, primarily due to new sponsorship deals.



•

Retail, merchandising, apparel & product licensing revenue for the year ended 30 June 2017 was £104.0 million, an increase of £6.7 million, or 6.9%, over the year ended 30 June 2016, primarily due to a full year contribution from the adidas agreement, compared to only 11 months in the prior year, plus growth in Megastore revenue.



•

Mobile & Content revenue for the year ended 30 June 2017 was £9.2 million, a decrease of £1.7 million, or 15.6%, over the year ended 30 June 2016, primarily due to the expiry of several sponsorship deals.

Broadcasting revenue

        Broadcasting revenue for the year ended 30 June 2017 was £194.1 million, an increase of £53.7 million, or 38.2%, over the year ended 30 June 2016, primarily due to the new Premier League broadcasting rights agreement plus progression to, and success in winning, the UEFA Europa League final.

Matchday revenue

        Matchday revenue for the year ended 30 June 2017 was £111.6 million, an increase of £5.0 million, or 4.7%, over the year ended 30 June 2016, primarily due to playing two more home games in the year.




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Total operating expenses

        Total operating expenses (defined as employee benefit expenses, other operating expenses, depreciation, amortization and exceptional items) for the year ended 30 June 2017 were £511.3 million, an increase of £74.7 million, or 17.1%, over the year ended 30 June 2016.

Employee benefit expenses

        Employee benefit expenses for the year ended 30 June 2017 were £263.5 million, an increase of £31.3 million, or 13.5%, over the year ended 30 June 2016, primarily due to an increase in first team salaries, following investment in the first team squad.

Other operating expenses

        Other operating expenses for the year ended 30 June 2017 were £117.9 million, an increase of £26.7 million, or 29.3%, over the year ended 30 June 2016, primarily due to the impact of playing more games in the year as a result of progression in domestic and European cup competitions.

Depreciation

        Depreciation for the year ended 30 June 2017 amounted to £10.3 million, an increase of £0.2 million, or 2.0%, over the year ended 30 June 2016.

Amortization

        Amortization, primarily of players' registrations, for the year ended 30 June 2017 was £124.4 million, an increase of £36.4 million, or 41.4%, over the year ended 30 June 2016. The increase in amortization was primarily due to player acquisitions during fiscal year 2017. The unamortized balance of registrations as of 30 June 2017 was £290.6 million, of which £125.3 million is expected to be amortized in the year ending 30 June 2018. The remaining balance is expected to be amortized over the three years ending 30 June 2021. This does not take into account player acquisitions after 30 June 2017, which would have the effect of increasing the amortization expense in future periods, nor does it consider player departures subsequent to 30 June 2017, which would have the effect of decreasing future amortization charges. Furthermore, any contract renegotiations would also impact future charges.

Exceptional items

        Exceptional items for the year ended 30 June 2017 were a credit of £4.8 million, relating to a reversal of a player registration impairment charge for a player who was re-established as a member of the first team squad. Exceptional items for the year ended 30 June 2016 were a charge of £15.1 million, of which £8.4 million related to compensation to the former manager and certain members of the coaching staff for loss of office and £6.7 million related to a registrations' impairment charge regarding a reduction in the carrying value of a player no longer considered to be a member of the first team playing squad.

Profit/(loss) on disposal of intangible assets

        Profit on disposal of intangible assets for the year ended 30 June 2017 was £10.9 million, compared to a loss of £9.8 million for the year ended 30 June 2016. The profit on disposal of intangible assets for the year ended 30 June 2017 primarily related to the disposals of McNair (Sunderland), Schneiderlin (Everton) and Schweinsteiger (Chicago Fire). The loss on disposal of intangible assets for the year ended 30 June 2016 primarily related to the disposal of Di Maria (Paris St-Germain).




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Net finance costs

        Net finance costs for the year ended 30 June 2017 were £24.3 million, an increase of £4.3 million, or 21.5%, over the year ended 30 June 2016. The increase was primarily due to fair value movements on derivatives, partially offset by favorable, unrealized foreign exchange movements.

Tax

        The tax expense for the year ended 30 June 2017 was £17.3 million, compared to £12.5 million for the year ended 30 June 2016, primarily due to the increase in profit before tax and a reduction in foreign exchange gains on US dollar denominated deferred tax assets.

Year Ended 30 June 2016 as Compared to the Year Ended 30 June 2015

		Year ended 30 June										Year ended 30 June
								% Change 2016 over 2015										% Change 2016 over 2015
		2016			2015							2016			2015
		(in £ millions)										(in £ millions)
Revenue			515.3			395.2			30.4	%			515.3			395.2			30.4	%
Commercial revenue			268.3			196.9			36.3	%			268.3			196.9			36.3	%
Broadcasting revenue			140.4			107.7			30.4	%			140.4			107.7			30.4	%
Matchday revenue			106.6			90.6			17.7	%			106.6			90.6			17.7	%
Total operating expenses			(436.6	)		(387.2	)		12.8	%			(436.6	)		(387.2	)		12.8	%
Employee benefit expenses			(232.2	)		(202.6	)		14.6	%			(232.2	)		(202.6	)		14.6	%
Other operating expenses			(91.2	)		(72.3	)		26.1	%			(91.2	)		(72.3	)		26.1	%
Depreciation			(10.1	)		(10.3	)		(1.9	)%			(10.1	)		(10.3	)		(1.9	)%
Amortization			(88.0	)		(99.7	)		(11.7	)%			(88.0	)		(99.7	)		(11.7	)%
Exceptional items			(15.1	)		(2.3	)		556.5	%			(15.1	)		(2.3	)		556.5	%
(Loss)/profit on disposal of intangible assets			(9.8	)		23.6			—				(9.8	)		23.6			—
Net finance costs			(20.0	)		(35.2	)		(43.2	)%			(20.0	)		(35.2	)		(43.2	)%
Tax (expense)/credit			(12.5	)		2.7			—				(12.5	)		2.7			—

Revenue

        Our consolidatedConsolidated revenue for the year ended 30 June 2016 was £515.3 million, an increase of £120.1 million, or 30.4%, compared to the year ended 30 June 2015, as a result of an increase in revenue in all our sectors, as described below.

Commercial revenue

        Commercial revenue for the year ended 30 June 2016 was £268.3 million, an increase of £71.4 million, or 36.3%, over the year ended 30 June 2015.

•

Sponsorship revenue for the year ended 30 June 2016 was £160.1 million, an increase of £5.2 million, or 3.4%, over the year ended 30 June 2015, primarily due to the activation of several new global and regional sponsorship deals.



•

Retail, merchandising, apparel & product licensing revenue for the year ended 30 June 2016 was £97.3 million, an increase of £65.7 million, or 207.9%, over the year ended 30 June 2015, primarily due to the commencement of the new agreement with adidas on 1 August 2015, which included a step-up on minimum guaranteed revenues and contribution from several businesses previously operated by Nike.



•

Mobile & Content revenue for the year ended 30 June 2016 was £10.9 million, an increase of £0.5 million, or 4.8%, over the year ended 30 June 2015.




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Broadcasting revenue

        Broadcasting revenue for the year ended 30 June 2016 was £140.4 million, an increase of £32.7 million, or 30.4%, over the year ended 30 June 2015, primarily due to participation in UEFA competitions.

Matchday revenue

        Matchday revenue for the year ended 30 June 2016 was £106.6 million, an increase of £16.0 million, or 17.7%, over the year ended 30 June 2015, primarily due to participation in UEFA competitions plus domestic cup progression.




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Total operating expenses

        Total operating expenses (defined as employee benefit expenses, other operating expenses, depreciation, amortization and exceptional items) for the year ended 30 June 2016 were £436.6 million, an increase of £49.4 million, or 12.8%, over the year ended 30 June 2015.

Employee benefit expenses

        Employee benefit expenses for the year ended 30 June 2016 were £232.2 million, an increase of £29.6 million, or 14.6%, over the year ended 30 June 2015, primarily due to renewals of existing player contracts, coupled with an uplift in annual player salaries due to participation in the UEFA Champions League.

Other operating expenses

        Other operating expenses for the year ended 30 June 2016 were £91.2 million, an increase of £18.9 million, or 26.1%, over the year ended 30 June 2015, primarily due to retail, merchandising, apparel and licensing costs now being recognized internally, plus an increase in matchday costs as a result of playing eight additional home games in the current year.

Depreciation

        Depreciation for the year ended 30 June 2016 amounted to £10.1 million, a decrease of £0.2 million, or 1.9%, over the year ended 30 June 2015.

Amortization

        Amortization, primarily of players' registrations, for the year ended 30 June 2016 was £88.0 million, a decrease of £11.7 million, or 11.7%, over the year ended 30 June 2015. The decrease in amortization was primarily due to player disposals during fiscal year 2016 (mainly Di Maria and Falcao). The unamortized balance of registrations as of 30 June 2016 was £241.7 million, of which £110.1 million is expected to be amortized in the year ending 30 June 2017. The remaining balance is expected to be amortized over the three years ending 30 June 2020. This does not take into account player acquisitions after 30 June 2016, which would have the effect of increasing the amortization expense in future periods, nor does it consider player departures subsequent to 30 June 2016, which would have the effect of decreasing future amortization charges. Furthermore, any contract renegotiations would also impact future charges.

Exceptional items

        Exceptional items for the year ended 30 June 2016 were £15.1 million, of which £8.4 million related to compensation to the former manager and certain members of the coaching staff for loss of office and £6.7 million related to a registrations' impairment charge regarding a reduction in the




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carrying value of a player no longer considered to be a member of the first team playing squad. Exceptional items for the year ended 30 June 2015 were £2.3 million, of which £1.2 million related to the present value of the additional contributions we are expected to pay to remedy the revised deficit of the Football League pension scheme as per the latest triennial actuarial valuation at 31 August 2014 and £1.1 million related to professional adviser fees related to public sales of our Class A ordinary shares.

(Loss)/profit on disposal of intangible assets

        Loss on disposal of intangible assets for the year ended 30 June 2016 was £9.8 million, compared to a profit of £23.6 million for the year ended 30 June 2015. The loss on disposal of intangible assets




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for the year ended 30 June 2016 primarily related to the disposal of Di Maria (Paris St-Germain). The profit on disposal of intangible assets for the year ended 30 June 2015 primarily related to the disposals of Welbeck (Arsenal) and Nani (Fenerbache).

Net finance costs

        Net finance costs for the year ended 30 June 2016 were £20.0 million, a decrease of £15.2 million, or 43.2%, over the year ended 30 June 2015, including a reduction in interest payable on our secured term loan facility and senior secured notes following the refinancing in June 2015.

Tax

        The tax expense for the year ended 30 June 2016 was £12.5 million, compared to a tax credit of £2.7 million for the year ended 30 June 2015, primarily due to the result before tax in the respective years and foreign exchange gains on the re-measurement of deferred tax assets denominated in US dollars.

Year Ended 30 June 2015 as Compared to the Year Ended 30 June 2014

		Year ended 30 June
								% Change 2015 over 2014
		2015			2014
		(in £ millions)
Revenue			395.2			433.2			(8.8	)%
Commercial revenue			196.9			189.3			4.0	%
Broadcasting revenue			107.7			135.8			(20.7	)%
Matchday revenue			90.6			108.1			(16.2	)%
Total operating expenses			(387.2	)		(372.3	)		4.0	%
Employee benefit expenses			(202.6	)		(214.8	)		(5.7	)%
Other operating expenses			(72.3	)		(88.3	)		(18.1	)%
Depreciation			(10.3	)		(8.7	)		18.4	%
Amortization			(99.7	)		(55.3	)		80.3	%
Exceptional items			(2.3	)		(5.2	)		(55.8	)%
Profit on disposal of intangible assets			23.6			7.0			237.1	%
Net finance costs			(35.2	)		(27.4	)		28.5	%
Tax credit/(expense)			2.7			(16.7	)		—

Revenue

        Our consolidated revenue for the year ended 30 June 2015 was £395.2 million, a decrease of £38.0 million, or 8.8%, compared to the year ended 30 June 2014, as a result of a decrease in revenue in our Broadcasting and Matchday sectors, which was partially offset by an increase in revenue in our Commercial sector, as described below.

Commercial revenue

        Commercial revenue for the year ended 30 June 2015 was £196.9 million, an increase of £7.6 million, or 4.0%, over the year ended 30 June 2014.

•

Sponsorship revenue for the year ended 30 June 2015 was £154.9 million, an increase of £19.1 million, or 14.1%, over the year ended 30 June 2014, primarily due to the commencement of the seven-year General Motors (Chevrolet) shirt sponsorship and the activation of several new global and regional sponsorship deals.




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•

Retail, merchandising, apparel & product licensing revenue for the year ended 30 June 2015 was £31.6 million, a decrease of £5.9 million, or 15.7%, over the year ended 30 June 2014, primarily due to reduced Nike guaranteed revenue due to non-participation in UEFA competitions in the current season.



•

Mobile & Content revenue for the year ended 30 June 2015 was £10.4 million, a decrease of £5.6 million, or 35.0%, over the year ended 30 June 2014, due to the expiration of a few of our mobile partnerships.

Broadcasting revenue

        Broadcasting revenue for the year ended 30 June 2015 was £107.7 million, a decrease of £28.1 million, or 20.7%, over the year ended 30 June 2014, primarily due to non-participation in UEFA competitions, partially offset by an increase in merit payments due to a higher Premier League finish.

Matchday revenue

        Matchday revenue for the year ended 30 June 2015 was £90.6 million, a decrease of £17.5 million, or 16.2%, over the year ended 30 June 2014, primarily due to non-participation in UEFA competitions.

Total operating expenses

        Total operating expenses (defined as employee benefit expenses, other operating expenses, depreciation, amortization and exceptional items) for the year ended 30 June 2015 were £387.2 million, an increase of £14.9 million, or 4.0%, over the year ended 30 June 2014.

Employee benefit expenses

        Employee benefit expenses for the year ended 30 June 2015 were £202.6 million, a decrease of £12.2 million, or 5.7%, over the year ended 30 June 2014, primarily due to lower player wages.

Other operating expenses

        Other operating expenses for the year ended 30 June 2015 were £72.3 million, a decrease of £16.0 million, or 18.1%, over the year ended 30 June 2014, primarily due to non-participation in UEFA competitions.

Depreciation

        Depreciation for the year ended 30 June 2015 amounted to £10.3 million, an increase of £1.6 million, or 18.4%, over the year ended 30 June 2014, primarily due to capital expenditure at the Aon Training Complex and the Old Trafford stadium.

Amortization

        Amortization, primarily of players' registrations, for the year ended 30 June 2015 was £99.7 million, an increase of £44.4 million, or 80.3%, over the year ended 30 June 2014. The increase in amortization was primarily due to player acquisitions during the year (mainly Di Maria, Falcao and Shaw). The unamortized balance of registrations as of 30 June 2015 was £238.1 million, of which £92.6 million is expected to be amortized in the year ending 30 June 2016. The remaining balance is expected to be amortized over the three years ending 30 June 2019. This does not take into account player acquisitions after 30 June 2015, which would have the effect of increasing the amortization expense in future periods, nor does it consider player departures subsequent to 30 June 2015, which would have the effect of decreasing future amortization charges. Furthermore, any contract renegotiations would also impact future charges.




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Exceptional items

        Exceptional items for the year ended 30 June 2015 were £2.3 million, of which £1.2 million related to the present value of the additional contributions we are expected to pay to remedy the revised deficit of the Football League pension scheme as per the latest triennial actuarial valuation at 31 August 2014 and £1.1 million related to professional adviser fees related to public sales of our Class A ordinary shares by Red Football LLC and the Edward S. Glazer Irrevocable Exempt Trust. Exceptional items for the year ended 30 June 2014 were £5.2 million, of which £4.9 million related to compensation paid to the former manager and certain members of the coaching staff on loss of office and £0.3 million related to investment property impairment charges.

Profit on disposal of intangible assets

        Profit on disposal of intangible assets for the year ended 30 June 2015 was £23.6 million, an increase of £16.6 million, or 237.1%, over the year ended 30 June 2014. The profit on disposal of intangible assets for the year ended 30 June 2015 primarily related to the disposal of Welbeck (Arsenal) and Nani (Fenerbache). The profit on disposal of intangible assets for the year ended 30 June 2014 related to the disposals of Buttner (Dynamo Moscow), Cole (Fulham), Tunnicliffe (Fulham), James (Leicester), Daehli (Molde) and Wooton (Leeds).

Net finance costs

        Net finance costs for the year ended 30 June 2015 were £35.2 million, an increase of £7.8 million, or 28.5%, over the year ended 30 June 2014. The increase was primarily due to a £3.6 million premium on the repurchase of our 2017 Dollar Notes and £3.8 million of non-cash accelerated amortization of finance and issue costs primarily related to the repurchase of our 2017 Dollar Notes. The debt refinancing in June 2015 included the issue of $425.0 million in aggregate principal amount of 2027 Notes, the redemption of the remaining $269.2 million in aggregate principal amount of our outstanding 2017 Dollar Notes and the repayment of $90.7 million of our existing secured term loan.

Tax

        The tax credit for the year ended 30 June 2015 was £2.7 million, compared to a tax expense of £16.7 million for the year ended 30 June 2014, primarily due to the result before tax in the respective years.

Critical Accounting Estimates and Judgments

        The preparation of our financial information requires management to make estimates, judgments and assumptions concerning the future. Estimates, judgments and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The resulting accounting estimates will, by definition, seldom equal the related actual results.

        For a summary of all of our significant accounting policies, see note 2 to our audited consolidated financial statements as of 30 June 20162017 and 20152016 and for the years ended 30 June 2017, 2016 2015 and 20142015 included elsewhere in this Annual Report.

        The JOBS Act permits an "emerging growth company" like us to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. At the effective date of our IPO, we chose to "opt out" of this provision and, as a result, we are complying with, and will continue to comply with, new or revised accounting standards as required when they are adopted. Our decision to opt out of the extended transition period is irrevocable.




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        We believe that the following accounting policies reflect the most critical judgments, estimates and assumptions and are significant to the consolidated financial statements.

Revenue recognition

Commercial

        Commercial revenue comprises revenue receivable from the exploitation of the Manchester United brand through sponsorship and other commercial agreements, including minimum guaranteed revenue,




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revenue receivable from retailing Manchester United branded merchandise in the UK and licensing the manufacture, distribution and sale of such goods globally, and fees for the Manchester United first team undertaking tours.

        Minimum guaranteed revenue is recognized over the term of the sponsorship agreement in line with the performance obligations included within the contract and based on the sponsorship benefits enjoyed by the individual sponsor. In instances where the sponsorship rights remain the same over the duration of the contract, revenue is recognized on a straight-line basis.

        The minimum guarantee payable by adidas over the term of our agreement with them is equal to £750 million, subject to certain adjustments. Payments due in a particular year may increase if our first team wins certain competitions or decrease if our first team fails to participate in the Champions League for two or more consecutive seasons, starting with the 2015/16 season, with the maximum possible reduction being 30% of the applicable payment for the year in which the second or other consecutive season of non-participation.non-participation falls. In the event of a reduction in any year due to the failure to participate in the Champions League for two or more consecutive seasons, the payments revert back to the original terms upon the first team participating again in the Champions League. Any increase or decrease in a particular year would have the effect of increasing or decreasing the minimum guarantee amount of £750 million payable over the term of the agreement. A critical judgment in future financial years therefore will be management's assessment as to whether or not our first team is likely to fail to participate in the Champions League for two or more consecutive seasons during the term of the agreement. Such assessments of future participation may differ from actual participation, which could result in a difference in the revenue recognized in a given year.

        Certain sponsorship contracts include additional profit share arrangements based on cumulative profits earned from the utilization of the Manchester United brand. Any additional profit share on such arrangements is only recognized when a reliable estimate of the future performance of the contract can be obtained and only to the extent that the revenue is considered probable. In assessing whether any additional profit share is probable and should therefore be recognized, management carries out regular reviews of the contracts and future financial forecasts, having regard to the underlying risk factors such as team performance and general economic conditions. Such forecasts of future financial performance may differ from actual financial performance, which could result in a difference in the revenue recognized in a given year.

Broadcasting and Matchday

        For our accounting policies relating to Broadcasting revenue and Matchday revenue, which management does not consider to involve critical estimates and judgments, see note 2 to our audited consolidated financial statements as of 30 June 20162017 and 20152016 and for the years ended 30 June 2017, 2016 2015 and 20142015 included elsewhere in this Annual Report.

Impairment of goodwill and non-current assets

        The Company annually tests whether goodwill has suffered any impairment and more frequently tests whether events or changes in circumstances indicate a potential impairment. An impairment loss is




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recognized when the carrying value of goodwill exceeds its recoverable amount. Its recoverable amount is the higher of fair value less costs of disposal and value in use. The recoverable amount has been determined based on value-in-use calculations. These calculations require the use of estimates, both in arriving at the expected future cash flow and the application of a suitable discount rate in order to calculate the present value of these flows. See note 15 to our audited consolidated financial statements as of 30 June 20162017 and 20152016 and for the years ended 30 June 2017, 2016 2015 and 20142015 included elsewhere in this Annual Report.




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        All other non-current assets, including property plant and equipment and investment property, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Any impairment charges arising are recognized in the income statement when the carrying amount of an asset is greater than the estimated recoverable amount, which is the higher of an asset's fair value less costs to sell and value in use, and are calculated with reference to future discounted cash flows that the asset is expected to generate when considered as part of a cash-generating unit. An impairment review trigger event would include, for example, our failure to qualify for the Champions League for a sustained period. In respect of player registrations, a further impairment review trigger event would occur when the player is excluded from our revenue generation, for example, as a result of a career-ending injury, and conditions indicate that the amortized carrying value of the asset is not recoverable.

        The impairment review of goodwill and other non-current assets considers estimates of the future economic benefits attributable to them. Such estimates involve assumptions in relation to the future, recoverable amount of the asset, ticket revenue, broadcasting and sponsorship revenue and on-field performance. Any estimates of future economic benefits made in relation to non-current assets may differ from the benefits that ultimately arise, and materially affect the recoverable value of the asset.

Intangible assets—registrations

        The costs associated with the acquisition of players' registrations and key football management staff registrations are capitalized as intangible assets at the fair value of the consideration payable, including an estimate of the fair value of any contingent consideration. Subsequent reassessments of the amount of contingent consideration payable are also included in the cost of the individual's registration. The estimate of the fair value of the contingent consideration payable requires management to assess the likelihood of specific performance conditions being met which would trigger the payment of the contingent consideration such as the number of player appearances. This assessment is carried out on an individual basis. Costs associated with the acquisition of players' registrations and key football management staff registrations include transfer fees, Premier League levy fees, agents' fees and other directly attributable costs. These costs are amortized over the period covered by the individual's contract. To the extent that an individual's contract is extended, the remaining book value is amortized over the remaining revised contract life.

Tax

        Tax is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management establishes provisions where appropriate on the basis of amounts expected to be paid to (or recovered from) the tax authorities. From time to time the Group is involved in discussions with tax authorities in relation to ongoing tax matters and, where appropriate, provisions are made based on management's assessment of each case. Future tax expense or credit may be higher or lower than estimates made when determining whether it is appropriate to record a provision and the amount to be recorded. Furthermore, changes in the legislative framework or applicable tax case law may result in management reassessing the recognition of tax provisions in future periods.




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Recognition of deferred tax assets

        We recognize deferred tax effects of temporary differences between the financial statement carrying amounts and the tax basis of our assets and liabilities.

        Deferred tax assets are recognized only to the extent that it is probable that the associated deductions will be available for use against future profits and that there will be sufficient future taxable profit available against which the temporary differences can be utilized, provided the asset can be




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reliably quantified. In estimating future taxable profit, management use "base case" approved forecasts which incorporate a number of assumptions, including a prudent level of future uncontracted revenue in the forecast period. In arriving at a judgment in relation to the recognition of deferred tax assets, management considers the regulations applicable to tax and advice on their interpretation. Future taxable income may be higher or lower than estimates made when determining whether it is appropriate to record a tax asset and the amount to be recorded. Furthermore, changes in the legislative framework or applicable tax case law may result in management reassessing the recognition of deferred tax assets in future periods.

B.    LIQUIDITY AND CAPITAL RESOURCES

        Our primary cash requirements stem from the payment of transfer fees for the acquisition of players' registrations, capital expenditure for the improvement of facilities at Old Trafford and the Aon Training Complex, payment of interest on our borrowings, employee benefit expenses, other operating expenses and dividends on our Class A ordinary shares and Class B ordinary shares. Historically, we have met these cash requirements through a combination of operating cash flow and proceeds from the transfer fees from the sale of players' registrations. Our existing borrowings primarily consist of our secured term loan facility and our 2027 Notes.senior secured notes. Additionally, although we have not needed to draw any borrowings under our revolving facility since 2009, we have no intention of retiring our revolving facility and may draw on it in the future in order to satisfy our working capital requirements. We manage our cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of our long term borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating to fixed rates. We have US dollar borrowings that we use to hedge a portion of our US dollar commercial revenue exposure. See "—Indebtedness" below. We continue to evaluate our financing options and may, from time to time, take advantage of opportunities to repurchase or refinance all or a portion of our existing indebtedness to the extent such opportunities arise.

        In fiscal year 20162017 we began payingpaid a regular quarterlysemi-annual cash dividend on our Class A ordinary shares and Class B ordinary shares of $0.045 per share. Our board of directors recently approved replacing the previous quarterly cash dividend with a regular semi-annual cash dividend of $0.09 per share. We expect to continue paying regular semi-annual dividends to our Class A ordinary shareholders and Class B ordinary shareholders out of our operating cash flows. The declaration and payment of any future dividends, however, will be at the sole discretion of our board of directors or a committee thereof, and our expectations and policies regarding dividends are subject to change as our business needs, capital requirements or market conditions change.

        Our business generates a significant amount of cash from our Matchdaymatchday revenues and commercial contractual arrangements at or near the beginning of our fiscal year, with a steady flow of other cash received throughout the fiscal year. In addition, we generate a significant amount of our cash through advance receipts, including season tickets (which include general admission season tickets and seasonal hospitality tickets), most of which are received prior to the end of June for the following season. Our broadcasting revenue from the Premier League and UEFA are paid periodically throughout the season, with primary payments made in late summer, December, January and the end of the football season. Our sponsorship and other Commercialcommercial revenue tends to be paid either quarterly or annually in




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advance. However, while we typically have a high cash balance at the beginning of each fiscal year, this is largely attributable to deferred revenue, the majority of which falls under current liabilities in the consolidated balance sheet, and this deferred revenue is unwound through the income statement over the course of the fiscal year. Over the course of a year, we use our cash on hand to pay employee benefit expenses, other operating expenses, interest payments and other liabilities as they become due. This typically results in negative working capital movement at certain times during the year. In the event it ever became necessary to access additional operating cash, we also have access to cash through our revolving facility. As of 30 June 2016,2017, we had no borrowings under our revolving facility.




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        Pursuant to our contract with adidas, which became effectivebegan on 1 August 2015, the minimum guarantee payable by adidas over the 10-year term of the agreement is equal to £750 million, subject to certain adjustments. See "Item 4. Information on the Company—Revenue Sectors—Commercial—Retail, Merchandising, Apparel & Product Licensing" above for additional information regarding our agreement with adidas.

        We also maintain a mixture of long-term debt and capacity under our revolving facility in order to ensure that we have sufficient funds available for short-term working capital requirements and for investment in the playing squad and other capital projects.

        Our cost base is more evenly spread throughout the fiscal year than our cash inflows. Employee benefit expenses and fixed costs constitute the majority of our cash outflows and are generally paid throughout the 12 months of the fiscal year. Our working capital levels tend to be at their lowest in November, in advance of Premier League and UEFA broadcasting receipts in December.December and January.

        In addition, transfer windows for acquiring and disposing of players' registrations occur in January and the summer. During these periods, we may require additional cash to meet our acquisition needs for new players and we may generate additional cash through the sale of existing players' registrations. Depending on the terms of the agreement, transfer fees may be paid or received by us in multiple installments, resulting in deferred cash paid or received. Although we have not historically drawn on our revolving facility during the summer transfer window, if we seek to acquire players with values substantially in excess of the values of players we seek to sell, we may be required to draw on our revolving facility to meet our cash needs.

        Acquisition and disposal of registrations also affects our current trade receivables and payables, which affects our overall working capital. Our current trade receivables include accrued revenue from sponsors as well as transfer fees receivable from other football clubs, whereas our trade payables include transfer fees and other associated costs in relation to the acquisition of registrations.

Capital expenditures at Old Trafford

        Our stadium, Old Trafford, remains one of our key assets and a significant part of the overall experience we provide to our followers. Old Trafford has been our home stadium since 1910 and has undergone significant changes over the years. To maintain the quality of service, enhance the fan experience and increase Matchdaymatchday revenue, we continually invest in the refurbishment and regeneration of Old Trafford. Following a substantial development prior to the 2006/07 season, we expanded seating capacity at Old Trafford from approximately 68,000 to 75,643.75,457. In addition, we have continued to invest in improving hospitality suites and catering facilities through refurbishment programs. We record these investments as capital expenditures. Capital expenditure at Old Trafford was £3.5 million, £2.7 million £2.3 million and £4.1£2.3 million for the years ended 30 June 2017, 2016 2015 and 2014,2015, respectively. We typically invest approximately £3 million per year in refurbishment capital expenditure with further investments in expansion capital expenditure as required.




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        In addition, we spent approximately £5.4 million, £2.3 million in fiscal yearand £3.7 million for the years ended 30 June 2017, 2016 and approximately £3.7 million in fiscal year 2015, respectively in connection with updating and expanding the Aon Training Complex, our training facility.

Mobile & Content capital expenditure

        We intend to continue investing in our mobile & content assets, including our website and digital media capabilities.




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Net intangible asset—registrations capital expenditure

        Our average net intangible asset—registrations capital expenditure over the last 10 years has been a cash outflow of £39.6£52.1 million per fiscal year (excluding the sale of a player in the year ended 30 June 2009 that generated a significant cash inflow, average net intangible asset—registrations capital expenditure over the same period would have been a cash outflow of £47.6£60.1 million per fiscal year). However, net intangible asset—registrations capital expenditure has varied significantly from period to period, as shown in the table below, and while we expect that trend to continue, competition for talented players may force clubs to spend increasing amounts on player registration fees. We may explore new player acquisitions in connection with future transfer periods that may materially increase the amount of our net intangible asset—registrations capital expenditure. Actual cash used or generated from net intangible asset—registrations capital expenditure is recorded on our statement of cash flow under net cash used or generated in investing activities.


Last 10 Years Net Intangible Asset—Registrations Capital Expenditure(1)




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(1)

The net intangible asset—registrations capital expenditure data presented is the sum of all cash used for purchases of intangible assets—registrations and all cash generated from sales of intangible assets—registrations as disclosed in our consolidated annual financial statements. For the years ended 30 June 2013 to 30 June 2016,2017, the data above was derived from the annual financial statements of Manchester United plc. For the years ended 30 June 20072008 to 30 June 2012,




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the above data was derived from the annual financial statements of Red Football Shareholder Limited. The annual financial statements for periodsthe period prior to our transition to IFRS on 1 July 2008 were prepared in accordance with Generally Accepted Accounting Practice in the United Kingdom.




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Working Capital

        Our directors confirmed that, as of the date of this Annual Report, after taking into account our current cash and cash equivalents and our anticipated cash flow from operating and financing activities, we believe that we have sufficient working capital for our present requirements.

Cash Flow

        The following table summarizes our cash flows for the years ended 30 June 2017, 2016 2015 and 2014:

2015:

		Year ended 30 June
		2017			2016			2015
		(in £ millions)
Cash flow from operating activities
Cash generated from operations			251.7			200.8			195.0
Interest paid			(19.5	)		(13.2	)		(42.6	)
Debt finance costs relating to borrowings			—			—			(6.5	)
Interest received			0.7			0.5			0.5
Tax paid			(5.2	)		(2.0	)		(2.5	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			227.7			186.1			143.9
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
Cash flow from investing activities
Payments for property, plant and equipment and investment property (net of proceeds)			(9.0	)		(5.1	)		(5.5	)
Payments for intangible assets			(193.8	)		(138.1	)		(117.4	)
Proceeds from sale of intangible assets			51.8			38.4			20.6
​	​	​	​	​	​	​	​	​	​	​
Net cash used in investing activities			(151.0	)		(104.8	)		(102.3	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
Cash flow from financing activities
Proceeds from borrowings			—			—			272.5
Repayment of borrowings			(0.4	)		(0.4	)		(227.9	)
Dividends paid			(23.3	)		(20.1	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash (used in)/generated from financing activities			(23.7	)		(20.5	)		44.6
​	​	​	​	​	​	​	​	​	​	​
Net increase in cash and cash equivalents(1)			53.0			60.8			86.2
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

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		Year ended 30 June
		2016			2015			2014
		(in £ millions)
Cash flow from operating activities
Cash generated from operations			200.8			195.0			101.7
Interest paid			(13.2	)		(42.6	)		(27.7	)
Debt finance costs relating to borrowings			—			(6.5	)		(0.1	)
Interest received			0.5			0.5			0.3
Tax paid			(2.0	)		(2.5	)		(1.4	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			186.1			143.9			72.8
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
Cash flow from investing activities
Payments for property, plant and equipment (net of proceeds)			(5.1	)		(5.5	)		(10.8	)
Payments for intangible assets			(138.1	)		(117.4	)		(92.9	)
Proceeds from sale of intangible assets			38.4			20.6			14.0
​	​	​	​	​	​	​	​	​	​	​
Net cash used in investing activities			(104.8	)		(102.3	)		(89.7	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
Cash flow from financing activities
Proceeds from borrowings			—			272.5			—
Repayment of borrowings			(0.4	)		(227.9	)		(5.0	)
Dividends paid			(20.1	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash (used in)/generated from financing activities			(20.5	)		44.6			(5.0	)
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			60.8			86.2			(21.9	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

(1)

Excludes the effects of exchange rate changes on cash and cash equivalents.

Net cash generated from operating activities

        Net cash generated from operations represents our operating results and net movements in our working capital. Our working capital is generally impacted by the timing of cash received from the sale of tickets and hospitality and other Matchday sales,matchday revenues, broadcasting revenue from the Premier League and UEFA and sponsorship and Commercialcommercial revenue. Cash generated from operations for the year ended 30 June 20162017 produced a cash inflow of £200.8£251.7 million, an increase of £5.8£50.9 million from a cash inflow of £195.0£200.8 million for the year ended 30 June 2015.2016. Cash generated from operations for the year ended 30 June 20142015 was £101.7£195.0 million.

        Additional changes in net cash generated from operating activities generally reflect our finance costs. We currently pay fixed rates of interest on our 2027 Notessenior secured notes and variable rates of interest on our secured term loan facility. We use interest rate swaps to manage the cash flow interest rate risk. The swaps have the economic effect of converting interest on our secured term loan facility from variable




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rates to a fixed rate. Our revolving facility is also subject to variable rates of interest.




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        Interest paid was £13.2£19.5 million in the year ended 30 June 2016, a decrease2017, an increase of £29.4£6.3 million compared to £42.6£13.2 million in interest paid in the year ended 30 June 2015. The decrease2016. Interest on our senior secured notes is normally paid semi-annually, at the beginning of £29.4August and at the beginning of February. Interest on the senior secured notes (the 2017 Dollar Notes) for the period up to the 25 June 2015 was paid at the end of June 2015 when our debt was refinanced. Consequently, interest paid on our senior secured notes in the year ended 30 June 2016 equated to seven months interest up to the beginning of February 2016 whereas interest paid on our senior secured notes in the year ended 30 June 2017 equated to twelve months interest up to the beginning of February 2017. Interest paid was £42.6 million wasfor the year ended 30 June 2015, primarily due to a reduction inthe higher interest rates on our 2027 Notes, as compared to the 2017 Dollar Notes relative to our senior secured notes, and on our secured term loan facility following theprior to our debt refinancing in June 2015. Interest paid was £27.7 million for the year ended 30 June 2014.

        Net cash generated from operating activities was £186.1£227.7 million in the year ended 30 June 2016,2017, compared to net cash generated from operating activities of £186.1 million for the year ended 30 June 2016. Net cash generated from operating activities was £143.9 million for the year ended 30 June 2015. Net cash generated from operating activities was £72.8 million for the year ended 30 June 2014.

Net cash used in investing activities

        Capital expenditure for the acquisition of intangible assets as well as for improvements to property, principally at Old Trafford and the Aon Training Complex, are funded through cash flow generated from operations, proceeds from the sale of intangible assets and, if necessary, from our revolving facility. Capital expenditure on the acquisition, disposal and trading of intangible assets tends to vary significantly from year to year depending on the requirements of our first team, overall availability of players, our assessment of their relative value and competitive demand for players from other clubs. By contrast, capital expenditure on the purchase of property, plant and equipment tends to remain relatively stable as we continue to make improvements at Old Trafford and invest in the expansion of our training facility, the Aon Training Complex.

        Net cash used in investing activities for the year ended 30 June 20162017 was £104.8£151.0 million, an increase of £2.5£46.2 million from £102.3£104.8 million for the year ended 30 June 2015.2016. Net cash used in investing activities for the year ended 30 June 20142015 was £89.7£102.3 million.

        For the year ended 30 June 2016,2017, net capital expenditure on property, plant and equipment and investment property was £5.1£9.0 million, a decreasean increase of £0.4£3.9 million from net expenditure of £5.5£5.1 million for the year ended 30 June 2015.2016. Net capital expenditure for the yearyears ended 30 June 2017 and 30 June 2016 related mainly to refurbishment work at Old Trafford and the Aon Training Complex.

        For the year ended 30 June 2017, net capital expenditure on intangible assets was £142.0 million, an increase of £42.3 million from net expenditure of £99.7 million for the year ended 30 June 2016. Net capital expenditure for the year ended 30 June 2015 related2017 was mainly to refurbishment work at Old Trafford and new pitches at the Aon Training Complex.

        For the year ended 30 June 2016, net expenditure on intangible assets was £99.7 million, an increasecomprised of £2.9 million from net expenditure of £96.8 millionpayments made for the year ended 30 June 2015.acquisitions of Pogba, Mkhitaryan, Martial and Di Maria, less payments received relating to the disposal of Di Maria and Schneiderlin. Net capital expenditure on intangible assets for the year ended 30 June 2016 was mainly comprised of payments made for the acquisitions of Di Maria, Martial and Schneiderlin, less payments received relating to the disposal of Di Maria and Welbeck. Net expenditure on intangible assets for

        For the year ended 30 June 2015, net capital expenditure on property, plant and equipment was £5.5 million related mainly to refurbishment work at Old Trafford and new pitches at the Aon Training Complex. Net capital expenditure on intangible assets was £96.8 million was mainly comprised of payments made for the acquisitions of Di Maria, Rojo, Fellaini, Depay and Shaw less payments received relating to the disposal of Welbeck and Kagawa.

        For the year ended 30 June 2014, net capital expenditure on the purchase of property, plant and equipment was a cash outflow of £10.8 million related mainly to general development at Old Trafford and the Aon Training Complex. Net expenditure on intangible assets was £78.9 million mainly comprised of expenditures for the acquisitions of Fellaini, Herrera, Mata, van Persie and Zaha less payments received relating to the disposal of Berbatov, Brady, Buttner and O'Shea. As a result, net cash used in investing activities was £89.7 million.

Net cash (used in)/generated from/(used in)from financing activities

        Net cash used in financing activities for the year ended 30 June 20162017 was £20.5£23.7 million, an increase of £65.1£3.2 million compared to net cash generatedused of £44.6£20.5 million for the year ended 30 June 2015.2016. During the year ended 30 June 2017, we repaid borrowings of £0.4 million relating to the Alderley facility and paid two semi-annual dividends amounting to £23.3 million in the aggregate.




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        During the year ended 30 June 2016, we repaid borrowings of £0.4 million relating to the Alderley facility and paid four quarterly dividends amounting to $0.18 per share£20.1 million in the aggregate.




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        Net cash generated from financing activities for the year ended 30 June 2015 was £44.6 million. During the year ended 30 June 2015, we issued £267.8 million ($425.0 million) in aggregate principal amount of the 2027 Notes.senior secured notes. We used the proceeds to repurchase all of our outstanding 2017 Dollar Notes, comprising a principal value of £169.6 million ($269.2 million) and a premium on repurchase of £3.6 million ($5.6 million). We also amended the terms of our secured term loan facility, reducing the outstanding principal amount by £57.2 million ($90.7 million), reducing the interest rate to LIBOR plus an applicable margin between 1.75% per annum and 1.25% per annum, and extending the term of the facility to June 2025.

        Net cash used in financing activities for the year ended 30 June 2014 was £5.0 million. During the year ended 30 June 2014, we repaid £5.0 million of borrowings, primarily relating to the secured term loan facility.

Indebtedness

        Our primary sources of indebtedness consist of our secured term loan facility and our 2027 Notes.senior secured notes. As part of the security for our secured term loan facility, our 2027 Notessenior secured notes and our revolving facility, substantially all of our assets are subject to liens and mortgages.

Description of principal indebtedness

Secured term loan facility

        Our wholly-owned finance subsidiary, MU Finance plc, has a secured term loan facility with Bank of America, N.A. as lender. As of 30 June 20162017 the sterling equivalent of £166.0£170.8 million (net of unamortized issue costs of £2.7£2.5 million) was outstanding. The outstanding principal amount was $225.0 million. We have the option to repay the loan at any time. The remaining balance of the loan is repayable on 26 June 2025.

        Loans under the secured term loan facility bear interest at a rate per annum equal to US dollar LIBOR (provided that if the rate is less than zero, LIBOR shall be deemed to be zero) plus the applicable margin. The applicable margin, if no event of default has occurred and is continuing, means the following:

Total net leverage ratio (as defined in the secured term loan facility agreement)		Margin % (per annum)
Greater than 3.5			1.75
Greater than 2.0 but less than or equal to 3.5			1.50
Less than or equal to 2.0			1.25

        While any event of default is continuing, the applicable margin shall be the highest level set forth above.

        Our secured term loan facility is guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, Manchester United Football Club Limited and MU Finance plc and secured against substantially all of the assets of those entities. These entities are wholly owned subsidiaries.

        The secured term loan facility contains a financial maintenance covenant requiring us to maintain consolidated profit/loss(loss) for the period before depreciation, amortization of, and profit/(loss)/profit on disposal of, intangible assets, exceptional items, net finance costs, and tax ("EBITDA") of not less than £65 million for each 12 month testing period. We are able to claim certain dispensations from complying with the consolidated EBITDA floor up to twice (in non-consecutive years) during the life of the secured term loan facility if we fail to qualify for the first round group stages (or its equivalent from time to time) of the Champions League. The covenant is tested on a quarterly basis and we were in compliance with the covenant for each quarter throughout the financial year.




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        Our secured term loan facility contains events of default typical in facilities of this type, as well as typical covenants including restrictions on incurring additional indebtedness, paying dividends or




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making other distributions or repurchasing or redeeming our stock, selling assets, including capital stock of restricted subsidiaries, entering into agreements restricting our subsidiaries' ability to pay dividends, consolidating, merging, selling or otherwise disposing of all or substantially all of our assets, entering into sale and leaseback transactions, entering into transactions with our affiliates and incurring liens. Certain events of default and covenants in the secured term loan facility are subject to certain thresholds and exceptions described in the agreement governing the secured term loan facility.

Senior secured notes

        Our wholly-owned finance subsidiary, MU Finance plc, issued $425 million in aggregate principal amount of 3.79% senior secured notes due 2027 (which we refer to throughout this Annual Report as the "2027 Notes""senior secured notes"). As of 30 June 20162017 the sterling equivalent of £314.3£323.1 million (net of unamortized issue costs of £4.4£4.1 million) was outstanding. The outstanding principal amount was $425.0 million. The 2027 Notessenior secured notes mature on 25 June 2027.

        The 2027 Notessenior secured notes are guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, and Manchester United Football Club Limited and are secured against substantially all of the assets of those entities and MU Finance plc. These entities are wholly owned subsidiaries.

        The note purchase agreement governing the 2027 Notessenior secured notes contains a financial maintenance covenant requiring us to maintain consolidated EBITDAprofit/(loss) for the period before depreciation, amortization of, and profit/(loss) on disposal of, intangible assets, exceptional items, net finance costs, and tax ("EBITDA") of not less than £65 million for each 12 month testing period. We are able to claim certain dispensations from complying with the consolidated EBITDA floor up to twice (in non-consecutive years) during the life of the 2027 Notessenior secured notes if we fail to qualify for the first round group stages (or its equivalent from time to time) of the Champions League. The covenant is tested on a quarterly basis and we were in compliance with the covenant for each quarter throughout the financial year.

        The note purchase agreement governing the 2027 Notessenior secured notes contains events of default typical for securities of this type, as well as customary covenants and restrictions on the activities of Red Football Limited and each of Red Football Limited's subsidiaries, including, but not limited to, the incurrence of additional indebtedness; dividends or distributions in respect of capital stock or certain other restricted payments or investments; entering into agreements that restrict distributions from restricted subsidiaries; the sale or disposal of assets, including capital stock of restricted subsidiaries; transactions with affiliates; the incurrence of liens; and mergers, consolidations or the sale of substantially all of Red Football Limited's assets. The covenants in the note purchase agreement governing the 2027 Notessenior secured notes are subject to certain thresholds and exceptions described in the note purchase agreement governing the 2027 Notes.senior secured notes.

        The 2027 Notessenior secured notes may be redeemed in part, in an amount not less than 5% of the aggregate principal amount of the 2027 Notessenior secured notes then outstanding, or in full, at any time at 100% of the principal amount plus a "make-whole" premium of an amount equal to the discounted value (based on the US Treasury rate) of the remaining interest payments due on the 2027 Notessenior secured notes up to 25 June 2027.

Revolving facility

        Our revolving facilities agreement allows MU Finance plc (or any direct or indirect subsidiary of Red Football Limited that becomes a borrower thereunder) to borrow up to £125 million, plus (subject to certain conditions) the ability to incur a further £25 million by way of incremental facilities, from a




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syndicate of lenders with Bank of America Merrill Lynch International Limited as agent and security trustee. As of 30 June 2016,2017, we had no outstanding borrowings and had £125 million (exclusive of capacity under the incremental facilities) in borrowing capacity under our revolving facilities agreement.

        Our initial revolving facility is scheduled to expire on 26 June 2021 (although it may be possible for any subsequent incremental facility thereunder to expire at a later date). Any amount still outstanding at that time will be due in full immediately on the applicable expiry date.




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        Subject to certain conditions, we may voluntarily prepay and/or permanently cancel all or part of the available commitments under the revolving facility by giving not less than three business days' prior notice to the Agent under the facility. Any loan drawn under the revolving facility is required to be repaid on the last day of each of its interest periods. Amounts repaid may (subject to the terms of the revolving facilities agreement) be re-borrowed.

        Loans under the revolving facility bear interest at a rate per annum equal to LIBOR (or in relation to a loan in euros, EURIBOR) (provided that if that rate is less than zero, LIBOR or, as the case may be, EURIBOR, shall be deemed to be zero) plus the applicable margin.

        The applicable margin if no event of default has occurred and is continuing, it means the following:

Total net leverage ratio (as defined in the revolving facilities agreement)		Margin % (per annum)
Greater than 3.5			1.75
Greater than 2.0 but less than or equal to 3.5			1.50
Less than or equal to 2.0			1.25

        While any default is continuing, the applicable margin shall be the highest level set forth above.

        A commitment fee is payable on the available but undrawn amount of the revolving facility, at a rate equal to 40% per annum of the applicable margin.

        Our revolving facility is guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, Manchester United Football Club Limited and MU Finance plc and secured against substantially all of the assets of those entities. These entities are wholly owned subsidiaries.

        In addition to the general covenants described below, the revolving facility contains a financial maintenance covenant requiring us to maintain consolidated EBITDA of not less than £65 million for each 12 month testing period. We are able to claim certain dispensations from complying with the consolidated EBITDA floor up to twice (in non-consecutive years) during the life of the revolving facility if we fail to qualify for the first round group stages (or its equivalent from time to time) of the Champions League. In addition, in the event that the financial covenant is not complied with, such non-compliance may also be cured with the cash proceeds of additional shareholder funding or subordinated shareholder funding no later than the end of the period 20 business days following the earlier of the date on which the compliance certificate setting out the calculations in respect of the relevant covenant determination is required to be delivered and the date on which it is delivered under the terms of the revolving facilities agreement, and no equity cures may be made in consecutive financial quarters.

        Our revolving facility contains events of default typical in facilities of this type, as well as typical covenants including restrictions on incurring additional indebtedness, paying dividends or making other distributions or repurchasing or redeeming our stock, making investments, selling assets, including capital stock of restricted subsidiaries, entering into agreements restricting our subsidiaries' ability to pay dividends, consolidating, merging, selling or otherwise disposing of all or substantially all of our assets, entering into sale and leaseback transactions, entering into transactions with our affiliates and




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incurring liens. Certain events of default and covenants in the revolving facility are subject to certain thresholds and exceptions described in the agreement governing the revolving facility.

Alderley facility

        The Alderley facility consists of a bank loan to Alderley Urban Investments Limited, a subsidiary of Manchester United Limited. The loan attracts interest at LIBOR plus 1%. As of 30 June 2016, £4.62017, £4.2 million was outstanding under the Alderley facility. £0.9£0.5 million of the loan is repayable in




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quarterly installments through July 2018, and the remaining balance of £3.7 million is repayable at par on 9 July 2018. The loan is secured against the Manchester International Freight Terminal which is owned by Alderley Urban Investments Limited.

        As of 30 June 2016,2017, we were in compliance with all covenants in relation to indebtedness.

C.    RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES, ETC.

        We do not conduct research and development activities.

D.    TREND INFORMATION

        Other than as disclosed elsewhere in this Annual Report, we are not aware of any trends, uncertainties, demands, commitments or events since 30 June 20162017 that are reasonably likely to have a material adverse effect on our revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.

E.    OFF BALANCE SHEET ARRANGEMENTS

Transfer fees payable

        Under the terms of certain contracts with other football clubs in respect of player transfers, additional amounts would be payable by us if certain specific performance conditions are met. As noted above, we estimate the fair value of any contingent consideration at the date of acquisition based on the probability of conditions being met and monitor this on an ongoing basis. The maximum additional amount that could be payable as of 30 June 20162017 is £41.6£44.6 million.

Transfer fees receivable

        Similarly, under the terms of contracts with other football clubs for player transfers, additional amounts would be payable to us if certain specific performance conditions are met. In accordance with the recognition criteria for contingent assets, such amounts are only disclosed by the Company when probable and recognized when virtually certain. As of 30 June 2016,2017, we believe receipt of £1.6£0.8 million to be probable.

Other commitments

        In the ordinary course of business, we enter into operating lease commitments and capital commitments. These transactions are recognized in the consolidated financial statements in accordance with IFRS, as issued by the IASB, and are more fully disclosed therein.

        As of 30 June 2016,2017, we had not entered into any other off-balance sheet transactions.




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F.     CONTRACTUAL OBLIGATIONS

        The following table summarizes our contractual obligations as of 30 June 2016:2017:

		Payments due by period(1)
		Less than 1 year			1 - 3 years			3 - 5 years			More than five years			Total				Less than 1 year			1 - 3 years			3 - 5 years			More than five years			Total contractual cash flows(1)			Total per consolidated financial statements
		(in £ thousands)																£'000			£'000			£'000			£'000			£'000			£'000
Long-term debt obligations(2)			18,967			41,245			18,498			519,921			598,631				19,463			41,731			18,988			601,218			681,400			503,354
Finance lease obligations			—			—			—			—			—				—			—			—			—			—			—
Operating lease obligations(3)			2,635			4,512			175			4,028			11,350				2,624			5,820			162			3,968			12,574			—
Purchase obligations(4)			214,566			20,366			488			—			235,420				183,531			79,800			6,462			—			269,793			255,780
Other long-term liabilities			—			—			—			—			—				—			—			—			—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total			236,168			66,123			19,161			523,949			845,401				205,618			127,351			25,612			605,186			963,767			759,134
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

This table reflectsTotal contractual cash flows reflect contractual non-derivative financial obligations including interest, and operating lease payments, purchase order commitments and capital commitments and therefore differs from the carrying amounts in our consolidated financial statements.



(2)

As of 30 June 2016,2017, we had $225.0 million of our secured term loan facility outstanding and $425.0 million of our 2027 Notessenior secured notes outstanding. Other long-term indebtedness consists of a bank loan to Alderley Urban Investments Limited, a subsidiary of Manchester United Limited. As of 3031 June 2016,2017, we had £4.6£4.2 million outstanding under the Alderley facility. See "Item 5.B. Liquidity and Capital Resources—Indebtedness—Description of principal indebtedness" and note 24 to our audited consolidated financial statements as of 30 June 2016 and 2015 and for the years ended 30 June 2016, 2015 and 2014 included elsewhere in this Annual Report.



(3)

We enter into operating leases in the normal course of business. Most lease arrangements provide us with the option to renew the leases at defined terms. The future operating lease obligations would change if we were to exercise these options, or if we were to enter into additional new operating leases. See note 28.1 to our audited consolidated financial statements as of 30 June 20162017 and 20152016 and for the years ended 30 June 2017, 2016 2015 and 20142015 included elsewhere in this Annual Report.



(4)

Purchase obligations include current and non-current obligations related to the acquisition of registrations, inventorypurchase order commitments and capital commitments. Purchase obligations do not include contingent transfer fees of £41.6£44.6 million which are potentially payable by us if certain specific performance conditions are met.

        Except as disclosed above and in note 29.2 to our audited consolidated financial statements as of 30 June 20162017 and 20152016 and for the years ended 30 June 2017, 2016 2015 and 20142015 included elsewhere in this Annual Report, as of 30 June 2016,2017, we did not have any material contingent liabilities or guarantees.

G.    SAFE HARBOR

        See the Section entitled "Forward-Looking Statements" at the beginning of this Annual Report.




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ITEM 6.    DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES


A.    DIRECTORS AND SENIOR MANAGEMENT

        The following table lists each of our current executive officers and directors and their respective ages and positions as of the date of this Annual Report.

Name		Age			Position
Avram Glazer			5556		Executive Co-Chairman and Director
Joel Glazer			4950		Executive Co-Chairman and Director
Edward Woodward			4445		Executive Vice Chairman and Director
Richard Arnold			4546		Group Managing Director and Director
Jamieson Reigle			39		Commercial Director and Director
Cliff Baty			4647		Chief Financial Officer
Kevin Glazer			5455		Director
Bryan Glazer			5152		Director
Darcie Glazer Kassewitz			4849		Director
Edward Glazer			4647		Director
Robert Leitão			5354		Independent Director
Manu Sawhney			4950		Independent Director
John Hooks			6061		Independent Director

        The following is a brief biography of each of our executive officers and directors:

        Avram Glazer, aged 55,56, is Executive Co-Chairman and a Director of the Company. He is currently a director of Red Football Limited and Co-Chairman of Manchester United Limited. Mr. Glazer served as President and Chief Executive Officer of Zapata Corporation, a US public company between from March 1995 to July 2009 and Chairman of the board of Zapata Corporation from March 2002 to July 2009. Mr. Glazer received a business degree from Washington University in St. Louis in 1982. He received a law degree from American University, Washington College of Law in 1985.

        Joel Glazer, aged 49,50, is Executive Co-Chairman and a Director of the Company. He is currently a director of Red Football Limited and Co-Chairman of Manchester United Limited. Mr. Glazer is Co-Chairman of the Tampa Bay Buccaneers. Mr. Glazer is a member of the NFL Finance, International and InternationalMedia Committees. Mr. Glazer graduated from American University in Washington, D.C., in 1989 with a bachelor's degree.

        Edward Woodward, aged 44,45, is Executive Vice Chairman and a Director of the Company. He was appointed to our board of directors on 30 April 2012 and is currently Executive Vice Chairman of Manchester United Limited, having been elected to its board of directors in February 2008. He is also a director of MUTV Limited. In 2015 he was elected to the Board of Directors of the European ClubsClub Association (ECA)—the sole independent body directly representing football clubs at a European level. He also chairs the ECA Marketing and Communications Working Group. Mr. Woodward represents the Club at meetings of the English Premier League's shareholders. He oversees the strategy and planning for the football club, including the world-renowned Academy for young players and the development of world class training facilities at the Aon Training Complex. On joining the club in 2005 he initially managed the capital structure of the group and advised on the overall financial business plan. In 2007 he assumed responsibility for the commercial and media operations and developed and implemented a new overall commercial strategy for the Club. This resulted in a new structured approach to commercializing the brand, including developing the sponsorship strategy, led out of the London office.strategy. Mr. Woodward formerly worked as a senior investment banker within J.P. Morgan's international mergers and acquisitions team between 1999 and 2005. Prior to joining J.P. Morgan, Mr. Woodward worked for PricewaterhouseCoopers in the Accounting and Tax Advisory department




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between 1993 and 1999. He received a Bachelor of Science degree in physics from Bristol University in 1993 and qualified for his Chartered Accountancy in 1996.




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        Richard Arnold, aged 45,46, is the Group Managing Director and a Director of the Company. In his capacity as Group Managing Director, Mr. Arnold oversees all commercial and operational aspects of the Company. Mr. Arnold also serves as Chairman of the Manchester United Foundation. In his previous role as Commercial Director (until 30 June 2013) he was responsible for the management and growth of the Company's sponsorship business, retail, merchandising, apparel & product licensing business, and mobile & content business. In this capacity he was nominated for SportBusiness International's Sports innovator of the year list in 2011. Mr. Arnold is on the board of Manchester United Merchandising Limited and MUTV Limited. Mr. Arnold was previously Deputy Managing Director of InterVoice Ltd responsible for the international channel sales and marketing division of InterVoice Inc., a NASDAQ listed technology company, between 2002 and 2007. He was nominated as a finalist for Young Director of the Year by the United Kingdom Institute of Directors in 2004 and 2005. Prior to InterVoice, he worked at Global Crossing Europe Ltd, a company in the technology sector, on its restructure between 1999 and 2002. Prior to this he was a senior manager in the telecommunications and media practice at PricewaterhouseCoopers from 1993 to 1999, including working on the privatization of the Saudi Telecommunications Corporation and the Initial Public Offering of Orange in the United Kingdom. He received an honors Bachelor of Science degree in biology from Bristol University in 1993 and received his Chartered Accountancy qualification in 1996.

        Jamieson Reigle, aged 39, is the Company's Commercial Director and a Director of the Company. He is responsible for managing the sponsorship and licensing sales, relationship marketing, tours, events and commercial strategy teams globally. From 2012 to 2015, Mr. Reigle served as the Company's Managing Director, Asia Pacific responsible for the management and growth of the Company's business in the Asia Pacific region. Mr. Reigle joined Manchester United in 2007 and previously served as Director of Corporate Development with responsibility for the Company's capital structure, investor relations and growth strategy. Prior to Manchester United Limited, Mr. Reigle worked in private equity with The Carlyle Group and in investment banking with J.P. Morgan. He received a Bachelor of Arts degree in Economics from Dartmouth College and a Master of Business Administration from Stanford University's Graduate School of Business.

Cliff Baty, aged 46,47, is the Company's Chief Financial Officer. He was appointed in March 2016. He is responsible for managing all aspects of financial reporting and financial control of the Company. Prior to joining the Company, Mr. Baty served as Chief Financial Officer and member of the Board of Directors of Sportech plc, a leading pool betting operator and technology supplier, from 2013 to 2016. Prior to Sportech, he worked at Ladbrokes plc from 2006 to 2013 in a number of senior finance roles including Finance Director of its eGaming and International businesses, as well as Ladbrokes businesses in Spain, Italy and South Africa. Before that he was Group Financial Controller of Hilton Group plc from 2004 to 2006. He qualified as a Chartered Accountant with Ernst & Young, where he worked for 10 years. He received a Bachelor of Arts degree in Chemistry from Oriel College, Oxford University in 1992.

        Kevin Glazer, aged 54,55, is a Director of the Company. He is currently a director of Red Football Limited and a director of Manchester United Limited. He is currently the Co-Chairman of First Allied Corporation. Mr. Glazer graduated from Ithaca College in 1984 with a Bachelor of Arts degree.

        Bryan Glazer, aged 51,52, is a Director of the Company. He is currently a director of Red Football Limited and Manchester United Limited. He is the Co-Chairman of the Tampa Bay Buccaneers and also serves on the NFL's Digital Media Committee. Mr. Glazer serves on the board of directors of the Glazer Children's Museum. He received a bachelor's degree from the American University in Washington, D.C., in 1986 and received his law degree from Whittier College School of Law in 1989.




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        Darcie Glazer Kassewitz, aged 48,49, is a Director of the Company. She is currently a director of Red Football Limited. Ms. Glazer is the Co-President of the Glazer Family Foundation. She graduated cum laude from the American University in 1990 and received a law degree in 1993 from Suffolk Law School.

        Edward Glazer, aged 46,47, is a Director of the Company. He is currently a non-executive director of Red Football Limited. He is Co-Chairman of the Tampa Bay Buccaneers.Buccaneers and Co-Chairman of First Allied Corporation. Mr. Glazer is also the Co-President of the Glazer Family Foundation. Mr. Glazer received a bachelor's degree from Ithaca College.College in 1992.

        Robert Leitão, aged 53,54, is an Independent Director of the Company. He is Head of Rothschild's Global Financial Advisory business. Mr. Leitão joined Rothschild in 1998 as a Director and was appointed Managing Director in 2000, Head of Mergers and Acquisitions in 2001 and Head of UK Investment Banking in 2008. Prior to joining Rothschild, Mr. Leitão worked for Morgan Grenfell & Co. Limited in London, where he was appointed a Director in 1995. He also serves as Chairman of the Trustees of The Pennies Foundation. Mr. Leitão received a Bachelor of Science




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degree in engineering from the University of London in 1984. He received his Chartered Accountancy qualification in 1988.

        Manu Sawhney, aged 49,50, is an Independent Director of the Company. With over 2526 years of rich experience in the Asian media, entertainment and consumer products industry, Mr. Sawhney is the Chief Executive Officer of the Singapore Sports Hub, one of the largest sporting Public-Private Partnerships in the world, and the city-state's premier sporting, lifestyle and entertainment destination. Prior to his current role, Mr. Sawhney was the Managing Director of ESPN STAR Sports (ESS), a 50:50 joint venture for Asia between ESPN and News Corp, and reported directly to the Board. He was responsible for the overall business leadership & P&L of the company across 24 countries in Asia. Mr. Sawhney led ESS's growth and expansion across multiple platforms in various markets across Asia including business expansion in Taiwan, start-up of a new joint venture in South Korea, consolidation of business in China and securing long termsterm strategic partnerships in India, Malaysia, Indonesia and Singapore. Prior to heading ESS's Asia operations, Mr. Sawhney served as the Executive Vice President of Programming/Event Management/Marketing/ Network Presentation, wherein he negotiated and secured various multi-year renewals of key global and regional rights & affiliate deals. Mr. Sawhney also previously served as the Managing Director of ESS's South Asia business based out of India. Before joining ESS, he worked for 3 years with ITC Global Holdings, a subsidiary of British American Tobacco.Holdings. After completing his engineering degree, Mr. Sawhney worked at Eicher Motors, a leading Indian farm equipment company. Mr. Sawhney holds a Bachelor's degree in Mechanical Engineering from the Birla Institute of Technology & Science, Pilani, India, and received his Masters in International Business from the Indian Institute of Foreign Trade, New Delhi, India. Mr. Sawhney also served on the Steering Committee of the 28^th South East Asian Games and was an advisor to STAR India (a wholly owned subsidiaryis a member of 21^st Century Fox)the Young Presidents Organisation (YPO).

        John Hooks, aged 60,61, is an Independent Director of the Company. He has been in the luxury fashion industry for over 35 years and has held positions in some of the sector's most influential companies. Having graduatedAfter graduating from Oxford University, he entered the fashion industry through Gruppo Finanziario Tessile (GFT) in Turin.Turin, Italy. For three years he was the commercial director for the pret-a-porterprêt-à-porter collection of Valentino. From 1988 to 1994, based in Hong Kong, he was responsible for the establishment of GFT's regional subsidiaries in Japan, South Korea, Taiwan, Hong Kong, Australia as well as in mainland China (in 1988, the first major foreign fashion company to establish a direct presence in that country). From 1995 to 2000 he was Commercial and Regional Director of Jil Sander in Hamburg, Germany. In 2000, Mr. Hooks joined Giorgio Armani as Group Commercial and Marketing Director, considerably expanding the company's global wholesale and retail network. He was subsequently appointed Deputy Chairman of the Giorgio Armani Group. From 2011 to 2014, he was Group President of Ralph Lauren Europe and Middle East. Mr. Hooks is currently CEO of Pacific Global Management. He is Executive Chairman and CEO of Elite World and serves as a member of




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the Board of Directors of La Perla.Management (PGM). He is also on the board of Miroglio Fashion and is a senior adviser to McKinsey & Company.

Family Relationships

        Our Executive Co-Chairmen and Directors Avram Glazer and Joel Glazer, and Directors Bryan Glazer, Kevin Glazer, Darcie Glazer Kassewitz and Edward Glazer are siblings.

Arrangements or Understandings

        None of our executive officers or directors have any arrangement or understanding with our principal shareholder,shareholders, customers, suppliers or other persons pursuant to which such executive officer or director was selected as an executive officer or director.




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B.    COMPENSATION

        We set out below the amount of compensation paid and benefits in kind provided by us or our subsidiaries to our directors and members of the executive management for services in all capacities to our Company or our subsidiaries for the 20162017 fiscal year, as well as the amount contributed by our Company or our subsidiaries to retirement benefit plans for our directors and members of the executive management board.

Directors and Executive Management Compensation

        The compensation for each member of our executive management is comprised of the following elements: base salary, bonus, contractual benefits and pension contributions. The total amount of compensation (including share-based payments) paid or payable and benefits in kind provided to the members of our board of directors and our executive management employees for the fiscal year 20162017 was £11.1£12.3 million. We do not currently maintain any bonus or profit-sharing plan for the benefit of the members of our executive management, however, certain members of our executive management are eligible to receive annual bonuses (including share-based awards) pursuant to the terms of their service agreements. The total amount set aside or accrued by us to provide pension, retirement or similar benefits to our directors and our executive management employees with respect to the fiscal year 20162017 was £0.1 million.

Employment or Service Agreements

        We have entered into written employment or service agreements with each of the members of our executive management, which agreements provide, among other things, for benefits upon a termination of employment. In order to align the interests of our executive management with our shareholders, members of our executive management are eligible to receive annual share-based awards (or cash and share-based awards) pursuant to our 2012 Equity Incentive Award Plan (the "Equity Plan"). The amount of the awards will generally be subject to the discretion of our board of directors and our remuneration committee. In order to encourage retention, the awards are eligible to become vested over a multi-year period following the date of grant. In connection with their receipt of the awards, each member of our executive management will agree to hold a minimum of that number of Class A ordinary shares with a value equal to such member's annual salary for so long as such member is employed by us.

        We have not entered into written employment or service agreements with our outside directors, including any member of the Glazer family. However, we may in the future enter into employment or services agreements with such individuals, the terms of which may provide for, among other things, cash or equity based compensation and benefits.




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Share-Based Compensation Awards

        We currently have one share-based compensation award plan, namely the 2012 Equity Incentive Award Plan, established in 2012 (the "Equity Plan").

The Equity Plan

        The principal purpose of the Equity Plan is to attract, retain and motivate selected employees, consultants and non-employee directors through the granting of share-based and cash-based compensation awards. The principal features of the Equity Plan are summarized below.

        During the year ended 30 June 20162017 certain directors and members of executive management were awarded Class A ordinary shares, pursuant to the Equity Plan. These shares are subject to varying vesting schedules over a multi-year period. The fair value of these shares was the quoted market price




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on the date of award. Details of the share awards outstanding and therefore potentially issuable as new shares are as follows:

		Number of Class A ordinary shares
Outstanding at beginning of the year			259,155293,575
Awarded during the year			186,626188,677
Forfeited during the year			(16,863	)
Vested during the year			(152,206169,476	)
​	​	​	​	​
Outstanding at the end of the year			293,575295,913
​	​	​	​	​
​	​	​	​	​
​	​	​	​	​

        The fair value of shares awarded during the year was $15.75$16.02 (£11.81)12.35) per share.

Share reserve

        Under the Equity Plan, 16,000,000 shares of our Class A ordinary shares are reserved for issuance pursuant to a variety of share-based compensation awards, including share options, share appreciation rights, or SARs, restricted share awards, restricted share unit awards, deferred share awards, deferred share unit awards, dividend equivalent awards, share payment awards and other share-based awards. Of these reserved shares, assuming the above outstanding share awards fully vest, 15,366,84515,234,579 remain available for issuance as of 811 September 2016.2017.

Administration

        The remuneration committee of our board of directors (or other committee as our board of directors may appoint) administers the Equity Plan unless our board of directors assumes authority for administration. Subject to the terms and conditions of the Equity Plan, the administrator has the authority to select the persons to whom awards are to be made, determines the types of awards to be granted, the number of shares to be subject to awards and the terms and conditions of awards, and makes all other determinations and can take all other actions necessary or advisable for the administration of the Equity Plan. The administrator is also authorized to adopt, amend or rescind rules relating to the administration of the Equity Plan. Our board of directors has the authority at all times to remove the remuneration committee (or other applicable committee) as the administrator and reinstate itself as the authority to administer the Equity Plan.

Eligibility

        The Equity Plan provides that share options, share appreciation rights ("SARs"), restricted shares and all other awards may be granted to individuals who will then be our non-employee directors, officers, employees or consultants or the non-employee directors, officers, employees or consultants of certain of our subsidiaries.




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Awards

        The Equity Plan provides that the administrator may grant or issue share options, SARs, restricted shares, restricted share units, deferred shares, deferred share units, dividend equivalents, share payments and other share-based awards, or any combination thereof. Each award will be set forth in a separate agreement with the person receiving the award and will indicate the type, terms and conditions of the award.

•

Share Options provide for the right to purchase Class A ordinary shares at a specified price, and usually will become exercisable (at the discretion of the administrator) in one or more installments after the grant date, subject to the participant's continued employment or service




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with us and/or subject to the satisfaction of corporate performance targets and/or individual performance targets established by the administrator.



•

Restricted Shares may be granted to any eligible individual selected by the administrator and are made subject to such restrictions as may be determined by the administrator. Restricted shares, typically, are forfeited for no consideration or repurchased by us at the original purchase price (if applicable) if the conditions or restrictions on vesting are not met. The Equity Plan provides that restricted shares generally may not be sold or otherwise transferred until the applicable restrictions are removed or expire. Recipients of restricted shares, unlike recipients of share options, have voting rights and have the right to receive dividends, if any, prior to the time when the restrictions lapse; however, extraordinary dividends will generally be placed in escrow, and will not be released until the restrictions are removed or expire.



•

Restricted Share Units may be awarded to any eligible individual selected by the administrator, typically without payment of consideration, but subject to vesting conditions based on continued employment or service or on performance criteria established by the administrator. The Equity Plan provides that, like restricted shares, restricted share units may not be sold, or otherwise transferred or hypothecated, until vesting conditions are removed or expire. Unlike restricted shares, Class A ordinary shares underlying restricted share units are not issued until the restricted share units have vested, and recipients of restricted share units generally have no voting or dividend rights prior to the time when vesting conditions are satisfied and the Class A ordinary shares are issued.



•

Deferred Share Awards represent the right to receive Class A ordinary shares on a future date. The Equity Plan provides that deferred shares may not be sold or otherwise hypothecated or transferred until issued. Deferred shares are not issued until the deferred share award has vested, and recipients of deferred shares generally have no voting or dividend rights prior to the time when the vesting conditions are satisfied and the Class A ordinary shares are issued. Deferred share awards generally will be forfeited, and the underlying Class A ordinary shares of deferred shares will not be issued, if the applicable vesting conditions and other restrictions are not met.



•

Deferred Share Unit Awards may be awarded to any eligible individual selected by the administrator, typically without payment of consideration, but subject to vesting conditions based on continued employment or service or on performance criteria established by the administrator. Each deferred share unit award entitles the holder thereof to receive one share of our Class A ordinary shares on the date the deferred share unit becomes vested or upon a specified settlement date thereafter. The Equity Plan provides that, like deferred shares, deferred share units may not be sold or otherwise hypothecated or transferred until vesting conditions are removed or expire. Unlike deferred shares, deferred share units may provide that Class A ordinary shares in respect of underlying deferred share units will not be issued until a specified date or event following the vesting date. Recipients of deferred share units generally have no




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voting or dividend rights prior to the time when the vesting conditions are satisfied and the Class A ordinary shares underlying the award have been issued to the holder.





•

Share Appreciation Rights, or SARs, may be granted in the administrator's discretion separately or in connection with share options or other awards. SARs granted in connection with share options or other awards typically provide for payments to the holder based upon increases in the price of our Class A ordinary shares over a set exercise price. There are no restrictions specified in the Equity Plan on the exercise of SARs or the amount of gain realizable therefrom, although the Equity Plan provides that restrictions may be imposed by the administrator in the SAR agreements. SARs under the Equity Plan may be settled in cash or Class A ordinary shares, or in a combination of both, at the election of the administrator.






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•

Dividend Equivalents represent the value of the dividends, if any, per Class A ordinary share paid by us, calculated with reference to the number of Class A ordinary shares covered by the award. The Equity Plan provides that dividend equivalents may be settled in cash or Class A ordinary shares and at such times as determined by the administrator.



•

Share Payments are payments made to employees, consultants or non-employee directors in the form of Class A ordinary shares or an option or other right to purchase Class A ordinary shares. Share payments may be made as part of a bonus, deferred compensation or other arrangement and may be subject to a vesting schedule, including vesting upon the attainment of performance criteria, in which case the share payment will not be made until the vesting criteria have been satisfied. Share payments may be made in lieu of cash compensation that would otherwise be payable to the employee, consultant or non-employee director or share payments may be made as a bonus payment in addition to compensation otherwise payable to such individuals.

Change in control

        The Equity Plan provides that the administrator may, in its discretion, provide that awards issued under the Equity Plan are subject to acceleration, cash-out, termination, assumption, substitution or conversion of such awards in the event of a change in control or certain other unusual or nonrecurring events or transactions. In addition, the administrator also has complete discretion to structure one or more awards under the Equity Plan to provide that such awards become vested and exercisable or payable on an accelerated basis in the event such awards are assumed or replaced with equivalent awards but the individual's service with us or the acquiring entity is subsequently terminated within a designated period following the change in control event. A change in control event under the Equity Plan is generally defined as a merger, consolidation, reorganization or business combination in which we are involved, directly or indirectly (other than a merger, consolidation, reorganization or business combination which results in our outstanding voting securities immediately before the transaction continuing to represent a majority of the voting power of the acquiring company's outstanding voting securities) after which a person or group (other than our existing equity-holders) beneficially owns more than 50% of the outstanding voting securities of the surviving entity immediately after the transaction, or the sale, exchange or transfer of all or substantially all of our assets.

Adjustments of awards

        In the event of any stock dividend, stock split, combination or exchange of shares, merger, consolidation, spin-off, recapitalization, distribution of our assets to shareholders (other than normal cash dividends) or any other corporate event affecting the number of outstanding Class A ordinary shares in our capital or the share price of our Class A ordinary shares that would require adjustments to the Equity Plan or any awards under the Equity Plan in order to prevent the dilution or enlargement of the potential benefits intended to be made available thereunder, the Equity Plan provides that the administrator may make equitable adjustments, as determined in its discretion, to the aggregate number




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and type of shares subject to the Equity Plan, the number and kind of shares subject to outstanding awards and the terms and conditions of outstanding awards (including, without limitation, any applicable performance targets or criteria with respect to such awards), and the grant or exercise price per share of any outstanding awards under the Equity Plan.

Amendment and termination

        The Equity Plan provides that our board of directors or the remuneration committee (with the approval of the board of directors) may terminate, amend or modify the Equity Plan at any time and from time to time. However, the Equity Plan generally requires us to obtain shareholder approval to the extent required by applicable law, rule or regulation (including any applicable stock exchange law),




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including in connection with any amendments to increase the number of shares available under the Equity Plan (other than in connection with certain corporate events, as described above).

Securities laws

        The Equity Plan is designed to comply with all applicable provisions of the Securities Act and the Exchange Act and, to the extent applicable, any and all regulations and rules promulgated by the SEC thereunder. The Equity Plan is administered, and stock options will be granted and may be exercised, only in such a manner as to conform to such laws, rules and regulations. On 13 August 2012, we filed with the SEC a registration statement on Form S-8 covering Class A ordinary shares issuable under the Equity Plan.

UK Subplan

        Our board of directors approved the 2012 UK Company Share Option UK Sub-Plan on 10 September 2013. This is a sub-plan to the Equity Plan which allows for the grant of stock options in a tax efficient manner to employees who are UK residents. It derives its powers and authority from the Equity Plan and does not create any enhanced or additional rights. This sub-plan does not increase the share reserve under the Equity Plan.

C.    BOARD PRACTICES

Board of Directors

        We currently have 1211 directors, three of whom are independent directors, on our board of directors. Any director on our board may be removed by way of an ordinary resolution of shareholders or by our shareholders holding a majority of the voting power of our outstanding ordinary shares by notice in writing to the Company. Any vacancies on our board of directors or additions to the existing board of directors can be filled by our shareholders holding a majority of the voting power of our outstanding ordinary shares by notice in writing to the Company. Each of our directors holds office until he resigns or is recused from office as discussed above.

Committees of the Board of Directors and Corporate Governance

        Our board of directors has established an audit committee and a remuneration committee. The composition and responsibilities of each committee are described below. Members will serve on these committees until their resignation or until otherwise determined by our board of directors. In the future, our board of directors may establish other committees, as it deems appropriate, to assist with its responsibilities.




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Audit committee

        Our audit committee consists of Messrs. Robert Leitão, Manu Sawhney and John Hooks. Our board of directors determined that Messrs. Robert Leitão, Manu Sawhney and John Hooks satisfy the "independence" requirements set forth in Rule 10A-3 under the Exchange Act. Mr. Robert Leitão acts as chairman of our audit committee and satisfies the criteria of an audit committee financial expert as set forth under the applicable rules of the Exchange Act. A copy of our audit committee charter is available on our website. The inclusion of our website in this Annual Report does not include or incorporate by reference the information on our website into this Annual Report. The audit committee




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oversees our accounting and financial reporting processes and the audits of our financial statements. The audit committee is responsible for, among other things:

•

selecting our independent registered public accounting firm and pre-approving all auditing and non-auditing services permitted to be performed by our independent registered public accounting firm;



•

reviewing with our independent registered public accounting firm any audit issues or difficulties and management's response;



•

discussing the annual audited financial statements with management and our independent registered public accounting firm;



•

reviewing major issues as to the adequacy of our internal controls and any special audit steps adopted in light of significant control deficiencies;



•

annually reviewing and reassessing the adequacy of our audit committee charter;



•

such other matters that are specifically delegated to our audit committee by our board of directors from time to time; and



•

meeting separately and periodically with management, our internal auditors and our independent registered public accounting firm.

Remuneration committee

        Our remuneration committee consists of Messrs. Joel Glazer, Avram Glazer and Robert Leitão. Mr. Joel Glazer is the chairman of our remuneration committee. A copy of our remuneration committee charter is available on our website. The inclusion of our website in this Annual Report does not include or incorporate by reference the information on our website into this Annual Report. The remuneration committee is responsible for, among other things:

•

determining the levels of remuneration for each of our executive officers and directors; however, no member of the remuneration committee will participate in decisions relating to his or her remuneration;



•

establishing and reviewing the objectives of our management compensation programs and compensation policies;



•

reviewing and approving corporate goals and objectives relevant to the remuneration of senior management, including annual and long-term performance goals and objectives;



•

evaluating the performance of members of senior management and recommending and monitoring the remuneration of members of senior management; and



•

reviewing, approving and recommending the adoption of any equity-based or non-equity based compensation plan for our employees or consultants and administering such plan.




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        We have availed ourselves of certain exemptions afforded to foreign private issuers under New York Stock Exchange rules, which exempt us from the requirement that we have a remuneration committee composed entirely of independent directors.




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D.    EMPLOYEES

Employees

        The average monthly number of employees during the years ended 30 June 2017, 2016 2015 and 2014,2015, including directors, was as follows:

		2016 Number			2015 Number			2014 Number				2017 Number			2016 Number			2015 Number
Average number of employees:
Football—players			74			73			79				74			74			73
Football—technical and coaching			94			89			92				136			94			89
Commercial			111			122			138				120			111			122
Media			94			89			91				90			94			89
Administration and other			426			440			469				445			426			440
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Average monthly number of employees			799			813			869				865			799			813
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        We are not a signatory to any labor union collective bargaining agreement. We also engaged approximately 2,053, 2,124 2,275 and 2,3232,275 temporary employees in fiscal years 2017, 2016 2015 and 2014,2015, respectively, on a regular basis to perform, among other things, catering, security, ticketing, hospitality and marketing services during Matchdays at Old Trafford. Compensation to full-time and temporary employees is accounted for in our employee benefit expenses.

E.    SHARE OWNERSHIP

        The following table shows the number of shares owned by our directors and members of our executive management as of 811 September 2016:2017:

		Class A Ordinary Shares			%			Class B Ordinary Shares			%			% of Total Voting Power(1)
Avram Glazer(2)(3)			—			—			7,000,000			5.65	%		5.47	%
Joel Glazer(2)(4)			—			—			7,000,000			5.65	%		5.47	%
Edward Woodward				(*)			(*)		—			—				(*)
Richard Arnold				(*)			(*)		—			—				(*)
Jamieson Reigle				(*)			(*)		—			—				(*)
Cliff Baty				(*)			(*)		—			—				(*)
Kevin Glazer(2)(5)			—			—			7,000,000			5.65	%		5.47	%
Bryan Glazer(2)(6)			—			—			7,000,000			5.65	%		5.47	%
Darcie Glazer Kassewitz(2)(7)			—			—			7,000,000			5.65	%		5.47	%
Edward Glazer(2)(8)			—			—			4,000,000			3.23	%		3.12	%
Robert Leitão			—			—			—			—			—
Manu Sawhney			—			—			—			—			—
John Hooks			—			—			—			—			—

---

(1)

Percentage of total voting power represents voting power with respect to all of our Class A and Class B ordinary shares, as a single class. The holders of our Class B ordinary shares are entitled to 10 votes per share, and holders of our Class A ordinary shares are entitled to one vote per share.




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(2)

Red Football LLC is a wholly-owned subsidiary of Red Football Limited Partnership. The general partner of Red Football Limited Partnership is Red Football General Partner Inc. Trusts controlled by six lineal descendants of Mr. Malcolm Glazer each own an equal number of shares of Red Football General Partner Inc., as well as an equal percentage of the limited partnership interests in Red Football Limited Partnership. These lineal descendants of Mr. Glazer are also directors of Red Football General Partner Inc. The six lineal descendants of Mr. Glazer are Avram Glazer, Joel Glazer, Bryan Glazer, Edward Glazer, Darcie Glazer Kassewitz and Kevin Glazer. Joel Glazer is the president of Red Football General Partner Inc. The lineal descendants of Mr. Malcolm Glazer may be deemed to share beneficial ownership of the shares held by Red Football Limited Partnership as a result of their status as shareholders of Red Football General Partner Inc., President of Red Football General Partner Inc. (with respect to Joel Glazer) and holders of limited partnership interests in Red Football Limited Partnership. Information on Red Football LLC's shareholding in the Company can be found in "Item 7. Major Shareholders and Related Party Transactions—A. Major Shareholders".



(3)

Shares owned by Avram Glazer Irrevocable Exempt Trust, of which Avram Glazer is the sole trustee.



(4)

Shares owned by Joel M. Glazer Irrevocable Exempt Trust, of which Joel Glazer is the sole trustee.



(5)

Shares owned by Kevin Glazer Irrevocable Exempt Family Trust, of which Kevin Glazer is the sole trustee.



(6)

Shares owned by Bryan G. Glazer Irrevocable Exempt Trust, of which Bryan Glazer is the sole trustee.



(7)

Shares owned by Darcie S. Glazer Irrevocable Exempt Trust, of which Darcie Glazer Kassewitz is the sole trustee.



(8)

Shares owned by Edward S. Glazer Irrevocable Exempt Trust, of which Edward Glazer is the sole trustee.



(*)

These directors and members of our executive management individually own less than 1% of our Class A ordinary shares.




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ITEM 7.    MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS


A.    MAJOR SHAREHOLDERS

        The following table shows our major shareholders (shareholders that are beneficial owners of 5% or more of each class of the Company's voting shares) as of 8 September 2016, based on notifications made to the Company or public filings:

		Class A Ordinary Shares			%			Class B Ordinary Shares			%			% of Total Voting Power(1)
Red Football LLC(2)			8,019,033			20.03	%		85,000,000			68.55	%		67.03	%
Baron Capital Group, Inc			15,089,806			37.70	%		—			—			1.18	%
Lansdowne Partners Limited			4,941,440			12.35	%		—			—			0.39	%
Jupiter Asset Management Limited			2,806,959			7.01	%		—			—			0.22	%
FMR LLC			2,436,475			6.09	%		—			—			0.19	%
Avram Glazer Irrevocable Exempt Trust			—			—			7,000,000			5.65	%		5.47	%
Joel M. Glazer Irrevocable Exempt Trust			—			—			7,000,000			5.65	%		5.47	%
Kevin Glazer Irrevocable Exempt Family Trust			—			—			7,000,000			5.65	%		5.47	%
Bryan G. Glazer Irrevocable Exempt Trust			—			—			7,000,000			5.65	%		5.47	%
Darcie S. Glazer Irrevocable Exempt Trust			—			—			7,000,000			5.65	%		5.47	%

		Class A Ordinary Shares			%			Class B Ordinary Shares			%			% of Total Voting Power(1)
Avram Glazer(2)			707,613			1.76	%		20,899,366			16.85	%		16.38	%
Joel Glazer(3)			1,707,614			4.25	%		20,899,366			16.85	%		16.46	%
Edward Woodward			(*	)		(*	)		—			—			(*	)
Richard Arnold			(*	)		(*	)		—			—			(*	)
Cliff Baty			(*	)		(*	)		—			—			(*	)
Kevin Glazer(4)			—			—			20,899,366			16.85	%		16.33	%
Bryan Glazer(5)			—			—			20,899,365			16.85	%		16.33	%
Darcie Glazer Kassewitz(6)			603,806			1.50	%		20,899,365			16.85	%		16.37	%
Edward Glazer(7)			—			—			19,503,172			15.73	%		15.23	%
Robert Leitão			—			—			—			—			—
Manu Sawhney			—			—			—			—			—
John Hooks			—			—			—			—			—

---

(1)

Percentage of total voting power represents voting power with respect to all of our Class A and Class B ordinary shares, as a single class. The holders of our Class B ordinary shares are entitled to 10 votes per share, and holders of our Class A ordinary shares are entitled to one vote per share.



(2)

See "Controlling Shareholder" below for further informationShares owned by Avram Glazer Irrevocable Exempt Trust, of which Avram Glazer is the sole trustee, and AAGT Holdings LLC, of which Avram Glazer Irrevocable Exempt Trust is the sole member.




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(3)

Shares owned by Joel M. Glazer Irrevocable Exempt Trust, of which Joel Glazer is the sole trustee, and JMGT Holdings LLC, of which Joel M. Glazer Irrevocable Exempt Trust is the sole member.



(4)

Shares owned by Kevin Glazer Irrevocable Exempt Family Trust, of which Kevin Glazer is the sole trustee, and KEGT Holdings LLC, of which Kevin Glazer Irrevocable Exempt Family Trust is the sole member.



(5)

Shares owned by Bryan G. Glazer Irrevocable Exempt Trust, of which Bryan Glazer is the sole trustee, and BGGT Holdings LLC, of which Bryan G. Glazer Irrevocable Exempt Trust is the sole member.



(6)

Shares owned by Darcie S. Glazer Irrevocable Exempt Trust, of which Darcie Glazer Kassewitz is the sole trustee, and DSGT Holdings LLC, of which Darcie S. Glazer Irrevocable Exempt Trust is the sole member.



(7)

Shares owned by Edward S. Glazer Irrevocable Exempt Trust, of which Edward Glazer is the sole trustee, and ESGT Holdings LLC, of which Edward S. Glazer Irrevocable Exempt Trust is the sole member.



(*)

These directors and members of our executive management individually own less than 1% of our Class A ordinary shares.

ITEM 7.    MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS


A.    MAJOR SHAREHOLDERS

        The following table shows our major shareholders (shareholders that are beneficial owners of 5% or more of each class of the Company's voting shares) as of 11 September 2017, based on Red Football LLC.notifications made to the Company or public filings:

		Class A Ordinary Shares			%			Class B Ordinary Shares			%			% of Total Voting Power(1)
Baron Capital Group, Inc.			15,089,806			37.54	%		—			—			1.18	%
Lindsell Train Limited			7,446,852			18.53	%		—			—			0.58	%
Lansdowne Partners Limited			4,941,440			12.30	%		—			—			0.39	%
Jupiter Asset Management Limited			2,779,723			6.92	%		—			—			0.22	%
Avram Glazer(2)			707,613			1.76	%		20,899,366			16.85	%		16.38	%
Joel M. Glazer(3)			1,707,614			4.25	%		20,899,366			16.85	%		16.46	%
Kevin Glazer(4)			—			—			20,899,366			16.85	%		16.33	%
Bryan G. Glazer(5)			—			—			20,899,365			16.85	%		16.33	%
Darcie S. Glazer(6)			603,806			1.50	%		20,899,365			16.85	%		16.37	%
Edward S. Glazer(7)			—			—			19,503,172			15.73	%		15.23	%

---

(1)

Percentage of total voting power represents voting power with respect to all of our Class A and Class B ordinary shares, as a single class. The holders of our Class B ordinary shares are entitled to 10 votes per share, and holders of our Class A ordinary shares are entitled to one vote per share.



(2)

Shares owned by Avram Glazer Irrevocable Exempt Trust, of which Avram Glazer is the sole trustee, and AAGT Holdings LLC, of which Avram Glazer Irrevocable Exempt Trust is the sole member.



(3)

Shares owned by Joel M. Glazer Irrevocable Exempt Trust, of which Joel Glazer is the sole trustee, and JMGT Holdings LLC, of which Joel M. Glazer Irrevocable Exempt Trust is the sole member.




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(4)

Shares owned by Kevin Glazer Irrevocable Exempt Family Trust, of which Kevin Glazer is the sole trustee, and KEGT Holdings LLC, of which Kevin Glazer Irrevocable Exempt Family Trust is the sole member.



(5)

Shares owned by Bryan G. Glazer Irrevocable Exempt Trust, of which Bryan Glazer is the sole trustee, and BGGT Holdings LLC, of which Bryan G. Glazer Irrevocable Exempt Trust is the sole member.



(6)

Shares owned by Darcie S. Glazer Irrevocable Exempt Trust, of which Darcie Glazer Kassewitz is the sole trustee, and DSGT Holdings LLC, of which Darcie S. Glazer Irrevocable Exempt Trust is the sole member.



(7)

Shares owned by Edward S. Glazer Irrevocable Exempt Trust, of which Edward Glazer is the sole trustee, and ESGT Holdings LLC, of which Edward S. Glazer Irrevocable Exempt Trust is the sole member.

        Since 811 September 2013,2014, the only significant changes of which we have been notified in the percentage ownership of our shares by our major shareholders described above were that:

•

on 14 August 2014, Tybourne Capital Management (HK) Limited made a public filing that it held 3,060,052 of our Class A ordinary shares, representing 0.24% of total voting power;



•

on 6 August 2014, Blackrock Inc. made a public filing that it held 2,965,726 of our Class A ordinary shares, representing 0.23% of total voting power;



•

on 14 August 2014, Lansdowne Partners Limited made a public filing that it held 2,731,445 of our Class A ordinary shares, representing 0.21% of total voting power;



•

on 9 September 2014, FMR LLC made a public filing that it held 3,981,000 of our Class A ordinary shares, representing 0.31% of total voting power;



•

on 10 September 2014, Baron Capital Group, Inc. made a public filing that it held 15,026,190 of our Class A ordinary shares, representing 1.17% of total voting power;



•

on 12 December 2014, the Edward S. Glazer Irrevocable Exempt Trust made a public filing that it held 450,000 of our Class A ordinary shares and 50,000 of our Class B ordinary shares, representing 0.07% of total voting power;



•

on 30 January 2015, Blackrock, Inc. made a public filing that it held 2,411,645 of our Class A ordinary shares, representing 0.19% of total voting power;



•

on 13 February 2015, Tybourne Capital Management (HK) Limited made a public filing that it no longer held any of our Class A ordinary shares;






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•

on 13 February 2015, FMR LLC made a public filing that it held 3,977,700 of our Class A ordinary shares, representing 0.31% of total voting power;



•

on 17 February 2015, Lansdowne Partners (UK) LLP made a public filing that it held 3,931,445 of our Class A ordinary shares, representing 0.31% of total voting power;



•

on 17 February 2015, Baron Capital Group, Inc. made a public filing that it held 16,094,792 of our Class A ordinary shares, representing 1.26% of total voting power;



•

on 17 February 2015, Red Football LLC made a public filing that it held 7,569,033 of our Class A ordinary shares and 106,450,000 of our Class B ordinary shares, representing 83.77% of total voting power;



•

on 20 February 2015, Jupiter Asset Management Limited made a public filing that it held 2,172,182 of our Class A ordinary shares, representing 0.17% of total voting power;



•

on 10 March 2015, Blackrock, Inc. made a public filing that it held 908,760 of our Class A ordinary shares, representing 0.07% of total voting power;



•

on 13 August 2015, Lansdowne Partners (UK) LLP made a public filing that it held 3,931,445 of our Class A ordinary shares, representing 0.31% of total voting power;



•

on 14 August 2015, Avram Glazer Irrevocable Exempt Trust made a public filing that it held 7,000,000 of our Class B ordinary shares, representing 5.47% of total voting power;



•

on 14 August 2015, Joel M. Glazer Irrevocable Exempt Trust made a public filing that it held 7,000,000 of our Class B ordinary shares, representing 5.47% of total voting power;



•

on 14 August 2015, Kevin Glazer Irrevocable Exempt Family Trust made a public filing that it held 7,000,000 of our Class B ordinary shares, representing 5.47% of total voting power;




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•

on 14 August 2015, Bryan G. Glazer Irrevocable Exempt Trust made a public filing that it held 7,000,000 of our Class B ordinary shares, representing 5.47% of total voting power;



•

on 14 August 2015, Darcie S. Glazer Irrevocable Exempt Trust made a public filing that it held 7,000,000 of our Class B ordinary shares, representing 5.47% of total voting power;



•

on 14 August 2015, Edward S. Glazer Irrevocable Exempt Trust made a public filing that it held 4,000,000 of our Class B ordinary shares, representing 3.13% of total voting power;



•

on 14 August 2015, Baron Capital Group Inc. made a public filing that it held 16,149,730 of our Class A ordinary shares, representing 1.26% of total voting power;



•

on 25 August 2015, FMR LLC made a public filing that it held 3,979,700 of our Class A ordinary shares, representing 0.31% of total voting power;



•

on 8 January 2016, Lansdowne Partners (UK) LLP made a public filing that it held 4,941,440 of our Class A ordinary shares, representing 0.39% of total voting power;



•

on 12 February 2016, FMR LLC made a public filing that it held 2,912,144 of our Class A ordinary shares, representing 0.23% of total voting power;



•

on 12 February 2016, Jupiter Asset Management Limited made a public filing that it held 2,723,839 of our Class A ordinary shares, representing 0.21% of total voting power;



•

on 12 February 2016, Red Football LLC made a public filing that it held 8,019,033 of our Class A ordinary shares and 85,000,000 of our Class B ordinary shares, representing 67.03% of total voting power;






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•

on 16 February 2016, Baron Capital Group Inc. made a public filing that it held 15,748,438 of our Class A ordinary shares, representing 1.23% of total voting power;



•

on 10 August 2016, Jupiter Asset Management Limited made a public filing that it held 2,806,959 of our Class A ordinary shares, representing 0.22% of total voting power;



•

on 11 August 2016, FMR LLC made a public filing that it held 2,436,475 of our Class A ordinary shares, representing 0.19% of total voting power; and



•

on 15 August 2016, Baron Capital Group Inc. made a public filing that it held 15,089,806 of our Class A ordinary shares, representing 1.18% of total voting power;



•

on 2 February 2017, Jupiter Asset Management Limited made a public filing that it held 2,768,764 of our Class A ordinary shares, representing 0.22% of total voting power;



•

on 14 February 2017, Baron Capital Group Inc. made a public filing that it held 14,622,085 of our Class A ordinary shares, representing 1.14% of total voting power;



•

on 10 August 2017, FMR LLC made a public filing that it no longer held any of our Class A ordinary shares;



•

on 11 August 2017, Jupiter Asset Management Limited made a public filing that it held 2,779,723 of our Class A ordinary shares, representing 0.22% of total voting power;



•

on 30 August 2017, Avram Glazer Irrevocable Exempt Trust made a public filing that it held 9,410,375 of our Class B ordinary shares, representing 35.5% of total voting power;



•

on 30 August 2017, Joel M. Glazer Irrevocable Exempt Trust made a public filing that it held 10,410,376 of our Class B ordinary shares, representing 37.1% of total voting power;



•

on 30 August 2017, Kevin Glazer Irrevocable Exempt Family Trust made a public filing that it held 16,311,894 of our Class B ordinary shares, representing 34.3% of total voting power;




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•

on 30 August 2017, Bryan G. Glazer Irrevocable Exempt Trust made a public filing that it held 15,349,034 of our Class B ordinary shares, representing 34.3% of total voting power;



•

on 30 August 2017, Darcie S. Glazer Irrevocable Exempt Trust made a public filing that it held 18,514,274 of our Class B ordinary shares, representing 35.3% of total voting power;



•

on 30 August 2017, Edward S. Glazer Irrevocable Exempt Trust made a public filing that it held 11,055,706 of our Class B ordinary shares, representing 32.8% of total voting power;



•

on 30 August 2017, AAGT Holdings LLC made a public filing that it held 707,613 of our Class A ordinary shares and 11,488,991 of our Class B ordinary shares, representing 23.7% of total voting power;



•

on 30 August 2017, JMGT Holdings LLC made a public filing that it held 1,707,614 of our Class A ordinary shares and 10,488,990 of our Class B ordinary shares, representing 24.1% of total voting power;



•

on 30 August 2017, KEGT Holdings LLC made a public filing that it held 4,587,472 of our Class B ordinary shares, representing 10.3% of total voting power;



•

on 30 August 2017, BGGT Holdings LLC made a public filing that it held 5,550,331 of our Class B ordinary shares, representing 12.2% of total voting power;



•

on 30 August 2017, DSGT Holdings LLC made a public filing that it held 2,385,091 of our Class B ordinary shares, representing 7.0% of total voting power;



•

on 30 August 2017, ESGT Holdings LLC made a public filing that it held 8,447,466 of our Class B ordinary shares, representing 17.4% of total voting power;



•

on 30 August 2017, Red Football LLC made a public filing that it no longer held any of our Class A or Class B ordinary shares; and



•

on 7 September 2017, Lindsell Train Limited made a public filing that it held 7,446,852 of our Class A ordinary shares, representing 0.58% of total voting power.

U.S. Resident Shareholders of Record

        As a number of our shares are held in book-entry form, we are not aware of the identity of all our shareholders. As of 811 September 2016,2017, we had 40,023,15740,192,596 Class A ordinary shares held by 2,5892,740 U.S. resident shareholders of record, representing approximately 3.13%3.14% of total voting power and 124,000,000 Class B ordinary shares held by seven12 U.S. resident shareholders of record, representing approximately 96.87%96.86% of total voting power.

Controlling Shareholder

        Our controlling shareholder is Red Football LLC, a Delaware limited liability company. Red Football LLC is a wholly-owned subsidiary of Red Football Limited Partnership. The general partner of Red Football Limited Partnership is Red Football General Partner Inc. Trusts controlled by six lineal descendants of Mr. Malcolm Glazer each own an equal number of shares of Red Football General Partner Inc., as well as an equal percentage of the limited partnership interests in Red Football Limited Partnership. These lineal descendants of Mr. Glazer are also directors of Red Football General Partner Inc. The six lineal descendants of Mr. Glazer are Avram Glazer, Joel Glazer, Bryan Glazer, Edward Glazer, Darcie Glazer Kassewitz and Kevin Glazer. Joel Glazer is the president of Red Football General Partner Inc. The lineal descendants of Mr. Malcolm Glazer may be deemed to share beneficial ownership of the shares held by Red Football Limited Partnership as a result of their status as shareholders of Red Football General Partner Inc., President of Red Football General Partner Inc. (with respect to Joel Glazer) and holders of limited partnership interests in Red Football Limited Partnership.

        As of 8 September 2016, Red Football LLC owned 8,019,033 of our Class A ordinary shares and 85,000,000 of our Class B ordinary shares, representing in total 67.03% of total voting power.

Shareholders' Arrangements

        As of 811 September 2016,2017, the Company was not aware of any shareholders' arrangements which may result in a change of control of the Company.

ITEM 8.    FINANCIAL INFORMATION


A.    CONSOLIDATED FINANCIAL STATEMENTS AND OTHER FINANCIAL INFORMATION

Consolidated Financial Statements

        See "Item 18. Financial Statements."




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Legal and Arbitration Proceedings

        There have been no governmental, judicial or arbitration proceedings (including any such proceedings which are pending or threatened of which we are aware) during the period between 1 July




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2013 2014 and the date of this Annual Report which may have, or have had in the recent past, significant effects on our financial position and profitability.

Dividend Policy

        In fiscal year 20162017, we began paying a regular quarterlypaid two semi-annual cash dividenddividends on our Class A ordinary shares and Class B ordinary shares of $0.045 per share. Our board of directors recently approved replacing the previous quarterly cash dividend with a regular semi-annual cash dividend of $0.09 per share. We expectcurrently intend to continue paying regular semi-annual cash dividends toon our Class A ordinary shareholdersshares and Class B ordinary shareholdersshares of $0.09 per share from our operating cash flows. The declaration and payment of any future dividends, however, will be at the sole discretion of our board of directors or a committee thereof based on its consideration of numerous factors, including our operating results, financial condition and anticipated capital requirements, in addition to the various other considerations discussed below.

        If we do pay a cash dividend on our Class A ordinary shares and Class B ordinary shares in the future, we will pay such dividend out of our profits or share premium (subject to solvency requirements) as permitted under Cayman Islands law. Our board of directors has complete discretion regarding the declaration and payment of dividends, and the holders of our principal shareholderClass B ordinary shares will be able to influence our dividend policy.

        The decision by our board of directors (or a committee thereof) to declare and pay dividends in the future and the amount of any future dividend payments we may make will depend on, among other factors, our strategy, future earnings, financial condition, cash flow, working capital requirements, capital expenditures and applicable provisions of our amended and restated memorandum and articles of association. Any profits or share premium we declare as dividends will not be available to be reinvested in our operations. Moreover, we are a holding company that does not conduct any business operations of our own. As a result, we are dependent upon cash dividends, distributions and other transfers from our subsidiaries to make dividend payments, and the terms of our subsidiaries' debt and other agreements restrict the ability of our subsidiaries to make dividends or other distributions to us. Specifically, pursuant to the our revolving facility, our secured term loan facility and the note purchase agreement governing our 2027 Notes,senior secured notes, there are restrictions on our subsidiaries' ability to distribute dividends to us, and dividend distributions by our subsidiaries are the principal means by which we would have the necessary funds to pay dividends on our Class A ordinary shares and Class B ordinary shares for the foreseeable future. See "Item 5. Operating and Financial Review and Prospects—B. Liquidity and Capital Resources—Indebtedness." As a consequence of these limitations and restrictions, we may not be able to make, or may have to reduce or eliminate, the payment of dividends on our Class A ordinary shares and Class B ordinary shares.

        Any dividends we declare in the future on our ordinary shares will be in respect of both our Class A ordinary shares and Class B ordinary shares, and will be distributed such that a holder of one of our Class B ordinary shares will receive the same amount of the dividends that are received by a holder of one of our Class A ordinary shares. We will not declare any dividend with respect to the Class A ordinary shares without declaring a dividend on the Class B ordinary shares, and vice versa.

B.    SIGNIFICANT CHANGES

Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




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        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000.£126,793,000. Payments are due within the next 5 years.




Secondary offering

Table        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of Contents5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. We did not receive any of the proceeds from the sale of these shares.

ITEM 9.    THE OFFER AND LISTING


Price History of Stock

Ordinary shares listed on the New York Stock Exchange

        Our shares were approved for listing on the New York Stock Exchange on 10 August 2012. Prior to this listing, no public market existed for our ordinary shares. The table below shows the quoted high and low closing sales prices in US dollars on the New York Stock Exchange for our shares for the indicated periods.

		Per Share							Per Share
		High			Low				High			Low
		(in USD)							(in USD)
Annual
FY 2017										17.80			14.20
FY 2016			18.99			13.33				18.99			13.30
FY 2015			19.63			14.78				19.63			14.78
FY 2014			18.78			14.47				18.78			14.47
FY 2013 (10 August 2012 through 30 June 2013)			19.04			12.18				19.04			12.18
Quarterly
FY 2017
First Quarter (through 7 September 2016)			17.31			15.72
FY 2018
First Quarter (through 7 September 2017)										17.55			16.00
FY2017
First Quarter										17.32			15.49
Second Quarter										17.04			14.20
Third Quarter										17.35			14.70
Fourth Quarter										17.80			16.05
FY2016
First Quarter			18.80			17.16				18.80			17.16
Second Quarter			18.99			17.30				18.99			17.30
Third Quarter			17.50			13.33				17.50			13.30
Fourth Quarter			17.73			13.79				17.73			13.79
FY2015
First Quarter			19.63			15.19
Second Quarter			16.58			14.78
Third Quarter			17.41			15.26
Fourth Quarter			18.42			15.15
Monthly
2016
2017
March			14.44			13.33				16.95			16.35
April			17.73			13.79				16.95			16.05
May			17.18			16.20				17.80			16.25
June			17.01			15.67				17.00			16.10
July			16.20			15.49				17.30			16.00
August			16.81			15.72				17.55			16.35
September (through 7 September 2016)			17.31			17.04
September (through 7 September 2017)										17.10			16.65




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Markets

        We are incorporated under the Companies Law (2011 Revision) of the Cayman Islands, as amended and restated from time to time and our shares are listed on the New York Stock Exchange under the symbol "MANU". As of 811 September 20162017 we had 164,025,280164,194,754 ordinary shares listed (comprising 40,025,28040,194,754 Class A ordinary shares and 124,000,000 Class B ordinary shares).

ITEM 10.    ADDITIONAL INFORMATION


A.    SHARE CAPITAL

        Not applicable.




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B.    MEMORANDUM AND ARTICLES OF ASSOCIATION AND OTHER SHARE INFORMATION

        A copy of our amended and restated memorandum and articles of association is attached as Exhibit 1.1 to this Annual Report. The information called for by this Item has been reported previously in our Registration Statement on Form F-1 (File No. 333-182535), filed with the SEC on 3 July 2012, as amended, under the heading "Description of Share Capital," and is incorporated by reference into this Annual Report.

C.    MATERIAL CONTRACTS

        The following is a summary of each material contract, other than material contracts entered into in the ordinary course of business, to which we are or have been a party, for the two years immediately preceding the date of this Annual Report:

•

Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments. A copy of the Agreement is included as Exhibit 4.1 to this Annual Report.



•

Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender. A copy of the Agreement is included as Exhibit 4.2 to this Annual Report.



•

Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender. A copy of the Agreement is included as Exhibit 4.34.2 to this Annual Report.



•

New Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee. A copy of the Agreement is included as Exhibit 4.44.3 to this Annual Report.



•

Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent. A copy of the Agreement is included as Exhibit 4.54.4 to this Annual Report.



•

Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender. A copy of the Letter is included as Exhibit 4.64.5 to this Annual Report.



•

Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender. A copy of the Letter is included as Exhibit 4.74.6 to this Annual Report.



•

Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender. A copy of the Agreement is included as Exhibit 4.84.7 to this Annual Report.






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•

Premier League Handbook, Season 2015/16. As a member of the Football Association Premier League, we are subject to the terms of the Premier League Handbook, Season 2015/16.2012 Equity Incentive Award Plan. A copy of the HandbookPlan is included as Exhibit 4.104.8 to this Annual Report.



•

Premier League Handbook, Season 2016/17.  As a member of the Football Association Premier League, we are subject to the terms of the Premier League Handbook, Season 2016/17. A copy of the Handbook is included as Exhibit 4.114.9 to this Annual Report.



•

Premier League Handbook, Season 2017/18.  As a member of the Football Association Premier League, we are subject to the terms of the Premier League Handbook, Season 2017/18. A copy of the Handbook is included as Exhibit 4.10 to this Annual Report.




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D.    EXCHANGE CONTROLS

        There are no Cayman Islands exchange control regulations that would affect the import or export of capital or the remittance of dividends, interest or other payments to non-resident holders of our shares.

E.    TAXATION

        The following is a summary of material US federal income tax consequences relevant to US Holders and Non-US Holders (each as defined below) acquiring, holding and disposing of the Company's Class A ordinary shares. This summary is based on the Code, final, temporary and proposed US Treasury regulations and administrative and judicial interpretations, all of which are subject to change, possibly with retroactive effect. Furthermore, we can provide no assurance that the tax consequences contained in this summary will not be challenged by the Internal Revenue Service (the "IRS") or will be sustained by a court if challenged.

        This summary does not discuss all aspects of US federal income taxation that may be relevant to investors in light of their particular circumstances, such as investors subject to special tax rules, including without limitation the following, all of whom may be subject to tax rules that differ significantly from those summarized below:

•

financial institutions;



•

insurance companies;



•

dealers in stocks, securities, or currencies or notional principal contracts;



•

regulated investment companies;



•

real estate investment trusts;



•

tax-exempt organizations;



•

partnerships and other pass-through entities, or persons that hold Class A ordinary shares through pass-through entities;



•

investors that hold Class A ordinary shares as part of a straddle, conversion, constructive sale or other integrated transaction for US federal income tax purposes;



•

US holders that have a functional currency other than the US dollar; and



•

US expatriates and former long-term residents of the United States.

        This summary does not address alternative minimum tax consequences or non-income tax consequences, such as estate or gift tax consequences, and does not address state, local or non-US tax consequences. This summary only addresses investors that hold Class A ordinary shares and not Class B ordinary shares, and it assumes that investors hold their Class A ordinary shares as capital assets (generally, property held for investment).




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        For purposes of this summary, a "US Holder" is a beneficial owner of the Company's Class A ordinary shares that is, for US federal income tax purposes:

•

an individual who is a citizen or resident of the United States,



•

a corporation created in, or organized under the laws of, the United States, any state thereof or the District of Columbia,



•

an estate the income of which is includible in gross income for US federal income tax purposes regardless of its source, or






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•

a trust that (i) is subject to the primary supervision of a US court and the control of one or more US persons or (ii) has a valid election in effect under applicable Treasury regulations to be treated as a US person.

        A "Non-US Holder" is a beneficial owner of the Company's Class A ordinary shares that is not a US Holder.

        If an entity or other arrangement treated as a partnership for US federal income tax purposes holds the Company's Class A ordinary shares, the tax treatment of a partner in the partnership generally will depend upon the status of the partner and the activities of the partnership. Partners of partnerships considering an investment in the Class A ordinary shares are encouraged to consult their tax advisors regarding the tax consequences of the ownership and disposition of Class A ordinary shares.

Treatment of the Company as a Domestic Corporation for US Federal Income Tax Purposes

        Even though the Company is organized as a Cayman Islands exempted company, due to the circumstances of its formation and the application of Section 7874 of the Code, the Company reports as a domestic corporation for US federal income tax purposes. This has implications for all shareholders; the Company is subject to US federal income tax as if it were a US corporation, and distributions made by the Company are generally treated as US-source dividends as described below and generally subject to US dividend withholding tax.

US Holders

Distributions

        Distributions made by the Company in respect of its Class A ordinary shares will be treated as US-source dividends includible in the gross income of a US Holder as ordinary income to the extent of the Company's current and accumulated earnings and profits, as determined under US federal income tax principles. To the extent the amount of a distribution exceeds the Company's current and accumulated earnings and profits, the distribution will be treated first as a non-taxable return of capital to the extent of a US Holder's adjusted tax basis in the Class A ordinary shares and thereafter as gain from the sale of such shares. Subject to applicable limitations and requirements, dividends received on the Class A ordinary shares generally should be eligible for the "dividends received deduction" available to corporate shareholders. A dividend paid by the Company to a non-corporate US Holder generally will be eligible for preferential rates if certain holding period requirements are met.

        The US dollar value of any distribution made by the Company in foreign currency will be calculated by reference to the exchange rate in effect on the date of the US Holder's actual or constructive receipt of such distribution, regardless of whether the foreign currency is in fact converted into US dollars. If the foreign currency is converted into US dollars on such date of receipt, the US Holder generally will not recognize foreign currency gain or loss on such conversion. If the foreign currency is not converted into US dollars on the date of receipt, such US Holder will have a basis in the foreign currency equal to its US dollar value on the date of receipt. Any gain or loss on a




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subsequent conversion or other taxable disposition of the foreign currency generally will be US-source ordinary income or loss to such US Holder.

Sale or other disposition

        A US Holder will recognize gain or loss for US federal income tax purposes upon a sale or other taxable disposition of its Class A ordinary shares in an amount equal to the difference between the amount realized from such sale or disposition and the US Holder's adjusted tax basis in the Class A ordinary shares. A US Holder's adjusted tax basis in the Class A ordinary shares generally will be the US Holder's cost for the shares. Any such gain or loss generally will be US-source capital gain or loss




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and will be long-term capital gain or loss if, on the date of sale or disposition, such US Holder held the Class A ordinary shares for more than one year. Long-term capital gains derived by non-corporate US Holders are eligible for taxation at reduced rates. The deductibility of capital losses is subject to significant limitations.

Information reporting and backup withholding

        Payments of dividends on or proceeds arising from the sale or other taxable disposition of Class A ordinary shares generally will be subject to information reporting and backup withholding if a US Holder (i) fails to furnish such US Holder's correct US taxpayer identification number (generally on IRS Form W-9), (ii) furnishes an incorrect US taxpayer identification number, (iii) is notified by the IRS that such US Holder has previously failed to properly report items subject to backup withholding, or (iv) fails to certify under penalty of perjury that such US Holder has furnished its correct US taxpayer identification number and that the IRS has not notified such US Holder that it is subject to backup withholding.

        Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules generally will be allowed as a credit against a US Holder's US federal income tax liability or will be refunded, if the US Holder furnishes the required information to the IRS in a timely manner.

Non-US Holders

Distributions

        Subject to the discussion under "—Foreign Account Tax Compliance Act" below, distributions treated as dividends (see "—US Holders—Distributions" above) by the Company to Non-US Holders will be subject to US federal withholding tax at a 30% rate, except as may be provided by an applicable income tax treaty. To obtain a reduced rate of US federal withholding under an applicable income tax treaty, a Non-US Holder will be required to certify its entitlement to benefits under the treaty, generally on a properly completed IRS Form W-8BEN or W-8BEN-E, as applicable.

        However, dividends that are effectively connected with a Non-US Holder's conduct of a trade or business within the United States and, where required by an income tax treaty, are attributable to a permanent establishment or fixed base of the Non-US Holder, are not subject to the withholding tax described in the previous paragraph, but instead are subject to US federal net income tax at graduated rates, provided the Non-US Holder complies with applicable certification and disclosure requirements, generally by providing a properly completed IRS Form W-8ECI. Non-US Holders that are corporations may also be subject to an additional branch profits tax at a 30% rate, except as may be provided by an applicable income tax treaty.




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Sale or other disposition

        Subject to the discussion under "—Foreign Account Tax Compliance Act" below, a Non-US Holder will not be subject to US federal income tax in respect of any gain on a sale or other disposition of the Class A ordinary shares unless:

•

the gain is effectively connected with the Non-US Holder's conduct of a trade or business within the United States and, where required by an income tax treaty, is attributable to a permanent establishment or fixed base of the Non-US Holder;



•

the Non-US Holder is an individual who is present in the United States for 183 days or more in the taxable year of the sale or other disposition and certain other conditions are met; or






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•

the Company is or has been a "US real property holding corporation" during the shorter of the five-year period preceding the disposition and the Non-US Holder's holding period for the Class A ordinary shares.

        Non-US Holders described in the first bullet point above will be subject to tax on the net gain derived from the sale under regular graduated US federal income tax rates and, if they are foreign corporations, may be subject to an additional "branch profits tax" at a 30% rate or such lower rate as may be specified by an applicable income tax treaty. Non-US Holders described in the second bullet point above will be subject to a flat 30% tax on any gain derived on the sale or other taxable disposition, which gain may be offset by certain US-source capital losses. The Company believes it is not, and does not anticipate becoming, a "US real property holding corporation" for US federal income tax purposes.

Information reporting and backup withholding

        Generally, the Company must report annually to the IRS and to Non-US Holders the amount of distributions made to Non-US Holders and the amount of any tax withheld with respect to those payments. Copies of the information returns reporting such distributions and withholding may also be made available to the tax authorities in the country in which a Non-US Holder resides under the provisions of an applicable income tax treaty or tax information exchange agreement.

        A Non-US Holder will generally not be subject to backup withholding with respect to payments of dividends, provided the Company receives a properly completed statement to the effect that the Non-US Holder is not a US person and the Company does not have actual knowledge or reason to know that the holder is a US person. The requirements for the statement will be met if the Non-US Holder provides its name and address and certifies, under penalties of perjury, that it is not a US person (which certification may generally be made on IRS Form W-8BEN or W-8BEN-E) or if a financial institution holding the Class A ordinary shares on behalf of the Non-US Holder certifies, under penalties of perjury, that such statement has been received by it and furnishes the Company or its paying agent with a copy of the statement.

        Except as described below under "—Foreign Account Tax Compliance Act", the payment of proceeds from a disposition of Class A ordinary shares to or through a non-US office of a non-US broker will not be subject to information reporting or backup withholding unless the non-US broker has certain types of relationships with the United States. In the case of a payment of proceeds from the disposition of Class A ordinary shares to or through a non-US office of a broker that is either a US person or such a US-related person, US Treasury regulations require information reporting (but not backup withholding) on the payment unless the broker has documentary evidence in its files that the Non-US Holder is not a US person and the broker has no knowledge to the contrary.




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        Backup withholding is not an additional tax. Any amounts withheld under the backup withholding rules will be allowed as a refund or a credit against a Non-US Holder's US federal income tax liability, provided the required information is timely furnished to the IRS.

Foreign Account Tax Compliance Act

        Legislation incorporating provisions referredPursuant to as the Foreign Account Tax Compliance Act ("FATCA") was enacted on 18 March 2010. Pursuant to FATCA,, withholding taxes may apply to certain types of payments made to "foreign financial institutions" (as defined under those rules) and certain other non-US entities. The failure to comply with additional certification, information reporting and other specified requirements could result in a withholding tax being imposed on payments of dividends and sales proceeds to foreign intermediaries and certain Non-US Holders. A 30% withholding tax may be imposed on dividends on, or gross proceeds from the sale or other disposition of, our Class A ordinary shares paid to a foreign financial institution or to a non-financial foreign entity, unless (i) the




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foreign financial institution undertakes certain diligence and reporting obligations, (ii) the non-financial foreign entity either certifies it does not have any substantial US owners or furnishes identifying information regarding each substantial US owner, or (iii) the foreign financial institution or non-financial foreign entity otherwise qualifies for an exemption from these rules. If the payee is a foreign financial institution and is subject to the diligence and reporting requirements in clause (i) above, it generally must enter into an agreement with the US Treasury requiring, among other things, that it undertake to identify accounts held by certain US persons or US-owned foreign entities, annually report certain information about such accounts and withhold 30% on payments to non-compliant foreign financial institutions and certain other account holders. Foreign financial institutions located in jurisdictions that have an intergovernmental agreement with the United States concerning FATCA may be subject to different rules.

        Under the applicable Treasury regulations and administrative guidance, the withholding provisions described above generally apply to payments of dividends on our Class A ordinary shares, and also will apply on or after 1 January 2019 to payments of gross proceeds from a sale or other disposition of Class A ordinary shares. Prospective investors are encouraged to consult their tax advisors regarding the potential application of withholding under FATCA to an investment in our Class A ordinary shares.

Material Cayman Islands Tax Considerations

        There is, at present, no direct taxation in the Cayman Islands and interest, dividends and gains payable to the Company will be received free of all Cayman Islands taxes. The Company has received an undertaking from the Governor in Cabinet of the Cayman Islands to the effect that, for a period of twenty years from the date of such undertaking, no law that thereafter is enacted in the Cayman Islands imposing any tax or duty to be levied on profits, income or on gains or appreciation, or any tax in the nature of estate duty or inheritance tax, will apply to any property comprised in or any income arising under the Company, or to the shareholders thereof, in respect of any such property or income.

F.     DIVIDENDS AND PAYING AGENTS

        American Stock Transfer & Trust Company is the paying agent for any dividends payable on our Class A ordinary shares and Class B ordinary shares in the United States.

        While our dividend policy contemplates a semi-annual dividend, we have no specific procedure for setting the date of any dividend entitlement, though we will set a record date for stock ownership to determine entitlement to any dividends that may be declared from time to time, in accordance with applicable laws, rules and regulations. The declaration and payment of future semi-annual dividends, if any, will be at the sole discretion of our board of directors or a committee thereof based on its consideration of numerous factors, including our operating results, financial condition and anticipated




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capital requirements and the additional factors discussed above. See "Item 8. Financial Information—A. Consolidated Financial Statements and Other Financial Information—Dividend Policy."

G.    STATEMENTS BY EXPERTS

        Not applicable.

H.    DOCUMENTS ON DISPLAY

        You may read and copy any reports or other information that we file at the SEC's Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an Internet website that contains reports, proxy statements and other information about issuers, like us, that file electronically with the SEC. The address of that site is www.sec.gov.




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        We also make available on our website, free of charge, our annual reports on Form 20-F and the text of our reports on Form 6-K, including any amendments to these reports, as well as certain other SEC filings, as soon as reasonably practicable after they are electronically filed with or furnished to the SEC. Our website address is www.manutd.com. The information contained on our website is not incorporated by reference in this document.

ITEM 11.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


Market Risk

        Our operations are exposed to a variety of financial risks that include currency risk, interest rate risk and cash flow risk. We review and agree policies for managing these risks, which are then implemented by our finance department. Please refer to note 31 to our audited consolidated financial statements as of 30 June 20162017 and 20152016 and for the years ended 30 June 2017, 2016 2015 and 20142015 included elsewhere in this Annual Report for a fuller quantitative and qualitative discussion on the market risks to which we are subject and our policies with respect to managing those risks. The policies are summarized below:

Currency risk

        We are exposed to both translational and transactional risk of fluctuations in foreign exchange rates. A significant currency risk we face relates to the revenue received in Euros as a result of participation in EuropeanUEFA competitions. We seek to hedge economically the majority of the currency risk of this revenue either by using contracted future foreign currency expenses or by placing forward contracts at the point at which it becomes reasonably certain that we will receive the revenue.

        We also receive a significant amount of sponsorship revenue denominated in US dollars. We seek to hedge the foreign exchange risk on future US dollar revenues whenever possible using our US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on retranslation of our US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in a hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercial revenue), as the underlying future US dollar revenues. The foreign exchange gains or losses arising on re-translation of our unhedged US dollar borrowings are recognized in the income statement immediately.

        As of 30 June 2016,2017, the amount accumulated in the hedging reserve relating to the above hedge was a debit of £41.0£48.0 million (this amount is stated gross before deducting related tax).




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        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of the above hedge of approximately £26.9£21.0 million for the year ended 30 June 2016.2017. Conversely, a 10% depreciation of pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of the above hedge of approximately £32.9£25.6 million for the year ended 30 June 2016.2017.

        Payment and receipts of transfer fees may also give rise to foreign currency exposures. Due to the nature of player transfers we may not always be able to predict such cash flow until the transfer has taken place. Where possible and depending on the payment profile of transfer fees payable and receivable we will seek to economically hedge future payments and receipts at the point it becomes reasonably certain that the payments will be made or the revenue will be received. When hedging revenue to be received, we also take account of the credit risk of the counterparty.




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Interest rate risk

        Our interest rate risk relates to changes in interest rates for borrowings. Borrowings issued at variable interest rates expose us to cash flow interest rate risk. Borrowings issued at fixed rates expose us to fair value interest rate risk. Our borrowings under our revolving facility, our secured term loan facility and our Alderley facility bear interest at variable rates. As of 30 June 2016,2017, we had £166.0£170.8 million of variable rate indebtedness outstanding under our secured term loan facility and £4.6£4.2 million of variable rate indebtedness outstanding under our Alderley credit facility. We manage our cash flow interest rate risk, where appropriate, using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, a hypothetical one percentage point increase in interest rates on our variable rate indebtedness would not have a material impact on our annual interest expense.

        Other than as disclosed herein, we have no additional hedging policies.

Derivative Financial Instruments

Foreign currency forward contracts

        We typically enter into foreign currency forward contracts to purchase and sell foreign currency in order to minimize the impact of currency movements on our financial performance primarily for our exposure to Broadcasting revenue received in Euros for our participation in EuropeanUEFA competitions and Commercial revenue receivedfor transfer fees payable and receivable in US dollars for certain sponsorship contracts.foreign currency.

Interest rate swaps

        We have interest rate swaps in place in respect of our secured term loan facility. As of 30 June 2016,2017, the fair value of outstanding interest rate swaps was a net liability of £9.7£0.7 million.

Embedded foreign exchange derivatives

        We have a number of currency based embedded derivatives in host Commercial revenue contracts. These are separately recognized in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 2016,2017, the fair value of such derivatives was a net asset of £5.2£1.7 million.




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ITEM 12.    DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES


A.    DEBT SECURITIES

        Not applicable.

B.    WARRANTS AND RIGHTS

        Not applicable.

C.    OTHER SECURITIES

        Not applicable.

D.    AMERICAN DEPOSITARY SHARES

        Not applicable.




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PART II


ITEM 13.    DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES


        None.

ITEM 14.    MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS


        None.

ITEM 15.    CONTROLS AND PROCEDURES


        We have carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) under the supervision and the participation of the executive board of management, which is responsible for the management of the internal controls, and which includes the Principal Executive Officer and the Principal Financial Officer. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon our evaluation as of 30 June 2016,2017, the Principal Executive Officer and Principal Financial Officer have concluded that the disclosure controls and procedures (i) were effective at a reasonable level of assurance as of the end of the period covered by this Annual Report on Form 20-F in ensuring that information required to be recorded, processed, summarized and reported in the reports that are filed or submitted under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the Commission's rules and forms and (ii) were effective at a reasonable level of assurance as of the end of the period covered by this Annual Report on Form 20-F in ensuring that information to be disclosed in the reports that are filed or submitted under the Exchange Act is accumulated and communicated to the management of the Company, including the Principal Executive Officer and the Principal Financial Officer, to allow timely decisions regarding required disclosure.

Management's Annual Report on Internal Control over Financial Reporting

        Our executive board of management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control over financial reporting is a process designed, under the supervision of the Principal Executive Officer and the Principal Financial Officer,




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to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external reporting purposes in accordance with generally accepted accounting principles.

        Our internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly, reflect transactions and dispositions of assets, provide reasonable assurance that transactions are recorded in the manner necessary to permit the preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are only carried out in accordance with the authorization of our executive board of management and directors, and provide reasonable assurance regarding the prevention or timely detection of any unauthorized acquisition, use or disposition of our assets and that could have a material effect on our financial statements.

        Because of its inherent limitations, internal control over financial reporting may not prevent or detect all misstatements. Moreover, projections of any evaluation of the effectiveness of internal control




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to future periods are subject to a risk that controls may become inadequate because of changes in conditions and that the degree of compliance with the policies or procedures may deteriorate.

        Our executive board of management has assessed the effectiveness of internal control over financial reporting based on the Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) 2013. Based on this assessment, our executive board of management has concluded that our internal control over financial reporting as of 30 June 20162017 was effective.

        This Annual Report does not include an attestation report of the Company's registered public accounting firm because we qualify as an emerging growth company and, as such, are exempt from such attestation.

Changes in Internal Control over Financial Reporting

        During the period covered by this report, we have not made any change to our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 16A.    AUDIT COMMITTEE FINANCIAL EXPERT


        Our board of directors has determined that Mr. Robert Leitão satisfies the "independence" requirements set forth in Rule 10A-3 under the Exchange Act. Our board of directors has also determined that Mr. Robert Leitão is an "audit committee financial expert" as defined in Item 16A of Form 20-F under the Exchange Act.

ITEM 16B.    CODE OF ETHICS


        We have adopted a Code of Business Conduct and Ethics that applies to all our employees, officers and directors, including our principal executive, principal financial and principal accounting officers. Our code of Business Conduct and Ethics addresses, among other things, competition and fair dealing, conflicts of interest, financial matters and external reporting, company funds and assets, confidentiality and corporate opportunity requirements and the process for reporting violations of the Code of Business Conduct and Ethics, employee misconduct, conflicts of interest or other violations. Our Code of Business Conduct and Ethics is intended to meet the definition of "code of ethics" under Item 16B of 20-F under the Exchange Act.

        Our Code of Business Conduct and Ethics is available on our website at http://ir.manutd.com/. The information contained on our website is not incorporated by reference in this Annual Report.




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ITEM 16C.    PRINCIPAL ACCOUNTANT FEES AND SERVICES


        PricewaterhouseCoopers LLP ("PwC") acted as our independent auditor for the fiscal years ended 30 June 20162017 and 2015.2016. The table below sets out the total amount billed to us by PwC, for services performed in the years ended 30 June 20162017 and 2015,2016, and breaks down these amounts by category of service:

		2016 £'000			2015 £'000				2017 £'000			2016 £'000
Audit Fees			462			405				503			462
Tax Fees			690			243				392			690
All Other Fees			143			609				456			143
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total			1,295			1,257				1,351			1,295
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​




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Audit Fees

        Audit fees for the years ended 30 June 20162017 and 20152016 were related to the audit of our consolidated and subsidiary financial statements and other audit or interim review services provided in connection with statutory and regulatory filings or engagements.

Tax Fees

        Tax fees for the years ended 30 June 20162017 and 20152016 were related to tax compliance and tax planning services.

All Other Fees

        All other fees in the yearyears ended 30 June 2017 and 2016 related to services in connection with corporate compliance matters.

        All other fees in the year ended 30 June 2015 were related to professional services rendered in connection with public sales of our Class A ordinary shares by Red Football LLC and the Edward S. Glazer Irrevocable Exempt Trust, the debt refinancing in June 2015 and other corporate compliance matters.

Pre-Approval Policies and Procedures

        The advance approval of the Audit Committee or members thereof, to whom approval authority has been delegated, is required for all audit and non-audit services provided by our auditors.

        All services provided by our auditors are approved in advance by either the Audit Committee or members thereof, to whom authority has been delegated, in accordance with the Audit Committee's pre-approval policy.

ITEM 16D.    EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES


        Not applicable.

ITEM 16E.    PURCHASES OF EQUITY SECURITIES BY THE ISSUER


        Not applicable.

ITEM 16F.    CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT


        None.




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ITEM 16G.    CORPORATE GOVERNANCE


        Our Class A ordinary shares are listed on the New York Stock Exchange. We believe the following to be the significant differences between our corporate governance practices and those applicable to US companies under the New York Stock Exchange listing standards.

        In general, under the New York Stock Exchange corporate governance standards, foreign private issuers, as defined under the Exchange Act, are permitted to follow home country corporate governance practices instead of the corporate governance practices of the New York Stock Exchange. Accordingly, we follow certain corporate governance practices of our home country, the Cayman Islands, in lieu of certain of the corporate governance requirements of the New York Stock Exchange. Specifically, we do not have a board of directors composed of a majority of independent directors or a remuneration committee or nominating and corporate governance committee composed entirely of independent directors.




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        In the event we no longer qualify as a foreign private issuer, we intend to rely on the "controlled company" exemption under the New York Stock Exchange corporate governance rules. A "controlled company" under the New York Stock Exchange corporate governance rules is a company of which more than 50% of the voting power is held by an individual, group or another company. Our principal shareholder controls a majority of the combined voting power of our outstanding ordinary shares, and our principal shareholder is able to nominate a majority of directors for election to our board of directors. Accordingly, we are eligible to, and, in the event we no longer qualify as a foreign private issuer, we intend to, take advantage of certain exemptions under the New York Stock Exchange corporate governance rules including exemptions from the requirements that a majority of the directors on our board of directors are independent directors and the requirement that our remuneration committee and our nominating and corporate governance committee consist entirely of independent directors.

        The foreign private issuer exemption and the "controlled company" exemption dodoes not modify the independence requirements for the audit committee, and we comply with the requirements of the Sarbanes-Oxley Act and the New York Stock Exchange rules, which require that our audit committee be composed of three independent directors.

        If at any time we cease to be a "controlled company" or a "foreign private issuer" under the rules of the New York Stock Exchange and the Exchange Act, as applicable, our board of directors will take all action necessary to comply with the New York Stock Exchange corporate governance rules.

        Due to our status as a foreign private issuer and our intent to follow certain home country corporate governance practices, our shareholders do not have the same protections afforded to shareholders of companies that are subject to all the New York Stock Exchange corporate governance standards.

ITEM 16H.    MINE SAFETY DISCLOSURE


        Not applicable.




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PART III


ITEM 17.    FINANCIAL STATEMENTS


        Not applicable.

ITEM 18.    FINANCIAL STATEMENTS


        The audited consolidated financial statements as required under Item 18 are attached hereto starting on page F-1 of this Annual Report. The audit report of PricewaterhouseCoopers LLP, independent registered public accounting firm, is included herein preceding the audited consolidated financial statements.

ITEM 19.    EXHIBITS


        The following exhibits are filed as part of this Annual Report:

	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).




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	4.1
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).




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	4.6
	4.7		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.64.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.2017/18.
	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.
	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.




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Index to Consolidated financial statements


Report of Independent Registered Public Accounting Firm		F-2
Consolidated income statement for the years ended 30 June 2017, 2016 2015 and 20142015		F-3
Consolidated statement of comprehensive income for the years ended 30 June 2017, 2016 2015 and 20142015		F-4
Consolidated balance sheet as at 30 June 20162017 and 20152016		F-5
Consolidated statement of changes in equity for the years ended 30 June 2017, 2016 2015 and 20142015		F-7
Consolidated statement of cash flows for the years ended 30 June 2017, 2016 2015 and 20142015		F-8
Notes to the consolidated financial statements		F-9




Table of Contents


Report of Independent Registered Public Accounting Firm


To the Board of Directors and Shareholders of Manchester United plc

        In our opinion, the accompanying consolidated balance sheet and the related consolidated income statement, consolidated statements of comprehensive income, of changes in equity and of cash flows present fairly, in all material respects, the financial position of Manchester United plc and its subsidiaries as of 30 June 20162017 and 2015,2016, and the results of their operations and their cash flows for each of the three years in the period ended 30 June 20162017 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Manchester, United Kingdom

15 September 201613 October 2017




Table of Contents


Consolidated income statement


				Year ended 30 June												Year ended 30 June
		Note		2016 £'000			2015 £'000			2014 £'000				Note		2017 £'000			2016 £'000			2015 £'000
Revenue		4			515,345			395,178			433,164			4			581,204			515,345			395,178
Operating expenses		5			(436,709	)		(387,179	)		(372,240	)		5			(511,315	)		(436,709	)		(387,179	)
(Loss)/profit on disposal of intangible assets		8			(9,786	)		23,649			6,991
Profit/(loss) on disposal of intangible assets														8			10,926			(9,786	)		23,649
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Operating profit					68,850			31,648			67,915						80,815			68,850			31,648
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Finance costs					(20,459	)		(35,419	)		(27,668	)					(25,013	)		(20,459	)		(35,419	)
Finance income					442			204			256						736			442			204
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net finance costs		9			(20,017	)		(35,215	)		(27,412	)		9			(24,277	)		(20,017	)		(35,215	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax					48,833			(3,567	)		40,503						56,538			48,833			(3,567	)
Tax (expense)/credit		10			(12,462	)		2,672			(16,668	)		10			(17,361	)		(12,462	)		2,672
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year attributable to owners of the parent					36,371			(895	)		23,835
Profit/(loss) for the year																	39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Earnings/(loss) per share attributable to owners of the parent during the year
Earnings/(loss) per share during the year
Basic earnings/(loss) per share (pence)		11			22.19			(0.55	)		14.55			11			23.88			22.19			(0.55	)
Diluted earnings/(loss) per share (pence)(1)		11			22.13			(0.55	)		14.54			11			23.82			22.13			(0.55	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

For the year ended 30 June 2015, potential ordinary shares are anti-dilutive, as their inclusion in the diluted loss per share calculation would reduce the loss per share, and hence have been excluded. For the years ended 30 June 20162017 and 2014,2016, potential ordinary shares have been treated as dilutive, as their inclusion in the diluted earnings per share calculation decreases earnings per share.

   

See accompanying notes to the consolidated financial statements.




Table of Contents


Consolidated statement of comprehensive income


		Year ended 30 June										Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Profit/(loss) for the year			36,371			(895	)		23,835				39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Other comprehensive (loss)/income:
Other comprehensive income/(loss):
Items that may be subsequently reclassified to profit or loss
Fair value movements on cash flow hedges (note 31.2)			(58,025	)		(32,602	)		39,643
Tax credit/(expense) relating to cash flow hedges (note 31.2)			20,307			11,413			(13,956	)
Exchange gain on translation of overseas subsidiary			—			—			46
Tax expense relating to translation of overseas subsidiary			—			—			(16	)
Cash flow hedges (note 31.2)													1,946			(58,025	)		(32,602	)
Tax (expense)/credit relating to cash flow hedges (note 31.2)													(681	)		20,307			11,413
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Other comprehensive (loss)/income for the year, net of tax			(37,718	)		(21,189	)		25,717
Other comprehensive income/(loss) for the year, net of tax													1,265			(37,718	)		(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive (loss)/income for the year attributable to owners of the parent			(1,347	)		(22,084	)		49,552
Total comprehensive income/(loss) for the year													40,442			(1,347	)		(22,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

   

See accompanying notes to the consolidated financial statements.




Table of Contents


Consolidated balance sheet


				As of 30 June										As of 30 June
		Note		2016 £'000			2015 £'000				Note			2017 £'000			2016 £'000
ASSETS
Non-current assets
Property, plant and equipment		13			245,714			250,626				13			244,738			245,714
Investment property		14			13,447			13,559				14			13,966			13,447
Intangible assets		15			665,634			660,397				15			717,544			665,634
Derivative financial instruments		18			3,760			—				18			1,666			3,760
Trade and other receivables		19			11,223			3,836				19			15,399			11,223
Deferred tax asset		25			145,460			133,640				25			142,107			145,460
​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
					1,085,238			1,062,058							1,135,420			1,085,238
​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
Current assets
Inventories		16			926			—				16			1,637			926
Derivative financial instruments		18			7,888			27				18			3,218			7,888
Trade and other receivables		19			128,657			83,627				19			103,732			128,657
Tax receivable					—			124
Cash and cash equivalents		20			229,194			155,752				20			290,267			229,194
​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
					366,665			239,530							398,854			366,665
​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
Total assets					1,451,903			1,301,588							1,534,274			1,451,903
​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​

   

See accompanying notes to the consolidated financial statements.




Table of Contents


Consolidated balance sheet (continued)

				As of 30 June									As of 30 June
		Note		2016 £'000			2015 £'000				Note		2017 £'000			2016 £'000
EQUITY AND LIABILITIES
Equity
Share capital		21			52			52			21			53			52
Share premium					68,822			68,822						68,822			68,822
Merger reserve					249,030			249,030						249,030			249,030
Hedging reserve					(32,989	)		4,729						(31,724	)		(32,989	)
Retained earnings					173,367			155,285						191,436			173,367
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
					458,282			477,918
Total equity														477,617			458,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Non-current liabilities
Derivative financial instruments		18			10,637			2,769			18			655			10,637
Trade and other payables		23			41,450			48,078			23			83,587			41,450
Borrowings		24			484,528			410,482			24			497,630			484,528
Deferred revenue					38,899			21,583						39,648			38,899
Deferred tax liabilities		25			14,364			17,311			25			20,828			14,364
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
					589,878			500,223						642,348			589,878
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Current liabilities
Derivative financial instruments		18			2,800			2,966			18			1,253			2,800
Tax liabilities					6,867			2,105						9,772			6,867
Trade and other payables		23			199,668			131,283			23			190,315			199,668
Borrowings		24			5,564			485			24			5,724			5,564
Deferred revenue					188,844			186,608						207,245			188,844
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
					403,743			323,447						414,309			403,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total equity and liabilities					1,451,903			1,301,588						1,534,274			1,451,903
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

   

See accompanying notes to the consolidated financial statements.




Table of Contents


Consolidated statement of changes in equity


		Share capital £'000			Share premium £'000			Merger reserve £'000			Hedging reserve £'000			Retained earnings £'000			Total equity £'000				Share capital £'000			Share premium £'000			Merger reserve £'000			Hedging reserve £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			249,030			231			129,825			447,960
​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			—			—			23,835			23,835
Cash flow hedges			—			—			—			39,643			—			39,643
Tax expense relating to cash flow hedges			—			—			—			(13,956	)		—			(13,956	)
Currency translation differences			—			—			—			—			46			46
Tax expense relating to currency translation differences			—			—			—			—			(16	)		(16	)
​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			—			25,687			23,865			49,552
Equity-settled share-based payments (note 22)			—			—			—			—			1,138			1,138
​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			249,030			25,918			154,828			498,650
Balance at 1 July 2014																						52			68,822			249,030			25,918			154,828			498,650
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			—			—			(895	)		(895	)			—			—			—			—			(895	)		(895	)
Cash flow hedges			—			—			—			(32,602	)		—			(32,602	)			—			—			—			(32,602	)		—			(32,602	)
Tax credit relating to cash flow hedges			—			—			—			11,413			—			11,413
Tax expense relating to cash flow hedges																						—			—			—			11,413			—			11,413
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			—			(21,189	)		(895	)		(22,084	)			—			—			—			(21,189	)		(895	)		(22,084	)
Equity-settled share-based payments (note 22)			—			—			—			—			1,352			1,352				—			—			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			249,030			4,729			155,285			477,918				52			68,822			249,030			4,729			155,285			477,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			—						36,371			36,371				—			—			—			—			36,371			36,371
Cash flow hedges			—			—			—			(58,025	)		—			(58,025	)			—			—			—			(58,025	)		—			(58,025	)
Tax credit relating to cash flow hedges			—			—			—			20,307			—			20,307				—			—			—			20,307			—			20,307
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive (loss)/income for the year			—			—			—			(37,718	)		36,371			(1,347	)
Total comprehensive loss for the year																						—			—			—			(37,718	)		36,371			(1,347	)
Equity-settled share-based payments (note 22)			—			—			—			—			1,795			1,795				—			—			—			—			1,795			1,795
Dividends paid (note 12)			—			—			—			—			(20,084	)		(20,084	)			—			—			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			249,030			(32,989	)		173,367			458,282				52			68,822			249,030			(32,989	)		173,367			458,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year																						—			—			—			—			39,177			39,177
Cash flow hedges																						—			—			—			1,946			—			1,946
Tax expense relating to cash flow hedges																						—			—			—			(681	)		—			(681	)
​																				​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year																						—			—			—			1,265			39,177			40,442
Equity-settled share-based payments (note 22)																						—			—			—			—			2,187			2,187
Dividends paid (note 12)																						—			—			—			—			(23,295	)		(23,295	)
Proceeds from shares issued (note 21)																						1			—			—			—			—			1
​																				​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017																						53			68,822			249,030			(31,724	)		191,436			477,617
​	​		​	​		​	​		​	​		​	​		​	​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​		​	​		​	​		​	​		​	​		​	​		​	​
​																				​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

Movements on the hedging reserve are provided in note 31.2.

   

See accompanying notes to the consolidated financial statements.




Table of Contents


Consolidated statement of cash flows


					Year ended 30 June													Year ended 30 June
		Note			2016 £'000			2015 £'000			2014 £'000				Note			2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Cash generated from operations			26			200,864			195,021			101,704				26			251,759			200,864			195,021
Interest paid						(13,219	)		(42,624	)		(27,669	)						(19,523	)		(13,219	)		(42,624	)
Debt finance costs relating to borrowings						—			(6,508	)		(123	)						—			—			(6,508	)
Interest received						487			502			254							736			487			502
Tax paid						(2,040	)		(2,466	)		(1,375	)						(5,312	)		(2,040	)		(2,466	)
​	​		​	​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities						186,092			143,925			72,791							227,660			186,092			143,925
​	​		​	​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​	​	​	​
Cash flows from investing activities
Payments for property, plant and equipment						(5,101	)		(5,466	)		(10,847	)						(8,373	)		(5,101	)		(5,466	)
Proceeds from sale of property, plant and equipment						19			—			50							—			19			—
Payments for intangible assets						(138,095	)		(117,446	)		(92,942	)
Payments for investment property																			(641	)		—			—
Payments for intangible assets(1)																			(193,825	)		(138,095	)		(117,446	)
Proceeds from sale of intangible assets						38,357			20,649			14,025							51,871			38,357			20,649
​	​		​	​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​	​	​	​
Net cash used in investing activities						(104,820	)		(102,263	)		(89,714	)						(150,968	)		(104,820	)		(102,263	)
​	​		​	​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Proceeds from borrowings						—			272,539			—							—			—			272,539
Repayment of borrowings						(371	)		(227,950	)		(4,997	)						(395	)		(371	)		(227,950	)
Dividends paid						(20,084	)		—			—							(23,295	)		(20,084	)		—
​	​		​	​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​	​	​	​
Net cash (used in)/generated from financing activities						(20,455	)		44,589			(4,997	)						(23,690	)		(20,455	)		44,589
​	​		​	​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents						60,817			86,251			(21,920	)
Net increase in cash and cash equivalents																			53,002			60,817			86,251
Cash and cash equivalents at beginning of year						155,752			66,365			94,433							229,194			155,752			66,365
Effects of exchange rate changes on cash and cash equivalents						12,625			3,136			(6,148	)
Exchange gains on cash and cash equivalents																			8,071			12,625			3,136
​	​		​	​	​	​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			20			229,194			155,752			66,365				20			290,267			229,194			155,752
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(1)

Payments for intangible assets primarily relate to player and key football management staff registrations. When acquiring players' and key football management staff registrations it is normal industry practice for payments terms to spread over more than one year. During the year ended 30 June 2017 registrations additions totalled £205,091,000 (2016: £167,089,000; 2015: £150,914,000)—see note 15. Trade payables in relation to the acquisition of registrations at the balance sheet date are provided in note 23.

   

See accompanying notes to the consolidated financial statements.




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Notes to the consolidated financial statements


1 General information

        Manchester United plc (the "Company") and its subsidiaries (together the "Group") is a professional football club together with related and ancillary activities. The Company incorporated under the Companies Law (2011 Revision) of the Cayman Islands, as amended and restated from time to time. The address of its principal executive office is Sir Matt Busby Way, Old Trafford, Manchester M16 0RA, United Kingdom. The Company's shares are listed on the New York Stock Exchange.

        These financial statements are presented in pounds sterling and all values are rounded to the nearest thousand (£'000) except when otherwise indicated.

        These financial statements were approved by the Audit Committee on 15 September 2016.13 October 2017.

2 Summary of significant accounting policies

        The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented.presented, unless otherwise stated.

2.1   Basis of preparation

        The consolidated financial statements of Manchester United plc have been prepared on a going concern basis and in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB") and IFRS Interpretations Committee ("IFRS IC") interpretations. The consolidated financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain financial assets and liabilities (including derivative financial instruments) which are recognized at fair value through profit and loss, unless cash flow hedge accounting applies.

        The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group's accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 3.

2.1.1  Changes in accounting policy and disclosures

a) New and amended standards, amendments and interpretations adopted by the Group.

        The Group has adopted the followingNo new and amended IFRS standards, andamendments or interpretations, effective for the first time for the financial year beginning on or after 1 July 2015. None of these2016, have had a material impact on the consolidated financial statements of the Group.

•

Amendment to IAS 32, "Financial Instruments: Presentation"



•

Annual improvements to IFRSs 2012 - 2014

b) New and amended standards, amendments and interpretations not yet adopted

        The followingA number of new standards and amendments to standards and interpretations are not yet effective for annual periods beginning after 1 July 2016, and have not been applied in preparing these consolidated financial statements. Adoption may affect the disclosures in the Group's financial statements in the future. The adoptionNone of these standards, amendments and interpretations is not expected to have a material impactsignificant effect on the consolidated financial statements of the Group, except as set out below.

•

IFRS 9, "Financial instruments". While, addresses the Group has yetclassification, measurement and recognition of financial assets and financial liabilities. The impact of IFRS 9 is currently being assessed,




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Notes to undertake a detailed assessment itthe consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

however, management does not expect the new standard to have a significant impacteffect on the classification and measurement of financial assets and financial liabilities and it would appear that the Group's current hedge relationships would qualify as continuing hedges upon the adoption of IFRS 9.




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Notes to the consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

The new standard also introduces expanded disclosure requirements and changes in presentation. These are expected to change the nature and extent of the Group's disclosures about its financial instruments particularly in the year of adoption of the new standard. The Group expects to adopt IFRS 9 from 1 July 2018.

•

IFRS 15, "Revenue from contracts with customers". Management, deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows from an entity's contracts with customers. The impact of IFRS 15 is currently assessing the effectsbeing assessed by management. Implementation of applying the new standard.IFRS 15 requires a thorough review of existing contractual arrangements. At this stage,present, the Group is not able to estimateanticipates there may be some changes in the impactrecognition of revenue although the new rules on the Group's financial statements. The Group will make more detailed assessments of the impact over the next twelve months.amounts involved are immaterial. The Group expects to adopt IFRS 15 from 1 July 2018.



•

IFRS 16, "Leases". The new standard addresses the definition of a lease, recognition and measurement of leases and establishes principles for reporting useful information to users of financial statements about the leasing activities of both lessees and lessors. A key change arising from IFRS 16 is that most operating leases will affect primarily the accountingbe accounted for the Group's operating leases.on balance sheet for lessees. As at the reporting date, the Group has non-cancellable operating lease commitments, of £11,351,000, see note 28.1. However,however, the Group has not yet determined to what extent these commitments will result in the recognition of an asset and a liability for future payments and how this will affect the Group's profit and classification of cash flows. The Group expects to adopt IFRS 16 from 1 July 2019.



•

Amendment to IAS 12, "Income taxes".



•

Amendment to IAS 7, "Cashflow statements".

        There are no other IFRSs or IFRS IC interpretations that are not yet effective that would be expected to have a material impact on the Group.

2.2   Basis of consolidationConsolidation

        Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

        The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The Group recognizes any non-controlling interest in the acquiree on an acquisition by acquisitionacquisition-by-acquisition basis, either at fair value or at the non-controlling interest's proportionate share of the recognized amounts of the acquiree's identifiable net assets.

        AcquisitionAcquisition-related costs are expensed as incurred.

        The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition date fair value of any previous interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. If the total consideration transferred, non-controlling interest recognized and previously held interest measured is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognized directly in the income statement.




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Notes to the consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

        Intercompanythe net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognized directly in the income statement.

        Inter-company transactions, balances and unrealized gains and losses on transactions between Group companies are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

2.3   Segment reporting

        The Group has one reportable segment, being the operation of a professional football club. The Chief Operating Decision Maker (being the Board and executive officers of Manchester United plc), who is responsible for allocating resources and assessing performance obtains financial information, being the Consolidated income statement, Consolidated balance sheet and Consolidated statement of cash flows, and the analysis of changes in net debt, about the Group as a whole. The Group has investment property, however, this is not considered to be a material business segment and is therefore not reported as such.

2.4   Foreign currency translation

a) Functional and presentation currency

        Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the "functional currency"). The consolidated financial statements are presented in pounds sterling, which is the Company's and its subsidiaries functional currency, with the exception of Manchester United Commercial Enterprises (Ireland) Limited whose functional currency is the Euro.Group's presentation currency.

b) Transactions and balances

        Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where settlements of such transactions, and from the translation at year-end exchange rates items, are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement, except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to unhedged borrowings are presented in the income statement within finance costs or income. All other foreign exchange gains and losses are presented in the income statement within operating expenses.

c) Translation of overseas net assetsGroup companies

        The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentational currency are translated into the presentational currency as follows:

(i)

assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;



(ii)

income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing aton the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions)each transaction); and




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2 Summary of significant accounting policies (Continued)

(iii)

all resulting exchange differences are recognized in other comprehensive income and accumulated in equity.income.

        On disposal of a foreign operation any cumulative exchange differences held in equity are reclassified to the income statement.

d) Exchange rates

        The most important exchange rates per £1.00 that have been used in preparing the financial statements are:

		Closing rate									Average rate										Closing rate									Average rate
		2016			2015			2014			2016			2015			2014				2017			2016			2015			2017			2016			2015
Euro			1.2009			1.4102			1.2491			1.3363			1.3180			1.2002				1.1379			1.2009			1.4102			1.1663			1.3363			1.3180
US Dollar			1.3332			1.5712			1.7097			1.4774			1.5815			1.6275				1.2988			1.3332			1.5712			1.2774			1.4774			1.5815

2.5   Revenue recognition

        Revenue is measured at the fair value of consideration received or receivable from the Group's principal activities excluding transfer fees and value added tax. The Group's principal revenue streams are Commercial, Broadcasting and Matchday. The Group recognizes revenue when the amount of revenue can be reliably measured,measured; when it is probable that future economic benefits will flow to the entityentity; and when specific criteria have been met for each of the Group's activities as described below.

a) Commercial

        Commercial revenue (whether settled in cash or value in kind) comprises revenue receivable from the exploitation of the Manchester United brand through sponsorship and other commercial agreements, including minimum guaranteed revenue, revenue receivable from retailing Manchester United branded merchandise in the UK and licensing the manufacture, distribution and sale of such goods globally, and fees for the Manchester United first team undertaking tours.

        For sponsorship contracts any additional revenue receivable over and above the minimum guaranteed revenue contained in the sponsorship and licensing agreements is taken to revenue when a reliable estimate of the future performance of the contract can be obtained and it is probable that the amounts will not be recouped by the sponsor in future years.

        Revenue is recognized over the term of the sponsorship agreement in line with the performance obligations included within the contract and based on the sponsorship rights enjoyed by the individual sponsor. In instances where the sponsorship rights remain the same over the duration of the contract, revenue is recognized on a straight-line basis. In respect of contracts with multiple elements, the Group allocates the total consideration receivable to each separately identifiable element based on their relative fair values, and then recognizes the allocated revenue on a straight-line basis over the relevant period of each element.

        The Group has a 10-year agreement with adidas which began on 1 August 2015. The minimum guarantee payable by adidas over the term of the agreement is £750 million, subject to certain adjustments. Payments due in a particular year may increase if the club's first team wins the Premier League, FA Cup or Champions League, or decrease if the club's first team fails to participate in the Champions League for two or more consecutive seasons with the maximum possible increase being ££4 million per year and the maximum possible reduction being 30% of the applicable payment for the




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Notes to the consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

4 million per year andin which the maximum possible reduction being 30%second or other consecutive season of the applicable payment for that year.non-participation falls. Revenue is currently being recognized based on management's estimate that the full minimum guarantee amount will be received, as management does not expect two consecutive seasons of non-participation in the Champions League.

        Retail revenue is recognized at the point of sale while license revenue is recognized in the period in which the goods and services are provided.

        Mobile & content revenue is recognized over the term of the commercial agreement in line with the performance obligations included within the contract and based on the commercial rights enjoyed by the individual partner. In instances where the commercial rights remain the same over the duration of the contract, revenue is recognized on a straight-line basis.

        Commercial revenue which is received in advance of a period end but relating to future periods is treated as deferred revenue. The deferred revenue is then released to revenue on an accruals basis in accordance with the substance of the relevant agreements.

b) Broadcasting

        Broadcasting revenue represents revenue receivable from all UK and overseas broadcasting contracts, including contracts negotiated centrally by the FA Premier League and UEFA.

        Distributions from the FA Premier League comprise a fixed element (which is recognized evenly as domestic home league matches are played), facility fees for live coverage and highlights of domestic home and away matches (which are recognized when the respective match is played), and merit awards (which(based on finishing position in the league, which are only recognized when they are known at the end of each football season).

        Distributions from UEFA relating to participation in European cupUEFA competitions comprise market pool payments (which are recognized over the matches played in the competition, a portion of which reflects Manchester United's performance relative to the other FA Premier League clubs in the competition) and fixed amounts for participation in individual matches (which are recognized when the matches are played).

        Broadcasting revenue which is received in advance of a period end but relating to future periods is treated as deferred revenue. The deferred revenue is then released to revenue on an accruals basis in accordance with the substance of the relevant agreements.

c) Matchday

        Matchday revenue is recognized based on matches played throughout the year with revenue from each match being recognized only when the match has been played. Revenue from related activities such as Conference and Events or the Museum is recognized as the event or service is provided or the facility is used.

        Matchday revenue includes revenue receivable from all domestic and European match day activities from Manchester United games at Old Trafford, together with the Group's share of gate receipts from domestic cup matches not played at Old Trafford, (where applicable), and fees for arranging other events at the Old Trafford stadium. TheAs the Group acts as the principal in the sale of match tickets, the share of gate receipts payable to the other participating club and competition organiser for domestic cup matches played at Old Trafford (where applicable) is treated as an operating expense.




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Notes to the consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

        Matchday revenue which is received in advance of a period end but relating to future periods (mainly the sale of seasonal facilities for first team matches at Old Trafford) is treated as deferred revenue. The deferred revenue is then released to revenue as the matches are played.

d) Finance income

        Finance income is recognized using the effective interest rate method.

e) Accrued revenue

        Revenue from Matchdaymatchday activities, broadcasting and commercial contracts, which is received after the period to which it relates, is accrued as earned.

f) Deferred revenue

        Revenue from Matchdaymatchday activities, broadcasting and commercial contracts, received or receivable prior to the period end in respect of future periods, is deferred.

2.6   Operating leases

        Leases in which a substantially allsignificant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement on a straight linestraight-line basis over the period of the lease.

        Rentals receivable under sub-tenancy agreements (net of any incentives given to the lessee) are credited to the income statement on a straight linestraight-line basis over the lease term. The risk and rewards of ownership on the sub-let property remain with the third party lessor.

2.7   Exceptional items

        Exceptional items are disclosed separately in the financial statements where it is necessary to do so to provide further understanding of the financial performance of the Group. They are material items of income or expense that have been shown separately due to the significance of their nature or amount.

2.8   Pension costs

        The Group is one of a number of participating employers in The Football League Limited Pension and Life Assurance Scheme ('the scheme'—see note 30.1). The Group is unable to identify its share of the assets and liabilities of the scheme and therefore accounts for its contributions as if they were paid to a defined contribution scheme. The Group's contributions into this scheme are reflected within the income statement when they fall due. Full provision has been made for the additional contributions that the Group has been requested to pay to help fund the scheme deficit.

        The Group also operates a defined contribution scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The Group's contributions into this scheme are reflected within the income statement when they fall due.




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2 Summary of significant accounting policies (Continued)

2.9   Share-based payments

        The Group operates a share-based compensation plan under which the entity receives services from employees as consideration for equity instruments of the Group.

        Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value excludes the effect of non-market based vesting conditions. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of equity instruments that will eventually vest. At each balance sheet date, the Group revises its estimate of the number of equity instruments expected to vest as a result of the effect of non-market based vesting conditions. The impact of the revision of the original estimates, if any, is recognized in the income statement such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to equity reserves.

        For cash-settled share-based payments to employees, a liability is recognized for the services acquired, measured initially at the fair value of the liability. At each balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognized in profit or loss for the year.

        Details regarding the determination of the fair value of share-based transactions are set out in note 22.

2.10 Current and deferred tax

        The tax expense or credit for the period comprises current and deferred tax. Tax is recognized in the income statement, except to the extent that it relates to items recognized in other comprehensive income, in which case the tax is also recognized in other comprehensive income.

        The current tax expense or credit is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Although the Company is organized as a Cayman Islands corporation, it reports as a US domestic corporation for US federal income tax purposes and is subject to US federal income tax on the Group's worldwide income. In addition, the Group is subject to income and other taxes in various other jurisdictions, including the UK. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to (or recovered from) the tax authorities.

        Deferred tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred liability is settled.

        Deferred tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

        Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred tax assets and liabilities relate to taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.




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2 Summary of significant accounting policies (Continued)

2.11 Dividend distribution

        Dividend distributions to the Company's shareholders are recognized when they become legally payable. In the case of interim dividends, this is when they are paid.

2.12 Property, plant and equipment

        Property, plant and equipment is initially measured at cost (comprising the purchase price, after deducting discounts and rebates, and any directly attributable costs) and is subsequently carried at cost less accumulated depreciation and any provision for impairment.

        Subsequent costs, for example, capital improvements and refurbishment, are included in the asset's carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. Where appropriate, the carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

        Land is not depreciated. With the exception of freehold property acquired before 1 August 1999, depreciation is calculated using the straight-line method to write-down assets to their residual value over the estimated useful lives as follows:

Freehold property		75 years
Computer equipment and software (included within Plant and machinery)		3 years
Plant and machinery		4 - 5 years
Fixtures and fittings		7 years

        Freehold property acquired before 1 August 1999 is depreciated on a reducing balance basis at an annual rate of 1.33%.

        The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.

        Assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Any impairment charges arising are recognized in the income statement when the carrying amount of an asset is greater than the estimated recoverable amount, which is the higher of an asset's fair value less costs to sell and value in use, and are calculated with reference to future discounted cash flows that the asset is expected to generate when considered as part of a cash-generating unit. Prior impairments are reviewed for possible reversal at each balance sheet date.

        Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within operating expenses within the income statement.

2.13 Investment property

        Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the Group, is classified as investment property.




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2 Summary of significant accounting policies (Continued)

        Investment property is initially measured at cost (comprising the purchase price, after deducting discounts and rebates, and any directly attributable costs) and is subsequently carried at cost less accumulated depreciation and any provision for impairment. Investment property is depreciated using the straight-line method over 50 years.

        Investment properties are reviewed for impairment when there is a triggering event such as a decline in the property market. An impairment charge is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. Prior impairments are reviewed for possible reversal at each balance sheet date. If an impairment charge subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment charge been recognized for the asset in prior years.

2.14 Intangible assets—goodwill

a.a)    Initial recognition

        Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's share of the net identifiable assets of the acquired subsidiary at the date of acquisition.

b.b)    Impairment

        Management considers there to be one material cash generating unit for the purposes of the annual impairment review, being the operation of a professional football club.

        Goodwill is not subject to amortization and is tested annually for impairment or more frequently if events or changes in circumstances indicate a potential impairment. An impairment loss is recognized in the income statement when the carrying value of goodwill exceeds its recoverable amount. Its recoverable amount is the higher of fair value less costs of disposal and value in use. Prior impairments are not subsequently reviewed for possible reversal at each balance sheet date.

2.15 Intangible assets—registrations and football staff remuneration

a)    Remuneration

        Remuneration is charged to operating expenses on a straight-line basis over the contract periods based on the amount payable to players and key football management staff for that period. Any performance bonuses are recognized when the Company considers that it is probable that the condition related to the payment will be achieved.

        Signing-on fees are typically paid to players and key football management staff in equal annual installments over the term of the contract. Installments are paid at or near the beginning of each financial year and recognized as prepayments within trade and other receivables. They are subsequently charged to the income statement (as operating expenses) on a straight-line basis over the financial year. Signing-on fees paid form part of cash flows from operating activities.

        Loyalty fees are bonuses which are paid to players and key football management staff either at the beginning of a renewed contract or in installments over the term of their contract in recognition for either past or future performance. Loyalty bonuses for past service are typically paid in a lump sum amount upon renewal of a contract. These loyalty bonuses require no future service and are not subject to any claw-back provisions were the individual to subsequently leave the club during their new contract




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term. They are expensed once the Company has a present legal or constructive obligation to make the payment. Loyalty bonuses for ongoing service are typically paid in arrears in equal annual installments over the term of the contract. These are paid at the beginning of eachthe next financial year and the related charge is recognized within operating expenses in the income statement on a straight-line basis over that period.the current financial year.

b)    Initial recognition

        The costs associated with the acquisition of players' and key football management staff registrations are capitalized at the fair value of the consideration payable. Costs include transfer fees, FAPLPL levy fees, agents' fees incurred by the club and other directly attributable costs. Costs also include the fair value of any contingent consideration, which is primarily payable to the player's former club (with associated levy fees payable to the FAPL)PL), once payment becomes probable. Subsequent reassessments of the amount of contingent consideration payable are also included in the cost of the player's registration. The estimate of the fair value of the contingent consideration payable requires management to assess the likelihood of specific performance conditions being met which would trigger the payment of the contingent consideration. This assessment is carried out on an individual player basis. The additional amount of contingent consideration potentially payable, in excess of the amounts included in the cost of registrations, is disclosed in note 29.2. Costs are fully amortized using the straight-line method over the period covered by the player's and key football management staff contract.

c)     Renegotiation

        Where a contract is extended, any costs associated with securing the extension are added to the unamortized balance (at the date of the amendment) and the revised book value is amortized over the remaining revised contract life.

d)    Disposals and loan income

        Assets available for sale (principally players' registrations) are classified as assets held for sale when their carrying value is expected to be recovered principally through a sale transaction and a sale is considered to be highly probable. Highly probable is defined as being actively marketed by the club, with unconditional offers having been received prior to a period end. These assets would be stated at the lower of the carrying amount and fair value less costs to sell.

        Gains and losses on disposal of players' and key football management staff registrations are determined by comparing the fair value of the consideration receivable, net of any transaction costs, with the carrying amount and are recognized separately in the income statement within profit on disposal of intangible assets. Where a part of the consideration receivable is contingent on specified performance conditions, this amount is recognized in the income statement on the date the conditions are met.when receipt is virtually certain.

        Loan fee income on players temporarily loaned to other football clubs is recognized separately in the income statement within profit/(loss)/profit on disposal of intangible assets.




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e)     Impairment

        Management does not consider that it is possible to determine the value in use of an individual player or key football management staff in isolation as that individual (unless via a sale or insurance




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recovery) cannot generate cash flows on his own. While management does not consider any individual can be separated from the single cash generating unit ("CGU"), being the operations of the Group as a whole, there may be certain circumstances where an individual is taken out of the CGU, when it becomes clear that they will not participate with the club's first team again, for example, a player sustaining a career threatening injury or is permanently removed from the first team playing squad for another reason. If such circumstances were to arise, the carrying value of the individual would be assessed against the Group's best estimate of the individual's fair value less any costs to sell and an impairment charge made in operating expenses reflecting any loss arising.

2.16 Intangible assets—otherOther intangible assets

        Other intangible assets comprise website, mobile applications and trademark registration costs and are initially measured at cost and are subsequently carried at cost less accumulated amortization and any provision for impairment.

        Amortization is calculated using the straight-line method to write-down assets to their residual value over the estimated useful lives as follows:

Website and mobile applications		5 years
Trademark registrations		10 years

        The assets' residual values and useful lives are reviewed and adjusted if appropriate at each balance sheet date.

2.17 Derivative financial instruments and hedging activities

        Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. The resulting gain or loss is recognized in the income statement immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in the income statement depends on the nature of the hedging relationship. The Group designates certain derivatives as hedges of a particular risk associated with a recognized asset or liability or a highly probable forecast transaction (cash flow hedge).

        The Group hedges the foreign exchange risk on a portion of contracted, and hence highly probable, future US dollar revenues whenever possible using a portion of the Group's US dollar net borrowings as the hedging instrument. Foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately.

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other




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2 Summary of significant accounting policies (Continued)

comprehensive income, rather than being recognized in the income statement immediately. The gain or loss relating to any ineffective portion is recognized in the income statement immediately.

        The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking




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Notes to the consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in thefair value or cash flows of the hedged items. The Group uses a variety of methods to assess hedge effectiveness depending on the nature and type of the hedging relationship, including critical terms comparison, dollar offset method and regression analysis.

        Derivatives embedded in other financial instruments or host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of the host contracts and the host contracts are not measured at fair value through profit or loss.

        The fair values of various derivative instruments are disclosed in note 18. Movements on the hedging reserve in other comprehensive income are shown in the statement of changes in equity. The full fair value of a hedging derivative is classified as a non-current asset or liability when the remaining maturity of the hedged item is more than 12 months, and as a current asset or liability when the remaining maturity of the hedged item is less than 12 months.

        The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to any ineffective portion is recognized immediately in the income statement.

        Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve within equity are reclassified to the income statement in the periods when the hedged item affects the income statement (for example, when the forecast transaction that is hedged takes place). When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the hedged item is ultimately recognized in the income statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the income statement.

2.18 Inventories

        Inventories are stated at the lower of cost and net realizable value. Cost is determined using the first-in, first-out (FIFO) method. The cost of finished goods comprises cost of purchase and, where appropriate, other directly attributable costs. It excludes borrowing costs. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses.

2.19 Trade and other receivables

        Trade and other receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. Trade and other receivables are recognized initially at fair value, and subsequently measured at amortized cost using the effective interest method, less provision for impairment. If collection is expected in one year or less, they are classified as current assets. If not, they are presented as non-current assets.




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Notes to the consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

2.20 Cash and cash equivalents

        Cash and cash equivalents includes cash in hand, deposits held at call with banks, and, if applicable, other short-term highly liquid investments with original maturities of three months or less.




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Notes to the consolidated financial statements (Continued)

2 Summary of significant accounting policies (Continued)

2.21 Share capital and reserves

        Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds of the issue.

        The merger reserve arose as a result of reorganization transactions and represents the difference between the equity of the acquired company (Red Football Shareholder Limited) and the investment by the acquiring company (Manchester United plc).

The hedging reserve is used to reflect the effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges.

2.22 Trade and other payables

        Trade and other payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method. Amounts payable are classified as current liabilities if payment is due within one year or less. If not they are presented as non-current liabilities.

2.23 Borrowings

        Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently carried at amortized cost; any differences between the proceeds (net of transaction costs) and the redemption value is recognized in the income statement over the period of the borrowings using the effective interest rate method.

        Fees paid on the establishment of loan facilities are recognized as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case the fee is deferred until draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalized as a prepayment for liquidity services and amortized over the period of the facility to which it relates.

3 Critical accounting estimates and judgments

        The preparation of financial statements requires management to make estimates, judgments and assumptions concerning the future. Estimates, judgments and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

3.1   Critical accounting estimates and assumptions

        The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates judgments and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.




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Notes to the consolidated financial statements (Continued)

3 Critical accounting estimates and judgments (Continued)

a)    Revenue recognition—minimum guarantee

        Minimum guaranteed revenue is recognized over the term of the sponsorship agreement in line with the performance obligations included within the contract and based on the sponsorship benefits enjoyed by the individual sponsor. In instances where the sponsorship rights remain the same over the duration of the contract, revenue is recognized on a straight-line basis.




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Notes to the consolidated financial statements (Continued)

3 Critical accounting estimates and judgments (Continued)

        The minimum guarantee payable by adidas is subject to certain adjustments. Payments due in a particular year may increase if the club's first team wins certain competitions or decrease if the club's first team fails to participate in the Champions League for two or more consecutive seasons with the maximum possible reduction being 30% of the applicable payment for that year.the year in which the second or other consecutive season of non-participation falls. Management's current best estimate is that the full minimum guarantee amount will be received, as management does not expect two consecutive seasons of non-participation in the Champions League.

b)    Intangible assets—goodwill

        The Group annually tests whether goodwill has suffered any impairment or more frequently if events or changes in circumstances indicate a potential impairment, in accordance with its accounting policy. The recoverable amountsamount of the cash-generating units haveunit has been determined based on a value-in-use calculations. These calculations requirecalculation. This calculation requires the use of estimates, both in arriving at the expected future cash flows and the application of a suitable discount rate in order to calculate the present value of these flows. These calculations have been carried out in accordance with the assumptions set out in note 15.

c)     Intangible assets—registrations

        The costs associated with the acquisition of players' and key football management staff registrations are capitalized at the fair value of the consideration payable, including an estimate of the fair value of any contingent consideration. Subsequent reassessments of the amount of contingent consideration payable are also included in the cost of the player's and key football management staff registration. The estimate of the fair value of the contingent consideration payable requires management to assess the likelihood of specific performance conditions being met which would trigger the payment of the contingent consideration. This assessment is carried out on an individual basis. A provision of £10.4 million relating to this contingent consideration has been recognized on the balance sheet as of 30 June 2016. The maximum additional amount that could be payable as of that date30 June 2017 is disclosed in note 29.2.

        The Group will perform an impairment review on intangible assets, including player and key football management staff registrations, if adverse events indicate that the amortized carrying value of the asset may not be recoverable. While no individual can be separated from the single cash generating unit ("CGU"), being the operations of the Group as a whole, there may be certain circumstances where an individual is taken out of the CGU, when it becomes clear that they will not participate with the club's first team again, for example, a player sustaining a career threatening injury or is permanently removed from the first team squad for another reason. If such circumstances were to arise, the carrying value of the individual would be assessed against the Group's best estimate of the individual's fair value less any costs to sell.




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Notes to the consolidated financial statements (Continued)

3 Critical accounting estimates and judgments (Continued)

d)    Tax

        Tax is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management establishes provisions where appropriate on the basis of amounts expected to be paid to (or recovered from) the tax authorities. From time to time the Group is involved in discussions with tax authorities in relation to ongoing tax matters and, where appropriate, provisions are made based on management's assessment of each case. Future tax expense or credit may be higher or lower than




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Notes to the consolidated financial statements (Continued)

3 Critical accounting estimates and judgments (Continued)

estimates made when determining whether it is appropriate to record a provision and the amount to be recorded. Furthermore, changes in the legislative framework or applicable tax case law may result in management reassessing the recognition of tax provisions in future periods.

e)     Recognition of deferred tax assets

        Deferred tax assets are recognized only to the extent that it is probable that the associated deductions will be available for use against future profits and that there will be sufficient future taxable profit available against which the temporary differences can be utilized, provided the asset can be reliably quantified. In estimating future taxable profit, management use "base case" approved forecasts which incorporate a number of assumptions, including a prudent level of future uncontracted revenue in the forecast period. In arriving at a judgment in relation to the recognition of deferred tax assets, management considers the regulations applicable to tax and advice on their interpretation. Future taxable income may be higher or lower than estimates made when determining whether it is appropriate to record a tax asset and the amount to be recorded. Furthermore, changes in the legislative framework or applicable tax case law may result in management reassessing the recognition of deferred tax assets in future periods.

4 Segment information

        The principal activity of the Group is the operation of a professional football club. All of the activities of the Group support the operation of the football club and the success of the first team is critical to the ongoing development of the Group. Consequently the Chief Operating Decision Maker regards the Group as operating in one material segment, being the operation of a professional football club.

        All revenue derives from the Group's principal activity in the United Kingdom. Revenue can be analysed into its three main components as follows:

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Commercial			268,318			196,931			189,315				275,471			268,318			196,931
Broadcasting			140,440			107,664			135,746				194,098			140,440			107,664
Matchday			106,587			90,583			108,103				111,635			106,587			90,583
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			515,345			395,178			433,164				581,204			515,345			395,178
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Revenue derived from entities accounting for more than 10% of revenue in either 2017, 2016 2015 or 20142015 were as follows:

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Premier League			99,767			100,534			92,752				147,875			99,767			100,534
adidas			72,746			—			—				79,214			72,746			—
General Motors (Chevrolet)			58,896			58,534			<10	%			59,396			58,896			58,534
​											​	​	​	​	​	​	​	​	​	​
​											​		​	​		​	​		​	​
​											​	​	​	​	​	​	​	​	​	​

        All non-current assets, other than US deferred tax assets, are held within the United Kingdom.




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Notes to the consolidated financial statements (Continued)

5 Operating expenses

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Employee benefit expense (note 7)			(232,242	)		(202,561	)		(214,803	)			(263,464	)		(232,242	)		(202,561	)
Operating lease costs			(2,392	)		(2,631	)		(2,352	)			(2,316	)		(2,392	)		(2,631	)
Auditors' remuneration: audit of parent company and consolidated financial statements			(26	)		(23	)		(17	)			(27	)		(26	)		(23	)
Auditors' remuneration: audit of the Company's subsidiaries			(436	)		(382	)		(299	)			(476	)		(436	)		(382	)
Auditors' remuneration: tax compliance services			(690	)		(243	)		(159	)			(392	)		(690	)		(243	)
Auditors' remuneration: other services			(143	)		—			(244	)			(456	)		(143	)		—
Foreign exchange gains/(losses)			3,345			435			(4,103	)
Fair value movements on forward foreign exchange contracts			8,230			(5,498	)		(59	)
Foreign exchange (losses)/gains													(2,646	)		7,760			(4,914	)
Loss on disposal of property, plant and equipment			(126	)		(5	)		(24	)			(43	)		(126	)		(5	)
Depreciation—property, plant and equipment (note 13)			(9,967	)		(10,212	)		(8,549	)			(10,106	)		(9,967	)		(10,212	)
Depreciation—investment property (note 14)			(112	)		(112	)		(116	)			(122	)		(112	)		(112	)
Amortization (note 15)			(88,009	)		(99,687	)		(55,290	)			(124,434	)		(88,009	)		(99,687	)
Other operating expenses			(99,006	)		(63,924	)		(81,041	)
Sponsorship, other commercial and broadcasting costs													(28,491	)		(21,043	)		(14,613	)
External matchday costs													(26,892	)		(22,244	)		(14,683	)
Property costs													(19,329	)		(19,180	)		(16,060	)
Other operating expenses (individually less than £10,000,000)													(36,874	)		(32,724	)		(18,717	)
Exceptional items (note 6)			(15,135	)		(2,336	)		(5,184	)			4,753			(15,135	)		(2,336	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			(436,709	)		(387,179	)		(372,240	)			(511,315	)		(436,709	)		(387,179	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        In addition to the auditors' remuneration charges disclosed above for the year ended 30 June 2015 are amounts of £609,000 relating to tax planning advice, general assurance and other advice in connection with the public sale of Class A ordinary shares and either charged as exceptional items when they are not directly attributable to the issue of new shares (see note 6) or offset against share premium when they are directly attributable to the issue of new shares, and advice in connection with the debt refinancing in June 2015 and either charged as finance costs or carried forward in the balance sheet as unamortized debt issue costs.

6 Exceptional items

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Impairment reversal/(charge)—registrations (note 15)													4,753			(6,693	)		—
Compensation paid for loss of office			(8,442	)		—			(4,891	)			—			(8,442	)		—
Impairment—registrations (note 15)			(6,693	)		—			—
Football League pension scheme deficit (note 30)			—			(1,247	)		—				—			—			(1,247	)
Professional adviser fees relating to public sale of Class A ordinary shares			—			(1,089	)		—				—			—			(1,089	)
Impairment—investment property (note 14)			—			—			(293	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			(15,135	)		(2,336	)		(5,184	)			4,753			(15,135	)		(2,336	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Compensation paid for loss of office relates to amounts payable to former team managers and certain members of the coaching staff.

        The registrations'A registrations impairment charge represents a reductionamounting to £6,693,000 was originally made in the carrying valueyear ended 30 June 2016 in respect of a player who was no longer considered to be a member of the first team playing squad. This impairment was reversed during the year ended 30 June 2017 as the player was re-established as a member of the first team playing squad. The reversal was calculated to increase the carrying value of the player's registration to the value that would have been recognized had the original




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Notes to the consolidated financial statements (Continued)

6 Exceptional items (Continued)

impairment not occurred (that is after taking account of normal amortization that would have been charged had no impairment occurred).

        Compensation paid for loss of office relates to amounts payable to former team managers and certain members of the coaching staff.

        The Football League pension scheme deficit reflects the present value of the additional contributions the Group is expected to pay to remedy the revised deficit of the scheme as per the latest triennial actuarial valuation at 31 August 2014.

        Professional adviser fees relating to the public sale of Class A ordinary shares are recognized as an expense when they are not directly attributable to the issue of new shares or when a particular offer is no longer being pursued. The fees for the year ended 30 June 2015 include £359,000 relating to services provided by the Group's auditors.

        The investment property impairment charge represents reductions in the market value of investment properties held by the Group, based on external valuations undertaken.

7 Employees

7.1   Employee benefit expense and average number of people employed

        The average number of employees during the year, including directors, was as follows:

		2016 Number			2015 Number			2014 Number
By activity:
Football—players			74			73			79
Football—technical and coaching			94			89			92
Commercial			111			122			138
Media			94			89			91
Administration and other			426			440			469
​	​	​	​	​	​	​	​	​	​	​
Average number of employees			799			813			869
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The Group also employs approximately 2,124 temporary staff on match days (2015: 2,275; 2014: 2,323), the costs of which are included in employee costs below.

        Particulars of employee costs are as shown below:

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Wages and salaries (including bonuses)			(202,982	)		(178,637	)		(189,173	)			(229,605	)		(202,982	)		(178,637	)
Social security costs													(27,334	)		(23,499	)		(18,869	)
Share-based payments (note 22)			(3,334	)		(2,591	)		(1,852	)			(4,090	)		(3,334	)		(2,591	)
Social security costs			(23,499	)		(18,869	)		(21,396	)
Other pension costs—defined contribution (note 30)			(2,427	)		(2,464	)		(2,382	)
Pension costs—defined contribution schemes (note 30.2)													(2,435	)		(2,427	)		(2,464	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			(232,242	)		(202,561	)		(214,803	)			(263,464	)		(232,242	)		(202,561	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Details of the pension arrangements offered by the Company and the Group are disclosed in note 30.

        The average number of employees during the year, including directors, was as follows:

		2017 Number			2016 Number			2015 Number
By activity:
Football—players			74			74			73
Football—technical and coaching			136			94			89
Commercial			120			111			122
Media			90			94			89
Administration and other			445			426			440
​	​	​	​	​	​	​	​	​	​	​
Average number of employees			865			799			813
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The Group also employs approximately 2,053 temporary staff on match days (2016: 2,124; 2015: 2,275), the costs of which are included in the employee benefit expense above.




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Notes to the consolidated financial statements (Continued)

7 Employees (Continued)

7.2   Key management compensation

        Key management includes directors (executive and non-executive) of the Company and executive directors and officers of the Group's main operating company, Manchester United Limited. The




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Notes to the consolidated financial statements (Continued)

7 Employees (Continued)

compensation paid or payable to key management for employee services, which is included in the employee costsbenefit expense table above, is shown below:

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Short-term employee benefits			(7,908	)		(7,324	)		(5,796	)			(8,601	)		(7,908	)		(7,324	)
Share-based payments			(3,131	)		(2,366	)		(1,852	)			(3,654	)		(3,131	)		(2,366	)
Post-employment benefits			(70	)		(61	)		(132	)			(71	)		(70	)		(61	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			(11,109	)		(9,751	)		(7,780	)			(12,326	)		(11,109	)		(9,751	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

8 (Loss)/profitProfit/(loss) on disposal of intangible assets

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
(Loss)/profit on disposal of registrations			(9,786	)		19,675			6,991
Player loan fee income			—			3,974			—
Profit/(loss) on disposal of registrations													9,876			(9,786	)		19,675
Player loan income													1,050			—			3,974
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			(9,786	)		23,649			6,991				10,926			(9,786	)		23,649
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

9 Net finance costs

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Interest payable on bank loans and overdrafts			(1,381	)		(1,840	)		(2,402	)			(1,502	)		(1,381	)		(1,840	)
Interest payable on secured term loan facility and senior secured notes			(17,306	)		(21,055	)		(19,350	)			(18,784	)		(17,306	)		(21,055	)
Amortization of issue costs on secured term loan facility and senior secured notes			(544	)		(5,978	)		(1,936	)			(608	)		(544	)		(5,978	)
Premium on repurchase of senior secured notes (note 24)			—			(3,552	)		—
Premium on repurchase of senior secured notes													—			—			(3,552	)
Costs associated with debt financing			—			(1,443	)		—				—			—			(1,443	)
Foreign exchange losses on retranslation of unhedged US dollar borrowings			(4,136	)		(288	)		(2,712	)
Unwinding of discount factors relating to player transfer fees			(2,380	)		(2,708	)		(334	)
Foreign exchange gains/(losses) on retranslation of unhedged US dollar borrowings													1,816			(4,136	)		(288	)
Unwinding of discount relating to registrations													(2,401	)		(2,380	)		(2,708	)
Fair value movements on derivative financial instruments:
Embedded foreign exchange derivatives			5,288			1,280			(1,320	)			(3,534	)		5,288			1,280
Interest rate swaps			—			165			386				—			—			165
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total finance costs			(20,459	)		(35,419	)		(27,668	)			(25,013	)		(20,459	)		(35,419	)
Total finance income—interest receivable on short-term bank deposits			442			204			256				736			442			204
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net finance costs			(20,017	)		(35,215	)		(27,412	)			(24,277	)		(20,017	)		(35,215	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
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Table of Contents


Notes to the consolidated financial statements (Continued)

10 Tax (expense)/credit

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Current tax:
Current tax on profit/(loss) for the year			(4,633	)		(223	)		(22	)			(19,722	)		(4,633	)		(223	)
Adjustment in respect of previous years(1)			(2,476	)		(547	)		(128	)			(2,651	)		(2,476	)		(547	)
Foreign tax			(1,279	)		(684	)		(1,472	)			(2,103	)		(1,279	)		(684	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total current tax expense			(8,388	)		(1,454	)		(1,622	)			(24,476	)		(8,388	)		(1,454	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Deferred tax:
US deferred tax:
Origination and reversal of temporary differences			(3,879	)		(978	)		(9,959	)			(3,371	)		(3,879	)		(978	)
Adjustment in respect of previous years(1)			5,039			152			297				1,782			5,039			152
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total US deferred tax credit/(expense) (note 25)			1,160			(826	)		(9,662	)
Total US deferred tax (expense)/credit (note 25)													(1,589	)		1,160			(826	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
UK deferred tax:
Origination and reversal of temporary differences			(5,258	)		4,790			(7,457	)			6,171			(5,258	)		4,790
Adjustment in respect of previous years(1)			(2,687	)		162			(191	)			938			(2,687	)		162
Impact of change in UK corporation tax rate			2,711			—			2,264				1,595			2,711			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total UK deferred tax (expense)/credit (note 25)			(5,234	)		4,952			(5,384	)
Total UK deferred tax credit/(expense) (note 25)													8,704			(5,234	)		4,952
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total deferred tax (expense)/credit			(4,074	)		4,126			(15,046	)
Total deferred tax credit/(expense)													7,115			(4,074	)		4,126
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total tax (expense)/credit			(12,462	)		2,672			(16,668	)			(17,361	)		(12,462	)		2,672
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        A reconciliation of the total tax (expense)/credit is as follows:

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Profit/(loss) before tax			48,833			(3,567	)		40,503				56,538			48,833			(3,567	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) before tax multiplied by weighted average US corporate tax rate of 35.0% (2015: 35.0%; 2014: 35.0%)			(17,092	)		1,249			(14,176	)
Profit/(loss) before tax multiplied by US corporate tax rate of 35.0% (2016: 35.0%; 2015: 35.0%)													(19,789	)		(17,092	)		1,249
Tax effects of:
Adjustment in respect of previous years(1)			(124	)		(233	)		(22	)			69			(124	)		(233	)
Difference in tax rates on non US operations			(612	)		48			(247	)			244			(612	)		48
Foreign exchange gains/(losses) on US dollar denominated tax basis(2)			5,755			1,783			(1,942	)
Foreign exchange gains on US dollar denominated tax basis(2)													2,362			5,755			1,783
Expenses not deductible for tax purposes			(389	)		(175	)		(281	)			(247	)		(389	)		(175	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total tax (expense)/credit			(12,462	)		2,672			(16,668	)			(17,361	)		(12,462	)		2,672
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

From time to time, the Group is involved in discussions in relation to ongoing matters with the relevant authorities. Where appropriate, the Directors make provisions based on their assessment of each case. In the year ended 30 June 2017 a provision was made in respect of ongoing enquiries relating to prior years. The impact in respect of the ongoing enquiries is to increase the UK current tax expense by £2,302,000£2,668,000 (2016: £2,302,000) and UK deferred tax expense by £2,702,000.£76,000 (2016: £2,702,000). This is fully offset by a corresponding increase in the US deferred tax credit of £5,004,000.£2,744,000 (2016: £5,004,000). The overall prior year adjustment credit of £69,000 (2016: expense of £124,000£124,000) relates to standard provision to tax return true ups.



(2)

Foreign exchange gains/(losses)gains on US dollar denominated tax basis arise because the associated deferred tax asset has to be retranslated at each balance sheet date.




Table of Contents


Notes to the consolidated financial statements (Continued)

10 Tax (expense)/credit (Continued)

        In addition to the amount recognized in the income statement, the following amounts relating to tax have been recognized directly in other comprehensive income:

		2016 £'000			2015 £'000			2014 £'000				2017 £'000			2016 £'000			2015 £'000
Current tax			1,466			4			(1,836	)			16,251			1,466			4
US deferred tax (note 25)			10,660			4,835			(5,835	)			(1,764	)		10,660			4,835
UK deferred tax (note 25)			8,181			6,574			(6,285	)			(15,168	)		8,181			6,574
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total tax credit/(expense) recognized in other comprehensive income			20,307			11,413			(13,956	)
Total tax (expense)/credit recognized in other comprehensive income													(681	)		20,307			11,413
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

11 Earnings/(loss) per share

(a)   Basic

        Basic earnings/(loss) per share is calculated by dividing the profit/(loss) attributable to owners offor the parentyear by the weighted average number of ordinary shares in issue during the year.

		2016			2015			2014				2017			2016			2015
Class A ordinary shares (thousands)			39,890			39,795			39,814				40,025			39,890			39,795
Class B ordinary shares (thousands)			124,000			124,000			124,000				124,000			124,000			124,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			163,890			163,795			163,814				164,025			163,890			163,795
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) attributable to owners of the parent (£'000)			36,371			(895	)		23,835				39,177			36,371			(895	)
Basic earnings/(loss) per share (pence)			22.19			(0.55	)		14.55				23.88			22.19			(0.55	)
​											​	​	​	​	​	​	​	​	​	​
​											​		​	​		​	​		​	​
​											​	​	​	​	​	​	​	​	​	​

(b)   Diluted

      �� Diluted earnings/(loss) per share is calculated by adjusting the weighted average number of ordinary shares in issue during the year to assume conversion of all dilutive potential ordinary shares. The Company has one category of dilutive potential ordinary shares: share awards pursuant to the 2012 Equity Incentive Plan (the "Equity Plan"). Share awards pursuant to the Equity Plan are assumed to have been converted into ordinary shares at the beginning of the financial year.

		2016			2015			2014				2017			2016			2015
Class A ordinary shares (thousands)			39,890			39,795			39,814				40,025			39,890			39,795
Adjustment for assumed conversion into Class A ordinary shares (thousands)			429			—	(1)		79				468			429			—	(1)
Class B ordinary shares (thousands)			124,000			124,000			124,000				124,000			124,000			124,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			164,319			163,795			163,893				164,493			164,319			163,795
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) attributable to owners of the parent (£'000)			36,371			(895	)		23,835				39,177			36,371			(895	)
Diluted earnings/(loss) per share (pence)			22.13			(0.55	)		14.54				23.82			22.13			(0.55	)
​											​	​	​	​	​	​	​	​	​	​
​											​		​	​		​	​		​	​
​											​	​	​	​	​	​	​	​	​	​

---

(1)

For the year ended 30 June 2015, potential ordinary shares are anti-dilutive, as their inclusion in the diluted loss per share calculation would reduce the loss per share, and hence have been excluded. For the years ended 30 June 20162017 and 2014,2016, potential ordinary shares have been treated as dilutive, as their inclusion in the diluted earnings per share calculation decreases earnings per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

12 Dividends

        Dividends paid in the year ended 30 June 2016 amountedwere $29,525,000 (2016: $29,501,000; 2015: $nil) equivalent to $0.18 (2016: $0.18; 2015: $nil) per share, theshare. The pounds sterling equivalents were £23,295,000 (2016: £20,084,000; 2015: £nil) equivalent of which was £0.12 per share. Dividends paid in the year ended 30 June 2015 amounted to £nil per share. Dividends paid in the year ended 30 June 2014 amounted to £nil£0.14 (2016: £0.12; 2015: £nil) per share.

13 Property, plant and equipment

		Freehold property £'000			Plant and machinery £'000			Fixtures and fittings £'000			Total £'000				Freehold property £'000			Plant and machinery £'000			Fixtures and fittings £'000			Total £'000
At 1 July 2014
Cost			270,319			39,761			35,427			345,507
Accumulated depreciation			(36,895	)		(32,476	)		(21,277	)		(90,648	)
​		​	​	​	​	​	​	​	​	​	​	​	​
Net book amount			233,424			7,285			14,150			254,859
​		​	​	​	​	​	​	​	​	​	​	​	​
Year ended 30 June 2015
Opening net book amount			233,424			7,285			14,150			254,859
Additions			149			1,443			4,392			5,984
Transfers			(421	)		(276	)		697			—
Disposals			—			(4	)		(1	)		(5	)
Depreciation charge			(3,333	)		(2,713	)		(4,166	)		(10,212	)
​		​	​	​	​	​	​	​	​	​	​	​	​
Closing net book amount			229,819			5,735			15,072			250,626
​		​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015
At 1 July 2015
Cost			270,047			39,826			40,269			350,142				270,047			39,826			40,269			350,142
Accumulated depreciation			(40,228	)		(34,091	)		(25,197	)		(99,516	)			(40,228	)		(34,091	)		(25,197	)		(99,516	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net book amount			229,819			5,735			15,072			250,626				229,819			5,735			15,072			250,626
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Year ended 30 June 2016
Opening net book amount			229,819			5,735			15,072			250,626				229,819			5,735			15,072			250,626
Additions			216			418			4,604			5,238				216			418			4,604			5,238
Transfers			(604	)		600			4			—				(604	)		600			4			—
Disposals			(19	)		(133	)		(31	)		(183	)			(19	)		(133	)		(31	)		(183	)
Depreciation charge			(3,486	)		(2,379	)		(4,102	)		(9,967	)			(3,486	)		(2,379	)		(4,102	)		(9,967	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Closing net book amount			225,926			4,241			15,547			245,714				225,926			4,241			15,547			245,714
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016
Cost			269,369			36,728			43,809			349,906				269,369			36,728			43,809			349,906
Accumulated depreciation			(43,443	)		(32,487	)		(28,262	)		(104,192	)			(43,443	)		(32,487	)		(28,262	)		(104,192	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net book amount			225,926			4,241			15,547			245,714				225,926			4,241			15,547			245,714
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Year ended 30 June 2017
Opening net book amount																225,926			4,241			15,547			245,714
Additions																3			1,578			7,592			9,173
Disposals																—			(7	)		(36	)		(43	)
Depreciation charge																(3,301	)		(2,427	)		(4,378	)		(10,106	)
​														​	​	​	​	​	​	​	​	​	​	​	​	​
Closing net book amount																222,628			3,385			18,725			244,738
​														​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017
Cost																269,372			34,475			50,236			354,083
Accumulated depreciation																(46,744	)		(31,090	)		(31,511	)		(109,345	)
​														​	​	​	​	​	​	​	​	​	​	​	​	​
Net book amount																222,628			3,385			18,725			244,738
​	​		​	​		​	​		​	​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​		​	​		​	​		​	​		​	​
​														​	​	​	​	​	​	​	​	​	​	​	​	​

        Freehold property primarily comprises the Old Trafford stadium and the Aon Training Complex.

        Property, plant and equipment with a net book amount of £213,200,000 (2015: £218,452,000)£199,990,000 (2016: £213,200,000) has been pledged to secure the secured term loan facility and senior secured notes borrowings of the Group (see note 24).

        Capital commitments at the balance sheet date are disclosed in note 29.1.




Table of Contents


Notes to the consolidated financial statements (Continued)

14 Investment property

		£'000
At 1 July 2014
Cost			19,128
Accumulated depreciation and impairment			(5,457	)
​	​	​	​	​
Net book amount			13,671
​	​	​	​	​
Year ended 30 June 2015
Opening net book amount			13,671
Depreciation charge			(112	)
​	​	​	​	​
Closing net book amount			13,559
​	​	​	​	​
At 30 June 2015
Cost			19,128
Accumulated depreciation and impairment			(5,569	)
​	​	​	​	​
Net book amount			13,559
​	​	​	​	​
Year ended 30 June 2016
Opening net book amount			13,559
Depreciation charge			(112	)
​	​	​	​	​
Closing net book amount			13,447
​	​	​	​	​
At 30 June 2016
Cost			19,128
Accumulated depreciation and impairment			(5,681	)
​	​	​	​	​
Net book amount			13,447
​	​	​	​	​
Year ended 30 June 2017
Opening net book amount			13,447
Additions			641
Depreciation charge			(122	)
​	​	​	​	​
Closing net book amount			13,966
​	​	​	​	​
At 30 June 2017
Cost			19,769
Accumulated depreciation and impairment			(5,803	)
​	​	​	​	​
Net book amount			13,44713,966
​	​	​	​	​
​	​	​	​	​
​	​	​	​	​

        Investment property was externally valued as of 30 June 20162017 in accordance with the Royal Institution of Chartered Surveyors ("RICS") Valuation—Professional Standards, January 2014. The valuation supported the carrying amount as of 30 June 20162017 and consequently there were no changes to the net book value. The external valuation was carried out on the basis of Market Value, as defined in the RICS Valuation—Professional Standards, January 2014. Fair value of investment property is determined using inputs that are not based on observable market data, consequently the asset is categorized as Level 3 (see note 31.4). The fair value of investment property as of 30 June 20162017 was £13,447,000.£14,868,000 (2016: £13,447,000).

        The property rental revenue earned by the Group from its investment property amounted to £1,336,000 (2015: £1,262,000; 2014: £1,276,000)£1,260,000 (2016: £1,336,000; 2015: £1,262,000). Direct operating expenses arising on investment property, all of which generated rental income, in the year amounted to £652,000 (2015: £603,000; 2014: £551,000)£679,000 (2016: £652,000; 2015: £603,000). The future aggregate minimum rentals receivable under non-cancellable operating leases are disclosed in note 28.2.

        Investment property with a net book amount of £6,691,000 (2015: £6,723,000)£6,660,000 (2016: £6,691,000) has been pledged to secure the secured bank loan borrowings of the Group (see note 24).

        As of 30 June 2016,2017, the Group had no contractual obligations to purchase, construct or develop investment property (2015:(2016: £nil). As of 30 June 2016,2017, the Group had no material contractual obligations for repairs, maintenance or enhancements to investment property (2015:(2016: not material).




Table of Contents


Notes to the consolidated financial statements (Continued)

15 Intangible assets

		Goodwill £'000			Registrations £'000			Other £'000			Total £'000				Goodwill £'000			Registrations £'000			Other £'000			Total £'000
At 1 July 2014
Cost			421,453			412,797			—			834,250
Accumulated amortization			—			(208,225	)		—			(208,225	)
​		​	​	​	​	​	​	​	​	​	​	​	​
Net book amount			421,453			204,572			—			626,025
​		​	​	​	​	​	​	​	​	​	​	​	​
Year ended 30 June 2015
Opening net book amount			421,453			204,572			—			626,025
Additions			—			150,914			951			151,865
Disposals			—			(17,806	)		—			(17,806	)
Amortization charge			—			(99,534	)		(153	)		(99,687	)
​		​	​	​	​	​	​	​	​	​	​	​	​
Closing book amount			421,453			238,146			798			660,397
​		​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015
At 1 July 2015
Cost			421,453			465,830			951			466,781				421,453			465,830			951			888,234
Accumulated amortization			—			(227,684	)		(153	)		(227,837	)			—			(227,684	)		(153	)		(227,837	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net book amount			421,453			238,146			798			660,397				421,453			238,146			798			660,397
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Year ended 30 June 2016
Opening net book amount			421,453			238,146			798			660,397				421,453			238,146			798			660,397
Additions			—			167,089			1,815			168,904				—			167,089			1,815			168,904
Disposals			—			(68,965	)		—			(68,965	)			—			(68,965	)		—			(68,965	)
Amortization charge			—			(87,853	)		(156	)		(88,009	)			—			(87,853	)		(156	)		(88,009	)
Impairment charge (note 6)			—			(6,693	)		—			(6,693	)			—			(6,693	)		—			(6,693	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Closing book amount			421,453			241,724			2,457			665,634				421,453			241,724			2,457			665,634
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016
Cost			421,453			511,893			2,766			936,112				421,453			511,893			2,766			936,112
Accumulated amortization			—			(270,169	)		(309	)		(270,478	)			—			(270,169	)		(309	)		(270,478	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net book amount			421,453			241,724			2,457			665,634				421,453			241,724			2,457			665,634
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Year ended 30 June 2017
Opening net book amount																421,453			241,724			2,457			665,634
Additions																—			205,091			3,853			208,944
Disposals																—			(37,353	)		—			(37,353	)
Amortization charge																—			(123,695	)		(739	)		(124,434	)
Reversal of impairment (note 6)																—			4,753			—			4,753
​														​	​	​	​	​	​	​	​	​	​	​	​	​
Closing book amount																421,453			290,520			5,571			717,544
​														​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017
Cost																421,453			645,433			6,619			1,073,505
Accumulated amortization																—			(354,913	)		(1,048	)		(355,961	)
​														​	​	​	​	​	​	​	​	​	​	​	​	​
Net book amount																421,453			290,520			5,571			717,544
​	​		​	​		​	​		​	​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​		​	​		​	​		​	​		​	​
​														​	​	​	​	​	​	​	​	​	​	​	​	​

Impairment tests for goodwill

        Goodwill arose largely in relation to the Group's acquisition of Manchester United Limited in 2005. Goodwill is not subject to amortization and is tested annually for impairment (normally at the end of the third fiscal quarter) or more frequently if events or changes in circumstances indicate a potential impairment.

        An impairment test has been performed on the carrying value of goodwill based on value-in-use calculations. The value-in-use calculations have used post-tax cash flow projections based on the financial budgets approved by management covering a five year period. The budgets are based on past experience in respect of revenues, variable and fixed costs, playerregistrations and other capital expenditure and working capital assumptions. For each accounting period, cash flows beyond the five year period are extrapolated using a terminal growth rate of 2.5% (2015:(2016: 2.5%), which does not exceed the long term average growth rate for the UK economy in which the cash generating unit operates.




Table of Contents


Notes to the consolidated financial statements (Continued)

15 Intangible assets (Continued)

        The other key assumptions used in the value in use calculations for each period are the pre-tax discount rate, which has been determined at 8.6% (2016: 10.1% (2015: 9.5%) for each period, and certain assumptions around progression in domestic and European cupUEFA competitions, notably the Champions League.and registrations capital expenditure.

        Management determined budgeted revenue growth based on historical performance and its expectations of market development. The discount rates are pre-tax and reflect the specific risks relating to the business.

        The following sensitivity analysis was performed:

•

increase the discount rate by 2% (post-tax);



•

more prudent assumptions around qualification for European cupUEFA competitions.

        In each of these scenarios the estimated recoverable amount substantially exceeds the carrying value for the cash generating unit and accordingly no impairment was identified.

        Having assessed the future anticipated cash flows, management believes that any reasonably possible changes in key assumptions would not result in an impairment of goodwill.

Registrations

        The registrations' impairment charge for the year ended 30 June 2016 represents a reduction in the carrying value of a player no longer considered to be a member of the first team playing squad.

        The unamortized balance of existing registrations as of 30 June 20162017 was £241.7£290.5 million, of which £110.1£125.3 million is expected to be amortized in the year ended 30 June 2017.2018. The remaining balance is expected to be amortized over the three years to 30 June 2020.2021. This does not take into account player additions after 30 June 2016,2017, which would have the effect of increasing the amortization expense in future periods, nor does it consider disposals subsequent to 30 June 2016,2017, which would have the effect of decreasing future amortization charges. Furthermore, any contract renegotiations would also impact future charges.

Other intangible assets

        Other intangible assets include internally generated assets whose cost and accumulated amortization as of 30 June 20162017 was £1,026,000 and £nil respectively (2016: £585,000 and £nil respectively (2015: £nil and £ nil respectively).

        Capital commitments at the balance sheet date are disclosed in note 29.1.

16 Inventories

		2016 £'000			2015 £'000
Finished goods			926			—

		2017 £'000			2016 £'000
Finished goods			1,637			926
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The cost of inventories recognized as an expense and included in operating expenses for the year amounted to £7,228,000 (2015: £nil; 2014:£8,598,000 (2016: £7,228,000; 2015: £nil).

        Write-downsReversal/write-down of inventories to net realizable value amounted to £177,000 (2015: £nil; 2014:a reversal of £173,000 (2016: write-down of £177,000; 2015: £nil). These were recognized as ana credit (reversal) or expense (write-down) during the year and included in operating expenses.




Table of Contents


Notes to the consolidated financial statements (Continued)

17 Financial instruments by category

        The accounting classification of each category of financial instruments, and their carrying values, is set out in the following table:

		Note			2016 £'000			2015 £'000				Note			2017 £'000			2016 £'000
Financial assets
Assets as per balance sheet
At fair value through profit and loss:
Derivative financial instruments			18			11,648			27				18			4,884			11,648
Loans and receivables:
Trade and other receivables excluding prepayments(1)			19			127,275			77,352				19			105,631			127,275
Cash and cash equivalents			20			229,194			155,752				20			290,267			229,194
​	​		​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
Total financial assets						368,117			233,131
																400,782			368,117
​	​		​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
​
​	​		​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
Financial liabilities
Designated and effective as hedging instruments:
Liabilities as per balance sheet
Derivatives used for hedging:
Derivative financial instruments			18			9,710			111				18			655			9,710
At fair value through profit and loss:
Derivative financial instruments			18			3,727			5,624				18			1,253			3,727
Other financial liabilities:
Other financial liabilities at amortized cost:
Trade and other payables excluding social security and other taxes(2)			23			225,354			166,649				23			255,779			225,354
Borrowings			24			490,092			410,967				24			503,354			490,092
​	​		​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
Total financial liabilities						728,883			583,351
																761,041			728,883
​	​		​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​
​
​	​		​	​	​	​	​	​	​	​	​		​	​	​	​	​	​	​	​

---

(1)

Prepayments are excluded from the trade and other receivables balance, as this analysis is required only for financial instruments.



(2)

Social security and other taxes are excluded from the trade and other payables balance, as this analysis is required only for financial instruments.

        The fair value of financial instruments is not materially different to their carrying amount.        The Group's exposure to various risks associated with the financial instruments is discussed in note 31. The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of financial assets mentioned above.




Table of Contents


Notes to the consolidated financial statements (Continued)

18 Derivative financial instruments

		2016						2015							2017						2016
		Assets £'000			Liabilities £'000			Assets £'000			Liabilities £'000				Assets £'000			Liabilities £'000			Assets £'000			Liabilities £'000
Derivatives that are designated and effective as hedging instruments carried at fair value:
Derivatives used for hedging:
Interest rate swaps			—			(9,710	)		—			(111	)		��	—			(655	)		—			(9,710	)
Financial instruments carried at fair value through profit or loss:
Derivatives at fair value through profit or loss:
Embedded foreign exchange derivatives			5,248			—			27			(67	)			1,714			—			5,248			—
Forward foreign exchange contracts			6,400			(3,727	)		—			(5,557	)			3,170			(1,253	)		6,400			(3,727	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			11,648			(13,437	)		27			(5,735	)			4,884			(1,908	)		11,648			(13,437	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Less non-current portion:
Derivatives that are designated and effective as hedging instruments carried at fair value:
Derivatives used for hedging:
Interest rate swaps			—			(9,710	)		—			(111	)			—			(655	)		—			(9,710	)
Financial instruments carried at fair value through profit or loss:
Derivatives at fair value through profit or loss:
Embedded foreign exchange derivatives			3,052			—			—			(67	)			855			—			3,052			—
Forward foreign exchange contracts			708			(927	)		—			(2,591	)			811			—			708			(927	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Non-current derivative financial instruments			3,760			(10,637	)		—			(2,769	)			1,666			(655	)		3,760			(10,637	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Current derivative financial instruments			7,888			(2,800	)		27			(2,966	)			3,218			(1,253	)		7,888			(2,800	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        The ineffective portion recognized in profit or loss that arises from cash flow hedges amounts to £nil (2015:(2016: £nil).

        Further details of derivative financial instruments are provided in note 31.

19 Trade and other receivables

		2016 £'000			2015 £'000				2017 £'000			2016 £'000
Trade receivables			116,242			51,746				90,719			116,242
Less: provision for impairment of trade receivables			(6,451	)		(3,897	)			(14,113	)		(6,451	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Net trade receivables			109,791			47,849				76,606			109,791
Other receivables			927			82				270			927
Accrued revenue			16,557			29,421				28,755			16,557
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			127,275			77,352				105,631			127,275
Prepayments			12,605			10,111				13,500			12,605
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			139,880			87,463				119,131			139,880
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Less: non-current portion:
Trade receivables			11,223			3,836				15,399			11,223
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Non-current trade and other receivables			11,223			3,836				15,399			11,223
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Current trade and other receivables			128,657			83,627				103,732			128,657
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Net trade receivables include transfer fees receivable from other football clubs of £46,343,000 (2016: £46,646,000) of which £15,399,000 (2016: £11,223,000) is receivable after more than one year. Net trade receivables also include £26,241,000 (2016: £54,860,000) of deferred revenue that is




Table of Contents


Notes to the consolidated financial statements (Continued)

19 Trade and other receivables (Continued)

        Net trade receivables include transfer fees receivable from other football clubs of £46,646,000 (2015: £20,693,000) of which £11,223,000 (2015: £3,836,000) is receivable after more than one year. Net trade receivables also include £54,860,000 (2015: £21,856,000) of deferred revenue that is contractually payable to the Group, but recorded in advance of the earnings process, with corresponding amounts recorded as deferred revenue liabilities.

        Information about the impairment of trade and other receivables, their credit quality and the Group's exposure to foreign currency risk, interest rate risk and credit risk can be found in note 31.

        The fair value of net trade receivables as at 30 June 2017 was £77,351,000 (2016: £110,085,000) before discounting of cash flows. The fair value of other receivables is not materially different to their carrying amount.

20 Cash and cash equivalents

		2016 £'000			2015 £'000
Cash at bank and in hand			229,194			155,752

		2017 £'000			2016 £'000
Cash at bank and in hand			290,267			229,194

        Cash and cash equivalents for the purposes of the consolidated statement of cash flows are as above.

21 Share capital

		Number of shares (thousands)			Ordinary shares £'000				Number of shares (thousands)			Ordinary shares £'000
At 1 July 2014			163,778			52
Employee share-based compensation awards—issue of shares			95			—
​		​	​	​	​	​	​
At 30 June 2015			163,873			52
At 1 July 2015										163,873			52
Employee share-based compensation awards—issue of shares			152			—				152			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			164,025			52				164,025			52
Employee share-based compensation awards—issue of shares										170			1
​								​	​	​	​	​	​	​
At 30 June 2017										164,195			53
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        The Company has two classes of ordinary shares outstanding: Class A ordinary shares and Class B ordinary shares, each with a par value of $0.0005 per share. The rights of the holders of Class A ordinary shares and Class B ordinary shares are identical, except with respect to voting and conversion. Each Class A ordinary share is entitled to one vote per share and is not convertible into any other shares. Each Class B ordinary share is entitled to 10 votes per share and is convertible into one Class A ordinary share at any time. In addition, Class B ordinary shares will automatically convert into Class A ordinary shares upon certain transfers and other events, including upon the date when holders of all Class B ordinary shares cease to hold Class B ordinary shares representing, in the aggregate, at least 10% of the total number of Class A and Class B ordinary shares outstanding. For special resolutions (which are required for certain important matters including mergers and changes to the Company's governing documents), which require the vote of two-thirds of the votes cast, at any time that Class B ordinary shares remain outstanding, the voting power permitted to be exercised by the holders of the Class B ordinary shares will be weighted such that the Class B ordinary shares shall represent, in the aggregate, 67% of the voting power of all shareholders. All shares issued by the Company are fully paid.

��       As of 30 June 2016,2017, the Company's issued share capital comprised 40,025,28040,194,754 Class A ordinary shares and 124,000,000 Class B ordinary shares.




Table of Contents


Notes to the consolidated financial statements (Continued)

22 Share-based payments

        The Company operates a share-based award plan, the 2012 Equity Incentive Award Plan (the "Equity Plan"), established in 2012. Under the Equity Plan, 16,000,000 shares of our Class A ordinary shares have initially been reserved for issuance pursuant to a variety of share-based awards, including share options, share appreciation rights, or SARs, restricted share awards, restricted share unit awards, deferred share awards, deferred share unit awards, dividend equivalent awards, share payment awards and other share-based awards. Of these reserved shares, 15,660,42015,234,579 remain available for issuance.

        Certain directors, and members of executive management and selected employees have been awarded Class A ordinary shares, pursuant to the Equity Plan. These shares are subject to varying vesting schedules over multi-year periods. Employees are not entitled to dividends until the awards vest. The fair value of these shares was the quoted market price on the date of award, adjusted where applicable for expected dividends i.e. the fair value of the awards was reduced. It is assumed that semi-annual dividends will be paid for the foreseeable future and that none of the employees will leave the Group before the end of the vesting period.future. The Company may choose whether to settle the awards wholly in shares or reduce the number of shares awarded by a value equal to the recipient's liability to any income tax and social security contributions that would arise if all the shares due to vest had vested. Accordingly the awards may be either equity-settled or cash-settled.

        Movements in the number of share awards outstanding and therefore potentially issuable as new shares are as follows:

		Number of Class A ordinary shares
At 1 July 20152016			259,155293,575
Awarded			186,626188,677
Forfeited			(16,863	)
Vested			(152,206169,476	)
​	​	​	​	​
At 30 June 20162017			293,575295,913
​	​	​	​	​
​	​	​	​	​
​	​	​	​	​

        The fair value of the shares awarded during the year was $15.75$16.02 (£11.81)12.35) per share.

        For the year ended 30 June 20162017 the Group recognized total expenses related to equity-settled share-based payment transactions of £1,795,000 (2015: £1,352,000; 2014: £1,138,000)£2,187,000 (2016: £1,795,000; 2015: £1,352,000) and total expenses related to cash-settled share-based payment transactions of £1,539,000 (2015: £1,239,000; 2014: £714,000)£1,903,000 (2016: £1,539,000; 2015: £1,239,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

23 Trade and other payables

		2016 £'000			2015 £'000				2017 £'000			2016 £'000
Trade payables			167,733			118,969				191,359			167,733
Other payables			2,865			2,064				3,258			2,865
Accrued expenses			54,756			45,616				61,162			54,756
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			225,354			166,649				255,779			225,354
Social security and other taxes			15,764			12,712				18,123			15,764
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			241,118			179,361				273,902			241,118
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Less: non-current portion:
Trade payables			40,304			46,512				82,866			40,304
Other payables			1,146			1,566				721			1,146
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Non-current trade and other payables			41,450			48,078				83,587			41,450
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Current trade and other payables			199,668			131,283				190,315			199,668
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Trade payables include transfer fees and other associated costs in relation to the acquisition of registrations of £156,292,000 (2015: £114,937,000)£179,133,000 (2016: £156,292,000) of which £40,304,000 (2015: £46,512,000)£82,866,000 (2016: £40,304,000) is due after more than one year. Of the amount due after more than one year, £76,821,000 (2016: £20,048,000) is expected to be paid between 1 and 2 years, and the balance of £6,045,000 (2016: £20,256,000) is expected to be paid between 2 and 5 years.

        Accrued expenses include £3,274,000 (2016: £2,677,000) related to share-based payment transactions expected to be cash-settled.

        The fair value of trade andpayables as at 30 June 2017 was £194,052,000 (2016: £169,106,000) before discounting of cash flows. The fair value of other payables is not materially different to their carrying amount.

24 Borrowings

		2016 £'000			2015 £'000				2017 £'000			2016 £'000
Senior secured notes due 2027			314,341			265,734
Secured term loan facility due 2025			166,018			140,182
Secured bank loan due 2018			4,564			4,937
Senior secured notes										323,113			314,341
Secured term loan facility										170,767			166,018
Secured bank loan										4,169			4,564
Accrued interest on senior secured notes			5,169			114				5,305			5,169
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			490,092			410,967				503,354			490,092
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Less: non-current portion:
Senior secured notes due 2027			314,341			265,734
Secured term loan facility due 2025			166,018			140,182
Secured bank loan due 2018			4,169			4,566
Senior secured notes										323,113			314,341
Secured term loan facility										170,767			166,018
Secured bank loan										3,750			4,169
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Non-current borrowings			484,528			410,482				497,630			484,528
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Current borrowings			5,564			485				5,724			5,564
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        The senior secured notes due 2027 of £314,341,000 (2015: £265,734,000) is stated net of unamortized issue costs amounting to £4,441,000 (2015: £4,760,000). The outstanding principal amount of the notes is $425,000,000 (2015: $425,000,000). The notes have a fixed coupon rate of 3.79% per annum and interest is paid semi-annually. The notes mature on 25 June 2027.

        The Group has the option to redeem the notes in part, in an amount not less than 5% of the aggregate principal amount of the 2027 Notes then outstanding, or in full, at any time at 100% of the




Table of Contents


Notes to the consolidated financial statements (Continued)

24 Borrowings (Continued)

        The senior secured notes of £323,113,000 (2016: £314,341,000) is stated net of unamortized issue costs amounting to £4,112,000 (2016: £4,441,000). The outstanding principal amount of the senior secured notes is $425,000,000 (2016: $425,000,000). The senior secured notes have a fixed coupon rate of 3.79% per annum and interest is paid semi-annually. The senior secured notes mature on 25 June 2027.

        The Group has the option to redeem the senior secured notes in part, in an amount not less than 5% of the aggregate principal amount of the senior secured notes then outstanding, or in full, at any time at 100% of the principal amount plus a "make-whole" premium of an amount equal to the discounted value (based on the US Treasury rate) of the remaining interest payments due on the senior secured notes up to 25 June 2027.

        The senior secured notes were issued by our wholly-owned finance subsidiary, MU Finance plc, and are guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, and Manchester United Football Club Limited and are secured against substantially all of the assets of those entities and MU Finance plc. These entities are wholly owned subsidiaries.

        The secured term loan facility due 2025 of £166,018,000 (2015: £140,182,000)£170,767,000 (2016: £166,018,000) is stated net of unamortized issue costs amounting to £2,749,000 (2015: £3,021,000)£2,470,000 (2016: £2,749,000). The outstanding principal amount of the secured term loan facility is $225,000,000 (2015:(2016: $225,000,000). The secured term loan nowfacility attracts interest of US dollar LIBOR plus an applicable margin of between 1.25% and 1.75% per annum and interest is paid monthly. The remaining balance of the secured term loan facility is now repayable on 26 June 2025, although the Group continues to havehas the option to repay the secured term loan facility at any time.

        The secured term loan facility was provided to our wholly-owned finance subsidiary, MU Finance plc, and is guaranteed by Red Football Limited, Red Football Junior Limited, Manchester United Limited, Manchester United Football Club Limited and MU Finance plc and is secured against substantially all of the assets of each of those entities. These entities are wholly owned subsidiaries.

        The secured bank loan of £4,564,000 (2015: £4,937,000)£4,169,000 (2016: £4,564,000) comprises a bank loan within Alderley Urban Investments Limited, a subsidiary of Manchester United Limited, that attracts interest of LIBOR + 1% per annum. £920,000 (2015: £1,293,000)£525,000 (2016: £920,000) is repayable in quarterly installments through to July 2018, with the remaining balance of £3,644,000 (2015:(2016: £3,644,000) being re-payable at par on 9 July 2018. The loan is secured by way of a first legal charge over a Group investment property, known as the Manchester International Freight Terminal, and the loan is also guaranteed by Manchester United Limited.

        The Group also has an undrawn committed borrowing facility of up to £125,000,000 plus (subject to certain conditions) the ability to incur a further £25,000,000 by way of incremental facilities. The facility terminates on 26 June 2021 (although it may be possible for any incremental facilities to terminate after such date). Drawdowns would attract interest of LIBOR or EURIBOR plus an applicable margin of between 1.25% and 1.75% per annum (depending on the total net leverage ratio at that time). No drawdowns were made from these facilities during 20162017 or 2015.2016.

        The Group's revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes each contain certain covenants, including a financial maintenance covenant that requires the Group to maintain a consolidated profit/loss for the period before depreciation, amortization of, and profit on disposal of, registrations, exceptional items, net finance costs and tax ("EBITDA") of not less than £65 million for each 12 month testing period, as well as customary covenants, including (but not limited to) restrictions on incurring additional indebtedness;




Table of Contents


Notes to the consolidated financial statements (Continued)

24 Borrowings (Continued)

paying dividends or making other distributions, repurchasing or redeeming our capital stock or making other restricted payments; selling assets, including capital stock of restricted subsidiaries; entering into agreements that restrict distributions of restricted subsidiaries; consolidating, merging, selling or otherwise disposing of all or substantially all assets; entering into sale and leaseback transactions; entering into transactions with affiliates; and incurring liens. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the senior secured notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

24 Borrowings (Continued)

Analysis of changes in net debt

        Net debt is defined as non-current and current borrowings minus cash and cash equivalents. Net debt is a financial performance indicator that is used by the Group's management to monitor liquidity risk. The Group believes that net debt is meaningful for investors as it provides a clear overview of the net indebtedness position of the Group and is used by the Chief Operating Decision Maker in managing the business.

        The following tables provide a reconciliation of the movement in the Group's net debt.

		At 1 July 2016 £'000			Cash flows £'000			Non-cash movements £'000			At 30 June 2017 £'000
Non-current borrowings			484,528			—			13,102			497,630
Current borrowings			5,564			(16,660	)		16,820			5,724
Less: cash and cash equivalents			(229,194	)		(53,002	)		(8,071	)		(290,267	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			260,898			(69,662	)		21,851			213,087
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Non-cash movements largely comprise a foreign exchange loss arising on translation of the US dollar denominated secured term loan facility and senior secured notes, amortization of debt issue costs and the movement on accrued interest on senior secured notes, partially offset by a foreign exchange gain arising on translation of foreign currency denominated cash and cash equivalents.

		At 1 July 2015 £'000			Cash flows £'000			Non-cash movements £'000			At 30 June 2016 £'000
Non-current borrowings			410,482			—			74,046			484,528
Current borrowings			485			(12,622	)		17,701			5,564
Less: cash and cash equivalents			(155,752	)		(60,817	)		(12,625	)		(229,194	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			255,215			(73,439	)		79,122			260,898
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Non-cash movements largely comprise a foreign exchange loss arising on translation of the US dollar denominated secured term loan facility and senior secured notes, amortization of debt issue costs, and the movement on accrued interest on senior secured notes, partially offset by a foreign exchange gain arising on translation of foreign currency denominated cash and cash equivalents.

		At 1 July 2014 £'000			Cash flows £'000			Non-cash movements £'000			At 30 June 2015 £'000
Non-current borrowings			326,803			48,433			35,246			410,482
Current borrowings			15,005			(34,723	)		20,203			485
Less: cash and cash equivalents			(66,365	)		(86,251	)		(3,136	)		(155,752	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			275,443			(72,541	)		52,313			255,215
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Non-cash movements largely comprise a foreign exchange loss arising on translation of the US dollar denominated secured term loan facility and senior secured notes, amortization of debt issue costs, and the movement on accrued interest on senior secured notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

25 Deferred tax

        Deferred tax assets and deferred tax liabilities are offset where the Group has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after allowable offset) for financial reporting purposes::

		2016 £'000			2015 £'000				2017 £'000			2016 £'000
US deferred tax assets:
• Deferred tax assets to be recovered after more than 12 months			(131,652	)		(121,555	)
• Deferred tax assets to be recovered within 12 months			(13,808	)		(12,085	)
US deferred tax assets										(142,107	)		(145,460	)
UK deferred tax liabilities										20,828			14,364
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			(145,460	)		(133,640	)
​		​	​	​	​	​	​
UK deferred tax liabilities:
• Deferred tax liabilities to be recovered after more than 12 months			13,170			16,671
• Deferred tax liabilities to be recovered within 12 months			1,194			640
​		​	​	​	​	​	​
			14,364			17,311
​		​	​	​	​	​	​
Net deferred tax asset			(131,096	)		(116,329	)
At 30 June										(121,279	)		(131,096	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        The movement in deferred tax assets and deferred tax liabilities during the year is as follows:

		2017 £'000			2016 £'000
At 1 July			(131,096	)		(116,329	)
(Credited)/expensed to income statement (note 10)			(7,115	)		4,074
Expensed/(credited) to other comprehensive income			16,932			(18,841	)
​	​	​	​	​	​	​	​
At 30 June			(121,279	)		(131,096	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The movement in US net deferred tax assets are as follows:

		Foreign tax credits £'000			Net operating losses £'000			Unrealized foreign exchange and derivative movements £'000			Intangible assets £'000			Other £'000			Total £'000				Foreign tax credits £'000			Net operating losses £'000			Unrealized foreign exchange and derivative movements £'000			Intangible assets £'000			Deferred revenue £'000			Other(1) £'000			Total £'000
At 1 July 2014			(33,062	)		(14,696	)		12,400			(81,780	)		(12,493	)		(129,631	)
Expensed/(credited) to income statement (note 10)			3,896			(20,421	)		(1,046	)		12,425			5,972			826
Expensed/(credited) to other comprehensive income			6,574			—			(11,409	)		—			—			(4,835	)
​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			(22,592	)		(35,117	)		(55	)		(69,355	)		(6,521	)		(133,640	)
At 1 July 2015																						(22,592	)		(35,117	)		(55	)		(69,355	)		(5,163	)		(1,358	)		(133,640	)
(Credited)/expensed to income statement (note 10)			(13,834	)		13,459			(7,473	)		8,764			(2,076	)		(1,160	)			(13,834	)		13,459			(7,473	)		8,764			—			(2,076	)		(1,160	)
Expensed/(credited) to other comprehensive income			9,650			—			(20,310	)		—			—			(10,660	)
Expensed/(credited) to other comprehensive income (note 10)																						9,650			—			(20,310	)		—			—			—			(10,660	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			(26,776	)		(21,658	)		(27,838	)		(60,591	)		(8,597	)		(145,460	)			(26,776	)		(21,658	)		(27,838	)		(60,591	)		(5,163	)		(3,434	)		(145,460	)
(Credited)/expensed to income statement (note 10)																						(14,354	)		20,588			(5,702	)		13,344			(10,296	)		(1,991	)		1,589
Expensed to other comprehensive income (note 10)																						1,083			—			681			—			—			—			1,764
​																				​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017																						(40,047	)		(1,070	)		(32,859	)		(47,247	)		(15,459	)		(5,425	)		(142,107	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

The "Other" deferred tax asset balance of £5,425,000 primarily comprises bad debt provision not allowed until written off of £4,597,000, bonus provisions not allowed until paid of £3,890,000, and upwards revaluation of tax bases of real estate at the time of the IPO in 2012 of £4,892,000, partially offset by temporary differences arising on depreciation of £10,887,000.

        Deferred tax assets are recognized only to the extent that it is probable that they will be available for use against future profits and that there will be sufficient future taxable profit available against which temporary differences can be utilized. At 30 June 2016,2017, the current forecasts indicate that the




Table of Contents


Notes to the consolidated financial statements (Continued)

25 Deferred tax (Continued)

Group will utilize US foreign tax credits, net operating losses and other temporary differences and accordingly, the associated deferred tax balances have recognized. US net operating losses can be carried forward up to twenty years and will fully expire if they are not utilized beforehand. US foreign tax credits can be carried forward up to ten years from the date when they crystallise and offset against future US taxable profits.




Table of Contents


Notes to the consolidated financial statements (Continued)

25 Deferred tax (Continued)

        The movement in UK net deferred tax liabilities are as follows:

		Accelerated tax depreciation £'000			Rolled over gain on player disposal £'000			Non qualifying property £'000			Property fair value adjustment £'000			Net operating losses £'000			Other (including other fair value adjustments) £'000			Total £'000				Accelerated tax depreciation £'000			Rolled over gain on player disposal £'000			Non qualifying property £'000			Property fair value adjustment £'000			Net operating losses £'000			Other(1) £'000			Total £'000
At 1 July 2014			353			4,328			14,443			17,056			(6,056	)		(1,287	)		28,837
(Credited)/expensed to income statement (note 10)			(1,334	)		(1,396	)		(219	)		(290	)		173			(1,886	)		(4,952	)
Credited to other comprehensive income			—			—			—			—			—			(6,574	)		(6,574	)
​		​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			(981	)		2,932			14,224			16,766			(5,883	)		(9,747	)		17,311
At 1 July 2015																									(981	)		2,932			14,224			16,766			(5,883	)		(9,747	)		17,311
Expensed/(credited) to income statement (note 10)			1,665			326			(1,619	)		(1,937	)		4,088			2,711			5,234				1,665			326			(1,619	)		(1,937	)		4,088			2,711			5,234
Credited to other comprehensive income			—			—			—			—			—			(8,181	)		(8,181	)
Credited to other comprehensive income (note 10)																									—			—			—			—			—			(8,181	)		(8,181	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			684			3,258			12,605			14,829			(1,795	)		(15,217	)		14,364				684			3,258			12,605			14,829			(1,795	)		(15,217	)		14,364
(Credited)/expensed to income statement (note 10)																									152			1,918			(704	)		(1,253	)		1,768			(10,585	)		(8,704	)
Expensed to other comprehensive income (note 10)																									—			—			—			—			—			15,168			15,168
​																							​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017																									836			5,176			11,901			13,576			(27	)		(10,634	)		20,828
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

The "Other" deferred tax asset balance of £10,634,000 primarily comprises losses carried forward arising from UK tax legislation introduced during the year ended 30 June 2017.

        Deferred tax assets are recognized on losses carried forward only to the extent that it is probable that they will be available for use against future profits and that there will be sufficient future taxable profit available against which the temporary differences can be utilised. At 30 June 20162017 the Group had no accessible unrecognized deductible temporary differences, UKdeferred tax losses or unused tax credits (2015:assets (2016: £nil).




Table of Contents


Notes to the consolidated financial statements (Continued)

26 Cash generated from operations

		Notes		2016 £'000			2015 £'000			2014 £'000				Notes		2017 £'000			2016 £'000			2015 £'000
Profit/(loss) before tax					48,833			(3,567	)		40,503						56,538			48,833			(3,567	)
Adjustments for:
Depreciation		13, 14			10,079			10,324			8,665			13, 14			10,228			10,079			10,324
Impairment		6			6,693			—			293
Impairment (reversal)/charge														6			(4,753	)		6,693			—
Amortization		15			88,009			99,687			55,290			15			124,434			88,009			99,687
Loss/(profit) on disposal of intangible assets					9,786			(23,649	)		(6,991	)
(Profit)/loss on disposal of intangible assets																	(10,926	)		9,786			(23,649	)
Net finance costs					20,017			35,215			27,412						24,277			20,017			35,215
Loss on disposal of property, plant and equipment					126			5			24						43			126			5
Equity-settled share-based payments		22			1,795			1,352			1,138			22			2,187			1,795			1,352
Net foreign exchange differences					570			(584	)		925
Fair value adjustments to derivative financial instruments					(8,230	)		5,498			59
Foreign exchange losses/(gains) on operating activities																	2,646			(7,660	)		4,914
Reclassified from hedging reserve					1,382			(4,713	)		(1,035	)					4,765			1,382			(4,713	)
Increase in inventories					(926	)		—			—
(Increase)/decrease in trade and other receivables(1)					(31,741	)		58,503			(59,866	)
Increase in trade and other payables and deferred revenue(1)					54,471			16,950			36,762
Decrease in provisions					—			—			(1,475	)
Changes in working capital:
Inventories																	(711	)		(926	)		—
Trade and other receivables(1)																	17,525			(31,741	)		58,503
Trade and other payables and deferred revenue(1)																	25,506			54,471			16,950
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Cash generated from operations					200,864			195,021			101,704						251,759			200,864			195,021
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

These amounts exclude non-cash movements and movements in respect of items reported elsewhere in the acquisitionconsolidated statement of cash flows, primarily in investing activities (where the timing of acquisitions and disposal of registrationsdisposals and related cash flows can differ), resulting in:



•

increases to intangible assets and trade and other payables of £98,165,000 (2015: £77,125,000; 2014: £75,060,000)



•

decreases to intangible assets and trade and other receivables of £47,465,000 (2015: increasea reduction in changes to trade and other receivables of £107,000; 2014: increase£3,224,000 (2016: £20,676,000; 2015: £20,806,000); and



•

a reduction in changes to trade and other receivablespayables and deferred revenue of £9,812,000)£26,428,000 (2016: £26,838,000; 2015: £29,662,000).

27 Contingencies

        At 30 June 2016,2017, the Group had no material contingent liabilities in respect of legal claims arising in the ordinary course of business. Contingent fees are disclosed in note 29.2.

28 Operating lease arrangements

28.1 The group as lessee

        The Group leases various premises and plant and equipment under non-cancellable operating lease agreements. The majority of the lease agreements are renewable at the end of the lease period at market rate. The operating lease expenditure charged to the income statement during the year is disclosed in




Table of Contents


Notes to the consolidated financial statements (Continued)

28 Operating lease arrangements (Continued)

disclosed in note 5. The future aggregate minimum lease payments under non-cancellable operating leases are as follows:

		2016 £'000			2015 £'000				2017 £'000			2016 £'000
No later than 1 year			2,635			2,258				2,256			2,635
Later than 1 year and no later than 5 years			4,688			1,864				4,557			4,688
Later than 5 years			4,028			4,109				3,968			4,028
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			11,351			8,231				10,781			11,351
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

28.2 The group as lessor

        The Group leases out its investment properties. The future aggregate minimum rentals receivable under non-cancellable operating leases are as follows:

		2016 £'000			2015 £'000				2017 £'000			2016 £'000
No later than 1 year			1,434			1,263				1,257			1,434
Later than 1 year and no later than 5 years			2,641			3,346				4,617			2,641
Later than 5 years			9,953			10,312				9,929			9,953
​	​	​	​	​	​	​	​	​	​	���	​	​	​	​
			14,028			14,921				15,803			14,028
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

29 Capital commitments and contingent fees

29.1 Capital commitments

        As of 30 June 2016,2017, the Group had capital commitments relating to property, plant and equipment amounting to £5.4£6.8 million (2015: £0.2(2016: £5.4 million) and to other intangible assets amounting to £nil (2015:(2016: £nil).

29.2 Contingent fees

        Under the terms of certain contracts with other football clubs and agents in respect of player transfers, additional amounts, in excess of the amounts included in the cost of registrations, would be payable by the Group if certain substantive performance conditions are met. These excess amounts are only recognized within the cost of registrations when the Company considers that it is probable that the condition related to the payment will be achieved. The maximum additional amounts that could be payable is £41,582,000 (2015: £26,271,000)£44,633,000 (2016: £41,582,000). No material adjustment was required to the amounts included in the cost of registrations during the year (2015 and 2014:(2016: no material adjustments) and consequently there was no material impact on the amortization of registration charges in the income statement (2015 and 2014: no material impact).




Table of Contents


Notes to the consolidated financial statements (Continued)

29 Capital commitments and contingent fees (Continued)

(2016: no material impact). As of 30 June 2017 the potential amount payable by type of condition and category of player was:

		First team squad £'000			Other £'000			Total £'000
Type of condition:
MUFC appearances/team success/new contract			26,845			6,453			33,298
International appearances			11,288			47			11,335
​	​	​	​	​	​	​	​	​	​	​
			38,133			6,500			44,633
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        As of 30 June 2016 the potential amount payable by type of condition and category of player was:

		First team squad £'000			Other £'000			Total £'000
Type of condition:
MUFC appearances/team success/new contract			26,133			4,462			30,595
International appearances			10,827			160			10,987
​	​	​	​	​	​	​	​	​	​	​
			36,960			4,622			41,582
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        As of 30 June 2015 the potential amount payable by type of condition and category of player was:

		First team squad £'000			Other £'000			Total £'000
Type of condition:
MUFC appearances/team success/new contract			19,526			3,410			22,936
International appearances			3,200			135			3,335
​	​	​	​	​	​	​	​	​	​	​
			22,726			3,545			26,271
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        Similarly, under the terms of contracts with other football clubs for player transfers, additional amounts would be payable to the Group if certain specific performance conditions are met. In accordance with the recognition criteria for contingent assets, such amounts are only disclosed by the Group when probable and recognized when virtually certain. As of 30 June 2016,2017, the amount of such receipt considered to be probable was £1.6£0.8 million (2015: £2.2(2016: £1.6 million).

30 Pension arrangements

30.1 Defined benefit scheme

        The Group participates in the Football League Pension and Life Assurance Scheme ('the Scheme'). The Scheme is a funded multi-employer defined benefit scheme, with 92 participating employers, and where members may have periods of service attributable to several participating employers. The Group is unable to identify its share of the assets and liabilities of the Scheme and therefore accounts for its contributions as if they were paid to a defined contribution scheme. The Group has received confirmation that the assets and liabilities of the Scheme cannot be split between the participating employers. The Group is advised only of the additional contributions it is required to pay to make good the deficit. These contributions could increase in the future if one or more of the participating employers exits the Scheme.

        The last triennial actuarial valuation of the Scheme was carried out at 31 August 2014 where the total deficit on the ongoing valuation basis was £21.8 million. The accrual of benefits ceased within the Scheme on 31 August 1999, therefore there are no contributions relating to current accrual. The Group pays monthly contributions based on a notional split of the total expenses and deficit contributions of the Scheme.




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Notes to the consolidated financial statements (Continued)

30 Pension arrangements (Continued)

        A charge of £nil (2015: £1,247,000; 2014: £nil)(2016: £nil; 2015: £1,247,000) has been made to the income statement during the year, representing the present value of the additional contributions the Group is expected to pay to remedy the revised deficit of the Scheme.




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Notes to the consolidated financial statements (Continued)

30 Pension arrangements (Continued)

        The Group currently pays total contributions of £437,000 per annum and, based on the actuarial valuation assumptions, will be sufficient to pay off the deficit by 28 February 2020.

        As of 30 June 2016,2017, the present value of the Group's outstanding contributions (i.e. its future liability) is £1,566,000.£1,146,000 (2016: £1,566,000). This amounts to £420,000 (2015: £414,000)£425,000 (2016: £420,000) due within one year and £1,146,000 (2015: £1,566,000)£721,000 (2016: £1,146,000) due after more than one year and is included within other payables.

        The funding objective of the Trustees of the Scheme is to have sufficient assets to meet the Technical Provisions of the Scheme. In order to remove the deficit revealed at the previous actuarial valuation (dated 31 August 2014), deficit contributions are payable by all participating clubs. Payments are made in accordance with a pension contribution schedule. As the Scheme is closed to accrual, there are no additional costs associated with the accruing of members' future benefits. In the case of a club being relegated from the Football League and being unable to settle its debt then the remaining clubs may, in exceptional circumstances, have to share the deficit.

        Upon the wind-up of the Scheme with a surplus, any surplus will be used to augment benefits. Under the more likely scenario of there being a deficit, this will be split amongst the clubs in line with their contribution schedule. Should an individual club choose to leave the Scheme, they would be required to pay their share of the deficit based on a proxy buyout basis (i.e. valuing the benefits on a basis consistent with buying out the benefits with an insurance company).

30.2 Defined contribution schemes

        Contributions made to defined contribution pension arrangements are charged to the income statement in the period in which they become payable and for the year ended 30 June 20162017 amounted to £2,427,000 (2015: £2,464,000; 2014: £2,382,000)£2,435,000 (2016: £2,427,000; 2015: £2,464,000). As at 30 June 2016,2017, contributions of £247,000 (2015: £283,000)£284,000 (2016: £247,000) due in respect of the current reporting period had not been paid over to the pension schemes.

        The assets of all pension schemes to which the Group contributes are held separately from the Group in independently administered funds.

31 Financial risk management

31.1 Financial risk factors

        The Group's activities expose it to a variety of financial risks: market risk (including currency risk and interest rate risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group's financial performance. The Group uses derivative financial instruments to hedge certain risk exposures.

        The policy for each of the above risks is described in more detail below.

a)    Market risk

Currency risk

        The Group is exposed to the following currency risks:

•

Significant revenue received in Euros primarily as a result of participation in European cup competitions. During the year ended 30 June 2016 the Group received a total of €48.1 million of revenue denominated in Euros (2015: €6.2 million; 2014: €47.2 million). The Group seeks to hedge the majority of the currency risk of this revenue by placing forward contracts at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

a)    Market risk

(i) Currency risk

        The Group is exposed to the following currency risks:

•

Significant revenue received in Euros primarily as a result of participation in UEFA competitions. During the year ended 30 June 2017 the Group received a total of €47.2 million of revenue denominated in Euros (2016: €48.1 million; 2015: €6.2 million). The Group seeks to hedge the majority of the currency risk of this revenue either by using contracted future currency expenses or by placing forward contracts, at the point at which it becomes reasonably certain that it will receive the revenue.



•

Significant amount of commercial revenue denominated in US dollars. During the year ended 30 June 20162017 the Group recognized a total of $182.6$157.9 million of revenue denominated in US dollars (2015:(2016: $182.6 million; 2015: $189.2 million; 2014: $137.7 million). The currency risk on these US dollar revenues is hedged to the extent possible (see note 31.2 below).



•

Risks arising from the US dollar denominated secured term loan facility and senior secured notes (see note 24). At 30 June 20162017 the secured term loan facility and senior secured notes included principal amounts of $650,000,000 (2015:(2016: $650,000,000) denominated in US dollars. The currency risk on these US dollar borrowings (net of the Group's US dollar cash balances) is hedged to the extent possible (see note 31.2 below). Interest is paid on these borrowings in US dollars.



•

Payments and receipts of transfer fees may also give rise to foreign currency exposures. Due to the nature of player transfers the Group may not always be able to predict such cash flows until the transfer has taken place. Where possible and depending on the payment profile of transfer fees payable and receivable the Group will seek to hedge future payments and receipts at the point it becomes reasonably certain that the payments will be made or the income will be received. When hedging income to be received, the Group also takes account of the credit risk of the counterparty.



•

Risks arising from US dollar denominated deferred tax assets in respect of net operating losses. At 30 June 20162017 the carrying value of these assets was $88,014,000 (2015: $55,629,000)$4,632,000 (2016: $88,014,000).

        It is the policy of the Group to enter into forward foreign exchange contracts to cover specific foreign currency payments and receipts. The following table details the forward foreign currency contracts outstanding at the balance sheet date:

		2016												2015													2017												2016
		Average exchange rate			Foreign currency €'000			Notional value £'000			Fair value £'000			Average exchange rate			Foreign currency €'000			Notional value £'000			Fair value £'000				Average exchange rate			Foreign currency €'000			Notional value £'000			Fair value £'000			Average exchange rate			Foreign currency €'000			Notional value £'000			Fair value £'000
Buy Euro			1.3122			(83,667	)		(63,758	)		6,391			1.2676			(73,375	)		(57,887	)		(5,557	)			1.1647			(115,283	)		(98,980	)		3,170			1.3122			(83,667	)		(63,758	)		6,400
Sell Euro			1.3426			39,000			29,048			(3,718	)		—			—			—			—				1.3262			10,000			7,540			(1,253	)		1.3426			39,000			29,048			(3,727	)




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The carrying amounts of the Group's material foreign currency denominated monetary assets and monetary liabilities are as follows:

		2016						2015							2017						2016
		Euro €'000			US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:   2016 £'000   2015 £'000     2017 £'000   2016 £'000   Up to 3 months past due   14,283   9,619     20,670   14,283   Over 3 months past due   5,204   5,612     1,434   5,204   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   19,487   15,231     22,104   19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:   2016 £'000   2015 £'000     2017 £'000   2016 £'000   Brought forward   3,897   4,759     6,451   3,897   Provision for receivables impairment   3,680   593     336   3,680   Receivables written off during the year as uncollectible   —   (16 ) Receivables offset against deferred revenue   6,807   —   Foreign exchange losses on retranslation   519   —   Unused amounts reversed   (1,126 )   (1,439 )   —   (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Carried forward   6,451   3,897     14,113   6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.   Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)   172,173   71,282   14,981   —   Borrowings   19,463   22,743   37,977   601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   191,636   94,025   52,958   601,218   Non-trading(2) and net settled derivative financial instruments:                   cash outflow   2,453   905   281   187   cash inflow   (1,253 )   —   —   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017   192,836   94,930   53,239   601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)   205,831   18,811   2,043   —     183,894   21,012   21,778   —   Borrowings   18,967   18,990   40,753   519,921     18,967   18,990   40,753   519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   224,798   37,801   42,796   519,921     202,861   40,002   62,531   519,921   Non-trading(2) and net settled derivative financial instruments:                                     cash outflow   6,685   4,812   7,770   7,770     6,685   4,812   7,770   7,770   cash inflow   (5,692 )   (708 )   —   —     (5,692 )   (708 )   —   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016   225,791   41,905   50,566   527,691     203,854   44,106   70,301   527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)   118,898   43,104   6,753   —   Borrowings   16,418   16,442   51,637   512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   135,316   59,546   58,390   512,682   Non-trading(2) and net settled derivative financial instruments:                   cash outflow   3,321   3,318   9,904   16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015   138,637   62,864   68,294   529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:   2016         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:   2016   2015   2017   2016 Principal value of loan outstanding (         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:   Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014   40,021   (147 )   39,874   (13,956 )   25,918     40,021   (147 )   —   39,874   (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings   (27,925 )   —   (27,925 )   9,774   (18,151 ) Foreign exchange differences on hedged currency risks   (27,925 )   —   —   (27,925 )   9,774   (18,151 ) Reclassified to income statement   (4,713 )   2,060   —   (2,653 )   930   (1,723 ) Fair value movement   —   (2,024 )   —   (2,024 )   709   (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss   (31,638 )   36   —   (32,602 )   11,413   (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015   7,383   (111 )   —   7,272   (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks   (49,808 )   —   —   (49,808 )   17,431   (32,377 ) Reclassified to income statement   1,382   2,665   —   4,047   (1,416 )   2,631   Fair value movement   —   (12,264 )   —   (12,264 )   4,292   (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss   (48,426 )   (9,599 )   —   (58,025 )   20,307   (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016   (41,043 )   (9,710 )   —   (50,753 )   17,764   (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks   (11,998 )   —   124   (11,874 )   3,775   (7,012 ) Reclassified to income statement   (4,713 )   2,060   (2,653 )   930   (1,723 )   5,040   —   (275 )   4,765   (1,287 )   2,391   Fair value movement   —   (2,024 )   (2,024 )   709   (1,315 )   —   9,055   —   9,055   (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income   (32,638 )   36   (32,602 )   11,413   (21,189 )   (6,958 )   9,055   (151 )   1,946   (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015   7,383   (111 )   7,272   (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings   (49,808 )   —   (49,808 )   17,431   (32,377 ) Reclassified to income statement   1,382   2,665   4,047   (1,416 )   2,631   Fair value movement   —   (12,264 )   (12,264 )   4,292   (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income   (48,426 )   (9,599 )   (58,025 )   20,307   (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016   (41,043 )   (9,710 )   (50,753 )   17,764   (32,989 ) Balance at 30 June 2017   (48,001 )   (655 )   (151 )   (48,807 )   17,083   (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).   2016 £'000   2015 £'000     2017 £'000   2016 £'000   Assets                     Derivative financial assets at fair value through profit or loss (note 18):           Derivatives at fair value through profit or loss (note 18):           Embedded foreign exchange derivatives   5,248   27     1,714   5,248   Forward foreign exchange contracts   6,400   —     3,170   6,400   Liabilities                     Derivative financial liabilities designated as cash flow hedges (note 18):           Derivative used for hedging (note 18):           Interest rate swaps   (9,710 )   (111 )   (655 )   (9,710 ) Derivative financial liabilities at fair value through profit or loss (note 18):           Embedded foreign exchange derivatives   —   (67 ) Derivatives at fair value through profit or loss (note 18):           Forward foreign exchange contracts   (3,727 )   (5,557 )   (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   (1,789 )   (5,708 )   2,976   (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company   Year ended 30 June     Year ended 30 June     2016 £'000   2015 £'000   2014 £'000     2017 £'000   2016 £'000   2015 £'000   Revenue   —   —   —         —   —   Operating expenses   (84 )   (144 )   (682 )   (2,013 )   (84 )   (144 ) Exceptional items   —   (1,089 )   —     —   —   (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss   (84 )   (1,233 )   (682 )   (2,013 )   (84 )   (1,233 ) Finance costs   —   —   (15 ) Income from shares in group undertakings   20,084   —   —     23,295   20,084   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax   20,000   (1,233 )   (697 )   21,282   20,000   (1,233 ) Tax expense   —   —   —     —   —   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year   20,000   (1,233 )   (697 )   21,282   20,000   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company   As of 30 June     As of 30 June     2016 £'000   2015 £'000     2017 £'000   2016 £'000   ASSETS                     Non-current assets                     Investment in subsidiaries   319,265   319,265     319,265   319,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   319,265   319,265     319,265   319,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current assets                     Current tax receivable   124   —   Other receivables   1,123   124   Cash and cash equivalents   221   224     522   221   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   345   224     1,645   345   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets   319,610   319,489     320,910   319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES                     Equity                     Share capital   52   52     53   52   Share premium   68,822   68,822     68,822   68,822   Retained earnings   248,140   246,429     248,314   248,140   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   317,014   315,303     317,189   317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities                     Other payables   2,596   4,186     3,721   2,596   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   2,596   4,186     3,721   2,596   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities   319,610   319,489     320,910   319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.   2016 £'000   2015 £'000   2014 £'000     2017 £'000   2016 £'000   2015 £'000   IFRS (loss)/profit reconciliation:               IFRS profit/(loss) reconciliation:               Parent only—IFRS profit/(loss) for the year   20,000   (1,233 )   (697 )   21,282   20,000   (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost   16,371   338   24,532     17,895   16,371   338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year   36,371   (895 )   23,835     39,177   36,371   (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                             Parent only—IFRS equity   317,014   315,303   315,184     317,189   317,014   315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost   141,268   162,615   183,466     160,428   141,268   162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity   458,282   477,918   498,650     477,617   458,282   477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000   Euro €'000   US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000     Euro €'000   US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000   Euro €'000   US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000   Monetary assets   116,596   265,565   15,437   214,317     70,457   244,826   116,596   265,565   Monetary liabilities   (142,406 )   (661,324 )   (83,932 )   (651,029 )   (185,960 )   (654,507 )   (142,406 )   (661,324 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   (25,810 )   (395,759 )   (68,495 )   (436,712 )   (115,503 )   (409,681 )   (25,810 )   (395,759 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000   2015         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000   Euro €'000   US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000     Euro €'000   US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000   Euro €'000   US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000   Monetary assets   116,596   265,565   15,437   214,317     70,457   244,826   116,596   265,565   Monetary liabilities   (142,406 )   (661,324 )   (83,932 )   (651,029 )   (185,960 )   (654,507 )   (142,406 )   (661,324 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​   (25,810 )   (395,759 )   (68,495 )   (436,712 )   (115,503 )   (409,681 )   (25,810 )   (395,759 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000				2017         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000			Euro €'000			US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000				Euro €'000			US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000			Euro €'000			US Dollar         At 30 June 2016:2017: • if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) • if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower). • if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher). • if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).         The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000). (ii) Interest rate risk         The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.         The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.         The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.         The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) b)    Credit risk         Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.         A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.         Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.         As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.         As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:     2016 £'000   2015 £'000   Up to 3 months past due     14,283     9,619   Over 3 months past due     5,204     5,612   ​ ​ ​ ​ ​ ​ ​ ​     19,487     15,231   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Up to 3 months past due     20,670     14,283   Over 3 months past due     1,434     5,204   ​ ​ ​ ​ ​ ​ ​ ​     22,104     19,487   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£     2016 £'000   2015 £'000   Up to 3 months     —     104   Over 3 months     6,451     3,793   ​ ​ ​ ​ ​ ​ ​ ​     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) 2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:     2017 £'000   2016 £'000   Up to 3 months     5,519     —   Over 3 months     8,594     6,451   ​ ​ ​ ​ ​ ​ ​ ​     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Movements on the provision for impairment of trade receivables are as follows:     2016 £'000   2015 £'000   Brought forward     3,897     4,759   Provision for receivables impairment     3,680     593   Receivables written off during the year as uncollectible     —     (16 ) Unused amounts reversed     (1,126 )   (1,439 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     6,451     3,897   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Brought forward     6,451     3,897   Provision for receivables impairment     336     3,680   Receivables offset against deferred revenue     6,807     —   Foreign exchange losses on retranslation     519     —   Unused amounts reversed     —     (1,126 ) ​ ​ ​ ​ ​ ​ ​ ​ Carried forward     14,113     6,451   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).         The other classes within trade and other receivables do not contain impaired assets. c)     Liquidity risk         The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.         Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.         Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000). Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     205,831     18,811     2,043     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     224,798     37,801     42,796     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     225,791     41,905     50,566     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     118,898     43,104     6,753     —   Borrowings     16,418     16,442     51,637     512,682   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     135,316     59,546     58,390     512,682   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     3,321     3,318     9,904     16,483   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2015     138,637     62,864     68,294     529,165   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Less than 1 year £'000   Between 1 and 2 years £'000   Between 2 and 5 years £'000   Over 5 years £'000   Trade and other payables excluding social security and other taxes(1)     172,173     71,282     14,981     —   Borrowings     19,463     22,743     37,977     601,218   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     191,636     94,025     52,958     601,218   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     2,453     905     281     187   cash inflow     (1,253 )   —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2017     192,836     94,930     53,239     601,405   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Trade and other payables excluding social security and other taxes(1)     183,894     21,012     21,778     —   Borrowings     18,967     18,990     40,753     519,921   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     202,861     40,002     62,531     519,921   Non-trading(2) and net settled derivative financial instruments:                           cash outflow     6,685     4,812     7,770     7,770   cash inflow     (5,692 )   (708 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At 30 June 2016     203,854     44,106     70,301     527,691   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments. (2) Non-trading derivatives are included at their fair value at the balance sheet date. 31.2 Hedging activities         The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).         The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued) underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:     2016 $'000   2015 $'000   USD borrowings     650,000     650,000   USD cash     (100,800 )   (138,500 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     549,200     511,500   Hedged future USD revenues     (394,690 )   (470,404 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     154,510     41,096   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.3332     1.5712   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 $'000   2016 $'000   USD borrowings     650,000     650,000   Hedged USD cash     (125,300 )   (100,800 ) ​ ​ ​ ​ ​ ​ ​ ​ Net USD debt     524,700     549,200   Hedged future USD revenues     (299,533 )   (394,690 ) ​ ​ ​ ​ ​ ​ ​ ​ Unhedged USD borrowings     225,167     154,510   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Closing USD exchange rate ($: £)     1.2988     1.3332   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:     2016   2015 Principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024     2017   2016 Current principal value of loan outstanding ($'000)   225,000   225,000 Rate received   1 month $ LIBOR   1 month $ LIBOR Rate paid   Fixed 2.032%   Fixed 2.032% Expiry date   30 June 2024   30 June 2024         As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).         The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         Details of movements on the hedging reserve are as follows:     Future US dollar revenues £'000   Interest rate swap £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (27,925 )   —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (32,638 )   36     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     7,383     (111 )   7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange loss on hedged US dollar net borrowings     (49,808 )   —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (48,426 )   (9,599 )   (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Future US dollar revenues £'000   Interest rate swap £'000   Other £'000   Total, before tax £'000   Tax £'000   Total, after tax £'000   Balance at 1 July 2014     40,021     (147 )   —     39,874     (13,956 )   25,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (27,925 )   —     —     (27,925 )   9,774     (18,151 ) Reclassified to income statement     (4,713 )   2,060     —     (2,653 )   930     (1,723 ) Fair value movement     —     (2,024 )   —     (2,024 )   709     (1,315 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (31,638 )   36     —     (32,602 )   11,413     (21,189 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 1 July 2015     7,383     (111 )   —     7,272     (2,543 )   4,729   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (49,808 )   —     —     (49,808 )   17,431     (32,377 ) Reclassified to income statement     1,382     2,665     —     4,047     (1,416 )   2,631   Fair value movement     —     (12,264 )   —     (12,264 )   4,292     (7,972 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive loss     (48,426 )   (9,599 )   —     (58,025 )   20,307     (37,718 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     (41,043 )   (9,710 )   —     (50,753 )   17,764     (32,989 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign exchange differences on hedged currency risks     (11,998 )   —     124     (11,874 )   3,775     (7,012 ) Reclassified to income statement     5,040     —     (275 )   4,765     (1,287 )   2,391   Fair value movement     —     9,055     —     9,055     (3,169 )   5,886   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Movement recognized in other comprehensive income     (6,958 )   9,055     (151 )   1,946     (681 )   1,265   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     (48,001 )   (655 )   (151 )   (48,807 )   17,083     (31,724 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax. 31.3 Capital risk management         The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes. Table of Contents Notes to the consolidated financial statements (Continued) 31 Financial risk management (Continued)senior secured notes. 31.4 Fair value estimation         The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices); • Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).     2016 £'000   2015 £'000   Assets               Derivative financial assets at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     5,248     27   Forward foreign exchange contracts     6,400     —   Liabilities               Derivative financial liabilities designated as cash flow hedges (note 18):               Interest rate swaps     (9,710 )   (111 ) Derivative financial liabilities at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     —     (67 ) Forward foreign exchange contracts     (3,727 )   (5,557 ) ​ ​ ​ ​ ​ ​ ​ ​     (1,789 )   (5,708 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   Assets               Derivatives at fair value through profit or loss (note 18):               Embedded foreign exchange derivatives     1,714     5,248   Forward foreign exchange contracts     3,170     6,400   Liabilities               Derivative used for hedging (note 18):               Interest rate swaps     (655 )   (9,710 ) Derivatives at fair value through profit or loss (note 18):               Forward foreign exchange contracts     (1,253 )   (3,727 ) ​ ​ ​ ​ ​ ​ ​ ​     2,976     (1,789 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.         All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include: • The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value; • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value; • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. Table of Contents Notes to the consolidated financial statements (Continued) 32 Related party transactions         The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.         Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock. 33 Subsidiaries         The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017: Subsidiaries   Principal activity Issued share capital   Description of share classes owned Red Football Finance Limited*   Finance company   USD 0.01 100% Ordinary Red Football Holdings Limited*   Holding company   GBP 150,000,001 100% Ordinary Red Football Shareholder Limited   Holding company GBP 99   100% Ordinary Red Football Joint Venture Limited   Holding company   GBP 99 100% Ordinary Red Football Limited   Holding company GBP 99   100% Ordinary Red Football Junior Limited   Holding company   GBP 100 100% Ordinary Manchester United Limited   Commercial company GBP 26,519,248   100% Ordinary Alderley Urban Investments Limited   Property investment   GBP 2 100% Ordinary Manchester United Commercial Enterprises (Ireland) Limited   Property investment EUR 13Dormant company   100% Ordinary Manchester United Football Club Limited   Professional football club   GBP 1,008,546 100% Ordinary Manchester United Interactive Limited   MediaDormant company   GBP 10,000100% Ordinary MU 099 Limited Dormant company   100% Ordinary MU Commercial Holdings Limited   Holding company GBP 101   100% Ordinary MU Commercial Holdings Junior Limited   Holding company   GBP 101 100% Ordinary MU Finance plc   Debt-holding company GBP 15,000,000   100% Ordinary MU RAML Limited   Retail and licensing company   GBP 100 100% Ordinary MUTV Limited   Subscription TV channel GBP 2,401   100% Ordinary * Direct investment of Manchester United plc, others are held by subsidiary undertakings.         All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United Table of Contents Notes to the consolidated financial statements (Continued) 33 Subsidiaries (Continued) Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland. 34 Events after the balance sheet date 34.1 Registrations         The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000. Table of Contents Notes to the consolidated financial statements (Continued) 34 Events after the balance sheet date (Continued)         Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years. 34.2 Secondary offering         On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares. 35 Additional information—Financial Statement Schedule I         Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.         As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.         Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.         The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.         As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.         During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share. Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed income statement of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Revenue     —     —     —   Operating expenses     (84 )   (144 )   (682 ) Exceptional items     —     (1,089 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (84 )   (1,233 )   (682 ) Finance costs     —     —     (15 ) Income from shares in group undertakings     20,084     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     20,000     (1,233 )   (697 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     20,000     (1,233 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Revenue           —     —   Operating expenses     (2,013 )   (84 )   (144 ) Exceptional items     —     —     (1,089 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating loss     (2,013 )   (84 )   (1,233 ) Income from shares in group undertakings     23,295     20,084     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) on ordinary activities before tax     21,282     20,000     (1,233 ) Tax expense     —     —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit/(loss) for the year     21,282     20,000     (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented. Condensed balance sheet of the Company     As of 30 June       2016 £'000   2015 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Current tax receivable     124     —   Cash and cash equivalents     221     224   ​ ​ ​ ​ ​ ​ ​ ​     345     224   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     52     52   Share premium     68,822     68,822   Retained earnings     248,140     246,429   ​ ​ ​ ​ ​ ​ ​ ​     317,014     315,303   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​     2,596     4,186   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     319,610     319,489   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     As of 30 June       2017 £'000   2016 £'000   ASSETS               Non-current assets               Investment in subsidiaries     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​     319,265     319,265   ​ ​ ​ ​ ​ ​ ​ ​ Current assets               Other receivables     1,123     124   Cash and cash equivalents     522     221   ​ ​ ​ ​ ​ ​ ​ ​     1,645     345   ​ ​ ​ ​ ​ ​ ​ ​ Total assets     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ EQUITY AND LIABILITIES               Equity               Share capital     53     52   Share premium     68,822     68,822   Retained earnings     248,314     248,140   ​ ​ ​ ​ ​ ​ ​ ​     317,189     317,014   ​ ​ ​ ​ ​ ​ ​ ​ Current liabilities               Other payables     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​     3,721     2,596   ​ ​ ​ ​ ​ ​ ​ ​ Total equity and liabilities     320,910     319,610   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of changes in equity of the Company     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2013     52     68,822     245,869     314,743   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (697 )   (697 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     (697 )   (697 ) Equity-settled share based payments     —     —     1,138     1,138   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year                           Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Condensed statement of cash flows of the Company     Year ended 30 June       2016 £'000   2015 £'000   2014 £'000   Cash flows from operating activities                     Profit/(loss) before tax     20,000     (1,233 )   (697 ) Net finance costs     —     —     15   Equity-settled share-based payments     1,795     1,352     1,138   Increase in other receivables     (124 )   —     —   Decrease in other payables     (1,590 )   (101 )   (467 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash generated from/(used in) operations     20,081     18     (11 ) Interest paid     —     —     (15 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) operating activities     20,081     18     (26 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from/(used in) financing activities     (20,084 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (decrease)/increase in cash and cash equivalents     (3 )   18     (26 ) Cash and cash equivalents at beginning of year     224     206     232   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     221     224     206   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     Share capital £'000   Share premium £'000   Retained earnings £'000   Total equity £'000   Balance at 1 July 2014     52     68,822     246,310     315,184   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss for the year     —     —     (1,233 )   (1,233 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive loss for the year     —     —     (1,233 )   (1,233 ) Equity-settled share based payments     —     —     1,352     1,352   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2015     52     68,822     246,429     315,303   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     20,000     20,000   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     20,000     20,000   Equity-settled share based payments     —     —     1,795     1,795   Dividends paid     —     —     (20,084 )   (20,084 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2016     52     68,822     248,140     317,014   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Profit for the year     —     —     21,282     21,282   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total comprehensive income for the year     —     —     21,282     21,282   Equity-settled share based payments     —     —     2,187     2,187   Dividends paid     —     —     (23,295 )   (23,295 ) Proceeds from shares issued     1     —     —     1   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at 30 June 2017     53     68,822     248,314     317,189   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents Notes to the consolidated financial statements (Continued) 35 Additional information—Financial Statement Schedule I (Continued) Condensed statement of cash flows of the Company     Year ended 30 June       2017 £'000   2016 £'000   2015 £'000   Cash flows from operating activities                     Profit/(loss) before tax     21,282     20,000     (1,233 ) Adjustments for:                     Equity-settled share-based payments     2,187     1,795     1,352   Foreign exchange losses on operating activities     42     —     —   Changes in working capital:                     Other receivables     (998 )   (124 )   —   Other payables     1,125     (1,590 )   (101 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash generated from operating activities     23,638     20,081     18   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash flows from financing activities                     Dividends paid     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net cash used in financing activities     (23,295 )   (20,084 )   —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase/(decrease) in cash and cash equivalents     343     (3 )   18   Cash and cash equivalents at beginning of year     221     224     206   Exchange losses on cash and cash equivalents     (42 )   —     —   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents at end of year     522     221     224   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​         The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.     2016 £'000   2015 £'000   2014 £'000   IFRS (loss)/profit reconciliation:                     Parent only—IFRS profit/(loss) for the year     20,000     (1,233 )   (697 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     16,371     338     24,532   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     36,371     (895 )   23,835   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,014     315,303     315,184   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     141,268     162,615     183,466   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     458,282     477,918     498,650   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​     2017 £'000   2016 £'000   2015 £'000   IFRS profit/(loss) reconciliation:                     Parent only—IFRS profit/(loss) for the year     21,282     20,000     (1,233 ) Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     17,895     16,371     338   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated IFRS profit/(loss) for the year     39,177     36,371     (895 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ IFRS equity reconciliation:                     Parent only—IFRS equity     317,189     317,014     315,303   Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost     160,428     141,268     162,615   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Consolidated—IFRS equity     477,617     458,282     477,918   ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 15 September 2016 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman Table of Contents EXHIBITS   1.1   Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   2.1   Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).   4.1   Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).   4.2   Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014). 4.3 Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.44.3   Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.54.4   Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.64.5   Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).   4.74.6   Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.84.7   Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).   4.94.8   2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).   4.104.9   Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).   4.114.10   Premier League Handbook, Season 2016/17. Table of Contents2017/18.   8.1   List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).   12.1   Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.   12.2   Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. Table of Contents   13.1   Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   13.2   Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.   15.1   Consent of PricewaterhouseCoopers LLP. Table of Contents SIGNATURES         The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf. Manchester United plc (Registrant) Date: 13 October 2017 By: /s/ EDWARD WOODWARD Name: Edward Woodward Title: Executive Vice Chairman 000
Monetary assets			116,596			265,565			15,437			214,317				70,457			244,826			116,596			265,565
Monetary liabilities			(142,406	)		(661,324	)		(83,932	)		(651,029	)			(185,960	)		(654,507	)		(142,406	)		(661,324	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
			(25,810	)		(395,759	)		(68,495	)		(436,712	)			(115,503	)		(409,681	)		(25,810	)		(395,759	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 2016


        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000 

USD borrowings

 650,000 650,000  650,000 650,000 

USD cash

 (100,800) (138,500)

Hedged USD cash

 (125,300) (100,800)​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Net USD debt

 549,200 511,500  524,700 549,200 

Hedged future USD revenues

 (394,690) (470,404) (299,533) (394,690)​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Unhedged USD borrowings

 154,510 41,096  225,167 154,510 ​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Closing USD exchange rate ($: £)

 1.3332 1.5712  1.2988 1.3332 ​​​ ​​​ ​ ​​​ ​​​ ​ ​​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

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Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000)
 225,000 225,000

Current principal value of loan outstanding (

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 2015


        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000  2017


        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




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Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 2016


        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000 

USD borrowings

 650,000 650,000  650,000 650,000 

USD cash

 (100,800) (138,500)

Hedged USD cash

 (125,300) (100,800)​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Net USD debt

 549,200 511,500  524,700 549,200 

Hedged future USD revenues

 (394,690) (470,404) (299,533) (394,690)​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Unhedged USD borrowings

 154,510 41,096  225,167 154,510 ​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Closing USD exchange rate ($: £)

 1.3332 1.5712  1.2988 1.3332 ​​​ ​​​ ​ ​​​ ​​​ ​ ​​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

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Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000)
 225,000 225,000

Rate received

 1 month $ LIBOR 1 month $ LIBOR 1 month $ LIBOR 1 month $ LIBOR

Rate paid

 Fixed 2.032% Fixed 2.032% Fixed 2.032% Fixed 2.032%

Expiry date

 30 June 2024 30 June 2024 30 June 2024 30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 2015


        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000  2017


        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




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Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 2016


        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000 

USD borrowings

 650,000 650,000  650,000 650,000 

USD cash

 (100,800) (138,500)

Hedged USD cash

 (125,300) (100,800)​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Net USD debt

 549,200 511,500  524,700 549,200 

Hedged future USD revenues

 (394,690) (470,404) (299,533) (394,690)​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Unhedged USD borrowings

 154,510 41,096  225,167 154,510 ​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

Closing USD exchange rate ($: £)

 1.3332 1.5712  1.2988 1.3332 ​​​ ​​​ ​ ​​​ ​​​ ​ ​​​​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---

Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

---

Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000  Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

---

Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

---

Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

---


000 Euro
€'000 US Dollar


        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

---

(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

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Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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000 

Monetary assets

 116,596 265,565 15,437 214,317  70,457 244,826 116,596 265,565 

Monetary liabilities

 (142,406) (661,324) (83,932) (651,029) (185,960) (654,507) (142,406) (661,324)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​​
 (25,810) (395,759) (68,495) (436,712) (115,503) (409,681) (25,810) (395,759)​​​ ​ ​​ ​ ​​ ​ ​​ ​ ​​​ ​ ​​ ​ ​​ ​ ​​​ ​​​​​ ​ ​​ ​​​ ​ ​​ ​ ​​​ ​ ​​ ​​​ ​ ​​ ​ ​

        At 30 June 2016:2017:

•

if pounds sterling had strengthened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £6.0 million higher (2016: £2.0 million higher (2015: £1.3 million higher).






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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

•

if pounds sterling had weakened by 10% against the Euro, with all other variables held constant, equity and post-tax profit for the year would have been £2.4£7.3 million lower (2015: £1.6(2016: £2.4 million lower).



•

if pounds sterling had strengthened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £27.0£18.6 million higher (2015: £7.4(2016: £27.0 million higher).



•

if pounds sterling had weakened by 10% against the US dollar, with all other variables held constant, equity and post-tax profit for the year would have been £33.0£22.8 million lower (2015: £9.0(2016: £33.0 million lower).

        The Group also has a number of embedded foreign exchange derivatives in host Commercial revenue contracts. These are recognized separately in the financial statements at fair value since they are not closely related to the host contract. As of 30 June 20162017 the fair value of such derivatives was a net asset of £5,248,000 (2015: net liability of £40,000)£1,714,000 (2016: £5,248,000).

(ii) Interest rate risk

        The Group has no significant interest bearing assets other than cash on deposit which attracts interest at a small margin above UK base rates.

        The Group's interest rate risk arises from its borrowings. Borrowings issued at variable interest rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group's borrowings are denominated in US dollar and pounds sterling. Full details of the Group's borrowings and associated interest rates can be found in note 24.

        The Group manages its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths broadly consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. Consequently, the impact on equity and post-tax profit of a 1.0% shift in interest rates would not be material to any periods presented.

        The Group has entered into a number of swap agreements. Details of the interest rate swaps committed to at the balance sheet date are provided in note 31.2 below.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

b)    Credit risk

        Credit risk is managed on a Group basis and arises from favorable derivative financial instruments, trade and other receivables (excluding prepayments) and cash and cash equivalents. Management does not expect any material losses from non-performance by these counterparties.

        A substantial majority of the Group's Broadcasting revenue is derived from media contracts negotiated by the Premier League and UEFA with media distributors, and although the Premier League obtains guarantees to support certain of its media contracts, typically in the form of letters of credit issued by commercial banks, it remains the Group's single largest credit exposure. The Group derives commercial and sponsorship revenue from certain corporate sponsors, including global, regional, mobile, media and supplier sponsors in respect of which the Group may manage its credit risk by seeking advance payments, installments and/or bank guarantees where appropriate. The substantial majority of this revenue is derived from a limited number of sources. The Group is also exposed to




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

other football clubs globally for the payment of transfer fees on players. Depending on the transaction, some of these fees are paid to the Group in installments. The Group tries to manage its credit risk with respect to those clubs by requiring payments in advance or, in the case of payments on installment, requiring bank guarantees on such payments in certain circumstances. However, the Group cannot ensure these efforts will eliminate its credit exposure to other clubs. A change in credit quality at one of the media broadcasters for the Premier League or UEFA, one of the Group's sponsors or a club to whom the Group has sold a player can increase the risk that such counterparty is unable or unwilling to pay amounts owed to the Group. Derivative financial instruments and cash and cash equivalents are placed with counterparties with a minimum Moody's rating of Aa3.

        Credit terms offered by the Group vary depending on the type of sale. For seasonal match day facilities and sponsorship contracts, payment is usually required in advance of the season to which the sale relates. For other sales the credit terms typically range from 14 - 30 days, although specific agreements may be negotiated in individual contracts with terms beyond 30 days. For player transfer activities, credit terms are determined on a contract by contract basis. Of the net total trade receivable balance of £109,791,000 (2015: £47,849,000)£76,606,000 (2016: £109,791,000), £46,646,000 (2015: £20,693,000)£46,343,000 (2016: £46,646,000) relates to amounts receivable from various other football clubs in relation to player trading.

        As of 30 June 2016,2017, trade receivables of £90,304,000 (2015: £36,515,000)£54,501,000 (2016: £90,304,000) were neither past due nor impaired. Management considers that, based on historical information about default rates and the current strength of relationships (a number of which are recurring long term relationships) the credit quality of trade receivables that are neither past due nor impaired is good.

        As of 30 June 2016,2017, trade receivables of £19,487,000 (2015: £15,231,000)£22,104,000 (2016: £19,487,000) were past due but not impaired. These relate to independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:

		2016 £'000			2015 £'000
Up to 3 months past due			14,283			9,619
Over 3 months past due			5,204			5,612
​	​	​	​	​	​	​	​
			19,487			15,231
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Up to 3 months past due			20,670			14,283
Over 3 months past due			1,434			5,204
​	​	​	​	​	​	​	​
			22,104			19,487
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        As of 30 June 2016,2017, trade receivables of £6,451,000 (2015: £3,897,000)£14,113,000 (2016: £6,451,000) were impaired and fully provided for. The individually impaired receivables largely relate to a transfer fee receivable of £2,082,000 (€2,500,000) (2015: £1,773,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:£

		2016 £'000			2015 £'000
Up to 3 months			—			104
Over 3 months			6,451			3,793
​	​	​	​	​	​	​	​
			6,451			3,897
​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

2,197,000 (€2,500,000) (2016: £2,082,000 (€2,500,000)) due from one football club. The ageing of these receivables, based on due date, is as follows:

		2017 £'000			2016 £'000
Up to 3 months			5,519			—
Over 3 months			8,594			6,451
​	​	​	​	​	​	​	​
			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        Movements on the provision for impairment of trade receivables are as follows:

		2016 £'000			2015 £'000
Brought forward			3,897			4,759
Provision for receivables impairment			3,680			593
Receivables written off during the year as uncollectible			—			(16	)
Unused amounts reversed			(1,126	)		(1,439	)
​	​	​	​	​	​	​	​
Carried forward			6,451			3,897
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Brought forward			6,451			3,897
Provision for receivables impairment			336			3,680
Receivables offset against deferred revenue			6,807			—
Foreign exchange losses on retranslation			519			—
Unused amounts reversed			—			(1,126	)
​	​	​	​	​	​	​	​
Carried forward			14,113			6,451
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The creation and release of provision for impaired receivables have been included in 'other operating expenses' in the income statement (note 5).

        The other classes within trade and other receivables do not contain impaired assets.

c)     Liquidity risk

        The Group's policy is to maintain a balance of continuity of funding and flexibility through the use of secured term loan facilities, senior secured notes and other borrowings as applicable. The annual cash flow is cyclical in nature with a significant portion of cash inflows being received prior to the start of the playing season. Ultimate responsibility for liquidity risk management rests with the executive directors of Manchester United plc. The directors use management information tools including budgets and cash flow forecasts to constantly monitor and manage current and future liquidity.

        Cash flow forecasting is performed on a regular basis which includes rolling forecasts of the Group's liquidity requirements to ensure that the Group has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. The Group's borrowing facilities are described in note 24. Financing facilities have been agreed at appropriate levels having regard to the Group's operating cash flows and future development plans.

        Surplus cash held by the operating entities over and above that required for working capital management are invested by Group finance in interest bearing current accounts or money market deposits. As of 30 June 2016,2017, the Group held cash and cash equivalents of £229,194,000 (2015: £155,752,000)£290,267,000 (2016: £229,194,000).




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        The table below analyses the Group's non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

undiscounted cash flows including interest and therefore differs from the carrying amounts in the consolidated balance sheet.

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			205,831			18,811			2,043			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			224,798			37,801			42,796			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			225,791			41,905			50,566			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			118,898			43,104			6,753			—
Borrowings			16,418			16,442			51,637			512,682
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			135,316			59,546			58,390			512,682
Non-trading(2) and net settled derivative financial instruments:
cash outflow			3,321			3,318			9,904			16,483
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2015			138,637			62,864			68,294			529,165
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Less than 1 year £'000			Between 1 and 2 years £'000			Between 2 and 5 years £'000			Over 5 years £'000
Trade and other payables excluding social security and other taxes(1)			172,173			71,282			14,981			—
Borrowings			19,463			22,743			37,977			601,218
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			191,636			94,025			52,958			601,218
Non-trading(2) and net settled derivative financial instruments:
cash outflow			2,453			905			281			187
cash inflow			(1,253	)		—			—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2017			192,836			94,930			53,239			601,405
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Trade and other payables excluding social security and other taxes(1)			183,894			21,012			21,778			—
Borrowings			18,967			18,990			40,753			519,921
​	​	​	​	​	​	​	​	​	​	​	​	​	​
			202,861			40,002			62,531			519,921
Non-trading(2) and net settled derivative financial instruments:
cash outflow			6,685			4,812			7,770			7,770
cash inflow			(5,692	)		(708	)		—			—
​	​	​	​	​	​	​	​	​	​	​	​	​	​
At 30 June 2016			203,854			44,106			70,301			527,691
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

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(1)

Social security and other taxes are excluded from trade and other payables balance, as this analysis is required only for financial instruments.



(2)

Non-trading derivatives are included at their fair value at the balance sheet date.

31.2 Hedging activities

        The Group uses derivative financial instruments to hedge certain exposures, and has designated certain derivatives as hedges of cash flows (cash flow hedge).

        The Group hedges the foreign exchange risk on contracted future US dollar revenues whenever possible using the Group's US dollar net borrowings as the hedging instrument. The foreign exchange gains or losses arising on re-translation of the Group's US dollar net borrowings used in the hedge are initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. Commercialcommercial revenue), as the underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2016 to June 2021. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

underlying future US dollar revenues, which given the varying lengths of the commercial revenue contracts will be between July 2017 to June 2023. The foreign exchange gains or losses arising on re-translation of the Group's unhedged US dollar borrowings are recognized in the income statement immediately (within net finance costs). The table below details the net borrowings being hedged at the balance sheet date:

		2016 $'000			2015 $'000
USD borrowings			650,000			650,000
USD cash			(100,800	)		(138,500	)
​	​	​	​	​	​	​	​
Net USD debt			549,200			511,500
Hedged future USD revenues			(394,690	)		(470,404	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			154,510			41,096
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.3332			1.5712
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 $'000			2016 $'000
USD borrowings			650,000			650,000
Hedged USD cash			(125,300	)		(100,800	)
​	​	​	​	​	​	​	​
Net USD debt			524,700			549,200
Hedged future USD revenues			(299,533	)		(394,690	)
​	​	​	​	​	​	​	​
Unhedged USD borrowings			225,167			154,510
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
Closing USD exchange rate ($: £)			1.2988			1.3332
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The Group hedges its cash flow interest rate risk where appropriate using interest rate swaps at contract lengths consistent with the repayment schedule of the borrowings. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates. The effective portion of changes in the fair value of the interest rate swap areis initially recognized in other comprehensive income, rather than being recognized in the income statement immediately. Amounts previously recognized in other comprehensive income and accumulated in the hedging reserve are subsequently reclassified into the income statement in the same accounting period, and within the same income statement line (i.e. finance costs), as the underlying interest payments, which given the term of the swap will be between July 20162017 to June 2024. The following table details the interest rate swaps at the balance sheet date that are used to hedge borrowings:

		2016		2015
Principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

		2017		2016
Current principal value of loan outstanding ($'000)		225,000		225,000
Rate received		1 month $ LIBOR		1 month $ LIBOR
Rate paid		Fixed 2.032%		Fixed 2.032%
Expiry date		30 June 2024		30 June 2024

        As of 30 June 20162017 the fair value of the above interest rate swaps was a liability of £9,710,000 (2015: liability£655,000 (2016: £9,710,000).

        The Group seeks to hedge the majority of £111,000).the currency risk on revenue arising as a result of participation in UEFA competitions, either by using contracted future foreign currency expenses or by placing forward foreign exchange contracts, at the point at which it becomes reasonably certain that it will receive the revenue.




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Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        Details of movements on the hedging reserve are as follows:

		Future US dollar revenues £'000			Interest rate swap £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(27,925	)		—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(32,638	)		36			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			7,383			(111	)		7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange loss on hedged US dollar net borrowings			(49,808	)		—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(48,426	)		(9,599	)		(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

		Future US dollar revenues £'000			Interest rate swap £'000			Other £'000			Total, before tax £'000			Tax £'000			Total, after tax £'000
Balance at 1 July 2014			40,021			(147	)		—			39,874			(13,956	)		25,918
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(27,925	)		—			—			(27,925	)		9,774			(18,151	)
Reclassified to income statement			(4,713	)		2,060			—			(2,653	)		930			(1,723	)
Fair value movement			—			(2,024	)		—			(2,024	)		709			(1,315	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(31,638	)		36			—			(32,602	)		11,413			(21,189	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 1 July 2015			7,383			(111	)		—			7,272			(2,543	)		4,729
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(49,808	)		—			—			(49,808	)		17,431			(32,377	)
Reclassified to income statement			1,382			2,665			—			4,047			(1,416	)		2,631
Fair value movement			—			(12,264	)		—			(12,264	)		4,292			(7,972	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive loss			(48,426	)		(9,599	)		—			(58,025	)		20,307			(37,718	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			(41,043	)		(9,710	)		—			(50,753	)		17,764			(32,989	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Foreign exchange differences on hedged currency risks			(11,998	)		—			124			(11,874	)		3,775			(7,012	)
Reclassified to income statement			5,040			—			(275	)		4,765			(1,287	)		2,391
Fair value movement			—			9,055			—			9,055			(3,169	)		5,886
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Movement recognized in other comprehensive income			(6,958	)		9,055			(151	)		1,946			(681	)		1,265
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			(48,001	)		(655	)		(151	)		(48,807	)		17,083			(31,724	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​

        Based on exchange rates existing as of 30 June 2016,2017, a 10% appreciation of the UK pounds sterling compared to the US dollar would have resulted in a credit to the hedging reserve in respect of future US dollar revenues of approximately £26,913,000 (2015: £27,217,000).£20,966,000 (2016: £26,913,000) before tax. Conversely, a 10% depreciation of the UK pounds sterling compared to the US dollar would have resulted in a debit to the hedging reserve in respect of US dollar future revenues of approximately £32,894,000 (2015: £33,266,000).£25,625,000 (2016: £32,894,000) before tax.

31.3 Capital risk management

        The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to shareholders through the optimisation of the debt and equity balance. Capital is calculated as "equity attributable to owners of the parent""equity" as shown in the balance sheet plus net debt. Net debt is calculated as total borrowings (including "current and non-current borrowings" as shown in the balance sheet) less cash and cash equivalents and is used by management in monitoring the net indebtedness of the Group. A reconciliation of net debt is shown in note 24.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries. As of 30 June 2016,2017, the Group was in compliance with all covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.




Table of Contents


Notes to the consolidated financial statements (Continued)

31 Financial risk management (Continued)senior secured notes.

31.4 Fair value estimation

        The following table presents the financial instruments carried at fair value. The different levels used in measuring fair value have been defined as follows:

•

Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities;



•

Level 2—inputs other than quoted prices included within Levellevel 1 that are observable for the asset or liability, either directly (i.e.(that is, as prices) or indirectly (i.e.(that is, derived from prices);



•

Level 3—inputs for the asset or liability that are not based on observable market data (i.e.(that is, unobservable inputs).

		2016 £'000			2015 £'000
Assets
Derivative financial assets at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			5,248			27
Forward foreign exchange contracts			6,400			—
Liabilities
Derivative financial liabilities designated as cash flow hedges (note 18):
Interest rate swaps			(9,710	)		(111	)
Derivative financial liabilities at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			—			(67	)
Forward foreign exchange contracts			(3,727	)		(5,557	)
​	​	​	​	​	​	​	​
			(1,789	)		(5,708	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000
Assets
Derivatives at fair value through profit or loss (note 18):
Embedded foreign exchange derivatives			1,714			5,248
Forward foreign exchange contracts			3,170			6,400
Liabilities
Derivative used for hedging (note 18):
Interest rate swaps			(655	)		(9,710	)
Derivatives at fair value through profit or loss (note 18):
Forward foreign exchange contracts			(1,253	)		(3,727	)
​	​	​	​	​	​	​	​
			2,976			(1,789	)
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

        The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is categorised as Level 2.

        All of the financial instruments detailed above are categorised as Level 2. Specific valuation techniques used include:

•

The fair value of embedded foreign exchange derivatives is determined as the change in the fair value of the embedded derivative at the contract inception date and the fair value of the embedded derivative at the balance sheet date; the fair value of the embedded derivative is determined using forward exchange rates with the resulting value discounted to present value;



•

The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value;



•

The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.




Table of Contents


Notes to the consolidated financial statements (Continued)

32 Related party transactions

        The immediate parent undertaking of Manchester United plc is Red Football LLC, a company incorporated in the state of Delaware. The ultimate parent undertakingTrusts and controlling party is Red Football Limited Partnership, a limited partnership formed in the state of Nevada, United States of America whose general partner is Red Football General Partner, Inc., a corporation formed in the state of Nevada, United States of America. Red Football Limited Partnership and Red Football General Partner, Inc. areother entities controlled by family trusts affiliated with thesix lineal descendants of Mr. Malcolm Glazer family.

        Mr. Kevin Glazer, a directorcollectively own 7.51% of our issued and outstanding Class A ordinary shares and all of our issued and outstanding Class B ordinary shares, representing 97.10% of the Company, and certain membersvoting power of his immediate family held an interest in the Group's US dollar denominated senior secured notes due 2017, however, they ceased to hold any the notes on 26 June 2015 when the notes were repaid in full. The US dollar denominated notes had a fixed coupon rate of 8.375%. Interest payable to Mr. Kevin Glazer and certain members of his immediate family during the year amounted to £nil (2015: £302,000; 2014: £372,000) of which £nil (2015: £nil; 2014: £146,000) was accrued at the year end.our outstanding capital stock.

33 Subsidiaries

        The following companies are the subsidiary undertakings of the Company as of 30 June 2016:2017:

Subsidiaries		Principal activity		Issued share capital		Description of share classes owned
Red Football Finance Limited*		Finance company		USD 0.01		100% Ordinary
Red Football Holdings Limited*		Holding company		GBP 150,000,001		100% Ordinary
Red Football Shareholder Limited		Holding company		GBP 99		100% Ordinary
Red Football Joint Venture Limited		Holding company		GBP 99		100% Ordinary
Red Football Limited		Holding company		GBP 99		100% Ordinary
Red Football Junior Limited		Holding company		GBP 100		100% Ordinary
Manchester United Limited		Commercial company		GBP 26,519,248		100% Ordinary
Alderley Urban Investments Limited		Property investment		GBP 2		100% Ordinary
Manchester United Commercial Enterprises (Ireland) Limited		Property investment		EUR 13Dormant company		100% Ordinary
Manchester United Football Club Limited		Professional football club		GBP 1,008,546		100% Ordinary
Manchester United Interactive Limited		MediaDormant company		GBP 10,000100% Ordinary
MU 099 Limited		Dormant company		100% Ordinary
MU Commercial Holdings Limited		Holding company		GBP 101		100% Ordinary
MU Commercial Holdings Junior Limited		Holding company		GBP 101		100% Ordinary
MU Finance plc		Debt-holding company		GBP 15,000,000		100% Ordinary
MU RAML Limited		Retail and licensing company		GBP 100		100% Ordinary
MUTV Limited		Subscription TV channel		GBP 2,401		100% Ordinary

---

*

Direct investment of Manchester United plc, others are held by subsidiary undertakings.

        All of the above are incorporated and operate in England and Wales, with the exception of Red Football Finance Limited which is incorporated and operates in the Cayman Islands and Manchester United Commercial Enterprises (Ireland) Limited which is incorporated and operates in Ireland. The registered office or principal executive office of all the above, with the exception of Manchester United




Table of Contents


Notes to the consolidated financial statements (Continued)

33 Subsidiaries (Continued)

Commercial Enterprises (Ireland) Limited, is Sir Matt Busby Way, Old Trafford, Manchester, M16 0RA, United Kingdom. The registered office of Manchester United Commercial Enterprises (Ireland) Limited is 4^th Floor, 8-34 Percy Place, Ballsbridge, Dublin 4, Republic of Ireland.

34 Events after the balance sheet date

34.1 Registrations

        The playing registrations of certain footballers have been disposed of, subsequent to 30 June 2016,2017, for total proceeds, net of associated costs, of £7,717,000.£19,941,000. This amount includes any contingent consideration receivable after 30 June 2017 in respect of previous playing registration disposals. The associated net book value was £126,000.£2,844,000.




Table of Contents


Notes to the consolidated financial statements (Continued)

34 Events after the balance sheet date (Continued)

        Subsequent to 30 June 20162017 the playing registrations of certain players were acquired or extended for a total consideration, including associated costs, of £160,565,000. No payments£126,793,000. Payments are due overwithin the next 5 years.

34.2 Secondary offering

        On 9 August 2017, Manchester United plc entered into an underwriting agreement relating to the sale of 5,000,000 of our Class A Ordinary Shares by Red Football LLC pursuant to a public offering. The Group did not receive any of the proceeds from the sale of these shares.

35 Additional information—Financial Statement Schedule I

        Schedule I has been provided pursuant to the requirements of Securities and Exchange Commission ("SEC") Regulation S-X Rule 12-04(a), which require condensed financial information as to financial position, cash flows and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented, as the restricted net assets of Manchester United plc's consolidated subsidiaries as of 30 June 20162017 exceeded the 25% threshold.

        As of 30 June 2016,2017, the Group had total borrowings of £490.1£503.4 million (2015: £411.0(2016: £490.1 million). As described in note 24 above, the Group's revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notessenior secured notes each contain certain covenants that restrict the activities of Red Football Limited and its subsidiaries, including restricted payment covenants. The restricted payment covenants allow dividends in certain circumstances, including to the extent dividends do not exceed 50% of the cumulative consolidated net income of Red Football Limited and its restricted subsidiaries, provided there is no event of default and Red Football Limited is able to meet the principal and interest payments on its debt under a fixed charge coverage test. As of 30 June 2016,2017, the Group was in compliance with the restricted payment covenants and all other covenants under its revolving facility, the secured term loan facility and the note purchase agreement governing the 2027 Notes.senior secured notes.

        Certain information and footnote disclosures normally included in financial statements prepared in accordance with International Financial Reporting Standards have been condensed or omitted. The footnote disclosures contain supplemental information only and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements.

        The condensed financial information has been prepared using the same accounting policies as set out in the consolidated financial statements, except that investments in subsidiaries are included at cost less any provision for impairment in value.

        As of 30 June 2017, 2016 2015 and 20142015 there were no material contingencies, significant provisions of long-term obligations, mandatory dividend or redemption requirements of redeemable stocks or guarantees of the Company, except for those which have been separately disclosed in the consolidated financial statements, if any.

        During the year ended 30 June 2016,2017, cash dividends of £0.12equivalent to $0.18 (2016: $0.18; 2015: $nil) per share were declared and paid by the Company. During the years ended 30 June 2015 and 2014, no cash dividendsThe pounds sterling equivalents were declared and paid by the Company.£0.14 (2016: £0.12; 2015: £nil) per share.




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed income statement of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Revenue			—			—			—
Operating expenses			(84	)		(144	)		(682	)
Exceptional items			—			(1,089	)		—
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(84	)		(1,233	)		(682	)
Finance costs			—			—			(15	)
Income from shares in group undertakings			20,084			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			20,000			(1,233	)		(697	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			20,000			(1,233	)		(697	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Revenue						—			—
Operating expenses			(2,013	)		(84	)		(144	)
Exceptional items			—			—			(1,089	)
​	​	​	​	​	​	​	​	​	​	​
Operating loss			(2,013	)		(84	)		(1,233	)
Income from shares in group undertakings			23,295			20,084			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) on ordinary activities before tax			21,282			20,000			(1,233	)
Tax expense			—			—			—
​	​	​	​	​	​	​	​	​	​	​
Profit/(loss) for the year			21,282			20,000			(1,233	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        There were no items of other comprehensive loss or income in the years ended 30 June 2017, 2016 2015 or 20142015 and therefore no statement of comprehensive income has been presented.

Condensed balance sheet of the Company

		As of 30 June
		2016 £'000			2015 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Current tax receivable			124			—
Cash and cash equivalents			221			224
​	​	​	​	​	​	​	​
			345			224
​	​	​	​	​	​	​	​
Total assets			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			52			52
Share premium			68,822			68,822
Retained earnings			248,140			246,429
​	​	​	​	​	​	​	​
			317,014			315,303
​	​	​	​	​	​	​	​
Current liabilities
Other payables			2,596			4,186
​	​	​	​	​	​	​	​
			2,596			4,186
​	​	​	​	​	​	​	​
Total equity and liabilities			319,610			319,489
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​

		As of 30 June
		2017 £'000			2016 £'000
ASSETS
Non-current assets
Investment in subsidiaries			319,265			319,265
​	​	​	​	​	​	​	​
			319,265			319,265
​	​	​	​	​	​	​	​
Current assets
Other receivables			1,123			124
Cash and cash equivalents			522			221
​	​	​	​	​	​	​	​
			1,645			345
​	​	​	​	​	​	​	​
Total assets			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
EQUITY AND LIABILITIES
Equity
Share capital			53			52
Share premium			68,822			68,822
Retained earnings			248,314			248,140
​	​	​	​	​	​	​	​
			317,189			317,014
​	​	​	​	​	​	​	​
Current liabilities
Other payables			3,721			2,596
​	​	​	​	​	​	​	​
			3,721			2,596
​	​	​	​	​	​	​	​
Total equity and liabilities			320,910			319,610
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​




Table of Contents


Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of changes in equity of the Company

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2013			52			68,822			245,869			314,743
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(697	)		(697	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			(697	)		(697	)
Equity-settled share based payments			—			—			1,138			1,138
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​

Condensed statement of cash flows of the Company

		Year ended 30 June
		2016 £'000			2015 £'000			2014 £'000
Cash flows from operating activities
Profit/(loss) before tax			20,000			(1,233	)		(697	)
Net finance costs			—			—			15
Equity-settled share-based payments			1,795			1,352			1,138
Increase in other receivables			(124	)		—			—
Decrease in other payables			(1,590	)		(101	)		(467	)
​	​	​	​	​	​	​	​	​	​	​
Cash generated from/(used in) operations			20,081			18			(11	)
Interest paid			—			—			(15	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) operating activities			20,081			18			(26	)
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from/(used in) financing activities			(20,084	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Net (decrease)/increase in cash and cash equivalents			(3	)		18			(26	)
Cash and cash equivalents at beginning of year			224			206			232
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			221			224			206
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		Share capital £'000			Share premium £'000			Retained earnings £'000			Total equity £'000
Balance at 1 July 2014			52			68,822			246,310			315,184
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss for the year			—			—			(1,233	)		(1,233	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive loss for the year			—			—			(1,233	)		(1,233	)
Equity-settled share based payments			—			—			1,352			1,352
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2015			52			68,822			246,429			315,303
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			20,000			20,000
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			20,000			20,000
Equity-settled share based payments			—			—			1,795			1,795
Dividends paid			—			—			(20,084	)		(20,084	)
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2016			52			68,822			248,140			317,014
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Profit for the year			—			—			21,282			21,282
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Total comprehensive income for the year			—			—			21,282			21,282
Equity-settled share based payments			—			—			2,187			2,187
Dividends paid			—			—			(23,295	)		(23,295	)
Proceeds from shares issued			1			—			—			1
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Balance at 30 June 2017			53			68,822			248,314			317,189
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​




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Notes to the consolidated financial statements (Continued)

35 Additional information—Financial Statement Schedule I (Continued)

Condensed statement of cash flows of the Company

		Year ended 30 June
		2017 £'000			2016 £'000			2015 £'000
Cash flows from operating activities
Profit/(loss) before tax			21,282			20,000			(1,233	)
Adjustments for:
Equity-settled share-based payments			2,187			1,795			1,352
Foreign exchange losses on operating activities			42			—			—
Changes in working capital:
Other receivables			(998	)		(124	)		—
Other payables			1,125			(1,590	)		(101	)
​	​	​	​	​	​	​	​	​	​	​
Net cash generated from operating activities			23,638			20,081			18
​	​	​	​	​	​	​	​	​	​	​
Cash flows from financing activities
Dividends paid			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net cash used in financing activities			(23,295	)		(20,084	)		—
​	​	​	​	​	​	​	​	​	​	​
Net increase/(decrease) in cash and cash equivalents			343			(3	)		18
Cash and cash equivalents at beginning of year			221			224			206
Exchange losses on cash and cash equivalents			(42	)		—			—
​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents at end of year			522			221			224
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

        The following reconciliations are provided as additional information to satisfy the Schedule I SEC requirements for parent-only financial information.

		2016 £'000			2015 £'000			2014 £'000
IFRS (loss)/profit reconciliation:
Parent only—IFRS profit/(loss) for the year			20,000			(1,233	)		(697	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			16,371			338			24,532
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			36,371			(895	)		23,835
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,014			315,303			315,184
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			141,268			162,615			183,466
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			458,282			477,918			498,650
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​

		2017 £'000			2016 £'000			2015 £'000
IFRS profit/(loss) reconciliation:
Parent only—IFRS profit/(loss) for the year			21,282			20,000			(1,233	)
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			17,895			16,371			338
​	​	​	​	​	​	​	​	​	​	​
Consolidated IFRS profit/(loss) for the year			39,177			36,371			(895	)
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
IFRS equity reconciliation:
Parent only—IFRS equity			317,189			317,014			315,303
Additional profit if subsidiaries had been accounted for on the equity method of accounting as opposed to cost			160,428			141,268			162,615
​	​	​	​	​	​	​	​	​	​	​
Consolidated—IFRS equity			477,617			458,282			477,918
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​




Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 15 September 2016		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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Table of Contents


EXHIBITS


	1.1		Amended and Restated Memorandum and Articles of Association of Manchester United plc dated as of 8 August 2012 (included as Exhibit 3.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	2.1		Specimen Ordinary Share Certificate of Manchester United plc (included as Exhibit 4.1 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 30 July 2012, as amended).
	4.1		Agreement, dated 19 May 2008, between The Royal Bank of Scotland plc, as agent for National Westminster Bank plc, and Alderley Urban Investments (included as Exhibit 10.3 to our Registration Statement on Form F-1/A (File No. 333-182535), filed with the SEC on 16 July 2012, as amended).
	4.2		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 11 August 2014, between Red Football Limited and Bank of America, N.A., as Agent and Original Lender (included as Exhibit 4.1 to our Report on Form 6-K (File No. 001-35627), filed with the SEC on 12 August 2014).
	4.3		Amendment and Restatement Agreement relating to the Secured Term Facility, dated 15 May 2015, among Red Football Limited, Bank of America, N.A., as Original Agent, and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.1 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.44.3		Revolving Facilities Agreement, dated 22 May 2015, among Red Football Limited, MU Finance plc, the guarantors party thereto, Bank of America, N.A., as Arranger, the Original Lenders named therein, and Bank of America Merrill Lynch International Limited, as Agent and Security Trustee (included as Exhibit 10.2 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.54.4		Note Purchase Agreement, dated 27 May 2015, among MU Finance plc, the guarantors party thereto, the purchasers listed therein and the Bank of New York Mellon, as Paying Agent (included as Exhibit 4.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.64.5		Term Facility Amendment Letter, dated 26 June 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 10.3 to our Registration Statement on Form F-3 (File No. 333-206985), filed with the SEC on 17 September 2015).
	4.74.6		Second Term Facility Amendment Letter, dated 11 September 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.7 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.84.7		Revolving Facilities Amendment Letter, dated 7 October 2015, between Red Football Limited and Bank of America Merrill Lynch International Limited, as Agent and Lender (included as Exhibit 4.8 to our Annual Report on Form 20-F (File No. 333-183277), filed with the SEC on 15 October 2015).
	4.94.8		2012 Equity Incentive Award Plan (included as Exhibit 4.2 to our Registration Statement on Form S-8 (File No. 333-183277), filed with the SEC on 13 August 2012).
	4.104.9		Premier League Handbook, Season 2015/162016/17 (included as Exhibit 4.11 to our Annual Report on Form 20-F (File No. 001-35627), filed with the SEC on 15 October 2015)September 2016).
	4.114.10		Premier League Handbook, Season 2016/17.

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Table of Contents2017/18.

	8.1		List of significant subsidiaries (included in note 33 to our audited consolidated financial statements included in this Annual Report).
	12.1		Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
	12.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.

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Table of Contents

	13.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	13.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	15.1		Consent of PricewaterhouseCoopers LLP.

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Table of Contents


SIGNATURES


        The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

		Manchester United plc (Registrant)
Date: 13 October 2017		By:		/s/ EDWARD WOODWARD
				Name:		Edward Woodward
				Title:		Executive Vice Chairman

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