Share Name Share Symbol Market Type Share ISIN Share Description
Hostelworld Group Plc LSE:HSW London Ordinary Share GB00BYYN4225 ORD EUR0.01
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.60 1.03% 58.80 58.10 59.00 60.30 55.50 59.90 423,268 16:35:07
Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Travel & Leisure 68.3 2.5 7.4 7.5 56

Hostelworld Group PLC Publication of Annual Report and Notice of AGM

26/03/2020 3:46pm

UK Regulatory (RNS & others)

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RNS Number : 7590H

Hostelworld Group PLC

26 March 2020

LEI: 213800OC94PF2D675H41

26 March 2020

Hostelworld Group plc

("Hostelworld" or the "Company")

Publication of Annual Report for 2019 and Notice of 2020 Annual General Meeting

Annual Report and Accounts

Hostelworld, the world's leading hostel-focused online booking platform, is pleased to announce that its Annual Report 2019 has been posted or is being made available to shareholders today.

Annual General Meeting

The Company confirms that its Annual General Meeting will be held at 12 noon on 27 April 2020 at the offices of the Company, Floor 2, One Central Park, Leopardstown, Dublin 18, Ireland. A Circular containing the Chairman's Letter and Notice of 2020 Annual General Meeting and Form of Proxy has also been posted or is being made available to shareholders today. As announced earlier today, the Directors of Hostelworld have resolved to cancel the final dividend for the year ended 31 December 2019. Accordingly, the Directors are not proposing a resolution to approve the final dividend at the Annual General Meeting.

We are closely monitoring the Coronavirus (COVID-19) situation. The Board takes its responsibility to safeguard the health of its shareholders, stakeholders and employees very seriously and so the holding of the AGM will be kept under review in line with the Health Service Executive ("HSE") guidance. I n order to safeguard the well-being of our shareholders and employees, we are encouraging shareholders to appoint the Chairman as their proxy (either electronically or by post) with their voting instructions rather than attend the AGM in person. Further details regarding the process to vote by proxy are set out in the Circular containing the Chairman's Letter and Notice of 2020 Annual General Meeting.

Documents available for inspection

The following documents:

   --    Annual Report 2019; 
   --    Circular containing the Chairman's Letter and Notice of 2020 Annual General Meeting; 
   --    Form of Proxy; 

have been submitted to the UK Listing Authority via the National Storage Mechanism, and the Irish Stock Exchange (trading as Euronext Dublin), and will shortly be available for inspection at the following locations:

and at:

Companies Announcements Office

Euronext Dublin

28 Anglesea Street

Dublin 2

The Annual Report 2019, the Circular containing the Chairman's Letter and Notice of the 2020 Annual General Meeting and the Form of Proxy are also available on the Company's website at .

Regulated Information

The information set out in the Appendix, which is extracted from the Annual Report 2019, is included for the purposes of complying with DTR 6.3.5 and its requirements on how to make public annual financial reports. The information in the Appendix should be read in conjunction with the Company's preliminary results for the year ended 31 December 2019 released on 4 March 2020 which can be viewed at . Together, these constitute the material required by DTR 6.3.5 to be communicated in unedited full text through a Regulatory Information Service.


Hostelworld Group plc

TJ Kelly, Chief Financial Officer

John Duggan, Company Secretary

Tel: +353 (0) 1 498 0700


Directors' Responsibilities Statement

The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare Financial Statements for each financial year. Under that law the Directors are required to prepare the Group Financial Statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and Article 4 of the IAS Regulation and have elected to prepare the parent Company Financial Statements in accordance with FRS 101 Reduced Disclosure Framework ("Relevant Financial Reporting Framework") and applicable law. Under company law the Directors must not approve the Financial Statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group for that period.

In preparing the parent Company Financial Statements, the Directors are required to:

> Select suitable accounting policies and then apply them consistently;

> Make judgments and accounting estimates that are reasonable and prudent;

>State whether financial reporting standard 101 reduced disclosures framework has been followed, subject to any material departures disclosed and explained in the financial statements; and

> Prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

In preparing the Group Financial Statements, International Accounting Standard 1 requires that Directors:

> Properly select and apply accounting policies;

> Present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

> Provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the Group's financial position and financial performance; and

> Make an assessment of the Company's ability to continue as a going concern.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the Financial Statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of Financial Statements may differ from legislation in other jurisdictions.

Responsibility Statement

We confirm that to the best of our knowledge:

> The Financial Statements, prepared in accordance with the Relevant Financial Reporting Framework, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole;

> The Strategic Report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and

> The Annual Report and Financial Statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company's position and performance, business model and strategy.

This responsibility statement was approved by the Board of Directors on 3 March 2020 and is signed on its behalf by:

John Duggan

Company Secretary

3 March 2020

Principal Risks and Uncertainties

The Board takes overall responsibility for identifying the nature and extent of the risks to be managed by the Group to ensure the successful delivery of its strategic and business priorities. The Audit Committee monitors certain risk areas and the internal control system, as set out in the report on governance.

The Group's risk register identifies key risks including any emerging risks and monitors progress in managing and mitigating these risks and is reviewed regularly during the year by the Audit Committee and at least annually by the Board. There was significant focus on emerging risks as part of the risk assessment review and the Board is satisfied that there has been a thorough process carried out to identify emerging risks and put in place remedial actions to manage or mitigate those risks. The most material risks facing the Group including any emerging risks are set out in the table below, together with comments on how they are managed to minimise their potential impact. While the table below is not prioritised nor an exhaustive list of all risks that may impact the Group, it is the Board's view of the principal and emerging risks at this point in time. Individually or together, these risks could affect our ability to operate as planned, and could have a significant impact on revenue and shareholder returns. Additional risks and uncertainties, including those that have not been identified to date or are currently deemed immaterial, may also, individually or together, have a negative impact on our revenue, returns, or financial condition.

The Board also considered its obligations in relation to providing both the annual viability and going concern statements and it conclusions can be found on page 37 and note 1 to the Consolidated Financial Statements respectively.

Material risks:

 No.   Category          Description and Impact       Management and Mitigation 
 1.    Macroeconomic     Revenue is derived from      Our business is a global 
        conditions       the                           one, with a dispersed 
                         wider leisure travel          population of users, and 
                         sector.                       a geographically dispersed 
                         Perceived or actual           set of destinations. Whilst 
                         economic                      market conditions may 
                         conditions, including         decline in certain regions, 
                         slowing                       the globally diversified 
                         or negative economic          nature of the business 
                         growth,                       significantly mitigates 
                         rising unemployment rates,    this, with c.50% of destination 
                         weakening                     markets in Europe and 
                         currencies, higher taxes      c.50% in rest of world. 
                         or                            FX movements may impact 
                         tariffs could impair          travel decisions and travel 
                         customer                      patterns by customers, 
                         spending and adversely        but typically there is 
                         affect                        a degree of counterbalancing 
                         travel demand. In             movement e.g. the weakening 
                         addition,                     of the US dollar against 
                         events beyond our control     the euro means fewer US 
                         such                          travellers visiting the 
                         as unusual or extreme         Eurozone, but decreased 
                         weather,                      marketing costs from US 
                         travel related health         denominated suppliers 
                         concerns                      such as Google. 
                         including pandemics and       FX translation risk is 
                         epidemics                     mitigated through matching 
                         or travel-related             foreign currency cash 
                         accidents                     outflows and foreign currency 
                         can disrupt travel and        cash inflows and by minimising 
                         result                        holdings of excess non-euro 
                         in declines in travel         currency above anticipated 
                         demand.                       outflow requirements. 
                         Because these events or 
                         are largely unpredictable, 
                         customer demand and 
                         they can adversely affect 
                         business and results of 
                         Significant movements in 
                         rates can have a dramatic 
                         on travel volumes, 
                         and travel patterns. 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 2.    Impact of         The continued threat of      Our target 18-34 year 
        terrorism        terrorist                     old population tend to 
        threat on        attacks in key cities and     be both flexible as to 
        leisure travel   on                            destination, and less 
                         aircraft in flight may        concerned about risk-taking 
                         reduce                        than other sectors in 
                         the appetite of the           the leisure travel industry. 
                         leisure                       The dispersed nature of 
                         traveller to undertake        our business also acts 
                         trips                         as a mitigant, with c.50% 
                         particularly to certain       of destination markets 
                         geographies,                  in Europe and c.50% in 
                         resulting in declining        rest of world. 
                         Increased incidence of 
                         impacts consumer 
                         and can shift demand away 
                         certain destinations. 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 3.    Competition       The business operates in a        We continue to execute 
                         highly                            on our roadmap for growth 
                         competitive marketplace           and capitalise on our 
                         and                               unique market position, 
                         our relative scale and            this involves: 
                         size                               *    Investing in leveraging the Group's unique data 
                         could impact our ability                assets allowing it to target and grow the most 
                         to                                      profitable customer segments by optimising its 
                         keep pace with changes in               overall marketing investment. 
                         behaviour and technology 
                         change.                            *    Continue to strengthen the Group's core platform in 
                         Failure to continue to                  order to improve its flexibility and the experience 
                         innovate                                of our customers while also upgrading our third-party 
                         on our product offering                 platform connectivity in order to defend our 
                         and                                     competitive position. 
                         to compete effectively in 
                         marketplace could have an          *    Continue to focus on expanding our global footprint, 
                         adverse                                 meeting emerging demand and also strengthening our 
                         effect on our market share              overall product offering. 
                         the future growth of the 
                         Increased competition from 
                         online travel agents 
                         or from the alternative 
                         sector via websites, or a 
                         new entrant such as large 
                         chains into the hostel 
                         or loss of key 
                         suppliers could impact 
                         due to potential loss of 
                         and/or could increase 
                         and therefore customer 
                         costs. Demand for our 
                         could suffer, reducing 
                         and margins. 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 4.    Search Engine     A large proportion of        The Group invests heavily 
        Algorithms       traffic                       in recruiting and retaining 
                         to our websites is            key personnel with the 
                         generated                     requisite skills and capabilities 
                         through internet search       in paid and non paid search. 
                         engines                       This in-house expertise 
                         such as Google, from          is supplemented by the 
                         non-paid                      deployment of leading 
                         (organic) searches and        technology tools. 
                         the purchase of               The search marketing team 
                         travel-related                works closely with Google 
                         keywords (paid search). We    to understand any changes 
                         therefore                     in functionality to the 
                         rely significantly on         adwords platform so that 
                         practices                     we can avail of any efficiencies 
                         such as Search Engine         in our search traffic. 
                         Optimisation                  The Group participates 
                         ("SEO") and Search Engine     in alpha and beta feature 
                         Marketing                     tests that give Hostelworld 
                         ("SEM") to improve our        first mover advantage 
                         visibility                    with new functionality 
                         in relevant search            that can help drive efficiency. 
                         Search engines, including 
                         frequently update and 
                         the logic that determines 
                         placement and display of 
                         of a user's search, which 
                         negatively impact 
                         of our paid and organic 
                         in search results. This 
                         result in a decrease in 
                         and thus revenue. It could 
                         result in having to 
                         free traffic with paid 
                         which would negatively 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 5.    Brand             Consumer trust in our        We are focussed on investing 
                         brand                         in our core products, 
                         is essential to ongoing       platform and technological 
                         revenue                       capabilities to support 
                         growth. Negative publicity    our brand proposition 
                         around                        as well as actively managing 
                         our products or services      our brand portfolio through 
                         could                         social media channels. 
                         negatively impact on          Our customer service team 
                         traveller                     strive to ensure that 
                         and accommodation provider    customers have a positive 
                         confidence                    experience at all stages 
                         and result in loss of         of interacting with us. 
                         revenue.                      The Group has a Crisis 
                                                       Management Policy in place 
                                                       which includes appropriate 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 6.    Data Security     We capture personal data     Hostelworld works closely 
                         from                          with internal and external 
                         our customers, including      audit functions to ensure 
                         credit                        that our system architectures, 
                         card details and retain       work processes and policies 
                         this                          are in place to provide 
                         on our systems. There is      as much protection as 
                         always                        possible . 
                         a risk of a cyber security    Hostelworld continues 
                         related                       to be fully compliant 
                         attack or disruption,         with the guidelines of 
                         including                     the payment card industry 
                         by criminals, hacktivists     (i.e. is "Level 1 PCI 
                         or                            compliant"), and is in 
                         foreign governments on our    the process of implementing 
                         systems                       its compliance obligations 
                         or those of third party       in connection with certain 
                         suppliers.                    aspects of Payment Services 
                         Cybercrime including          Directive 2 ("PSD2") as 
                         unauthorised                  it relates to customer 
                         access to confidential        payment authorisation 
                         information                   requirements. Specifically, 
                         and systems would have        the Group will be required 
                         significant                   to facilitate the implementation 
                         reputational impact and       of certain customer authentication 
                         could                         security measures by its 
                         result in financial and/or    payment processor, issuing 
                         other                         banks and card schemes. 
                         penalties.                    We have implemented a 
                                                       comprehensive privacy 
                                                       compliance programme to 
                                                       align with our on-going 
                                                       obligations under GPDR 
                                                       and have invested in our 
                                                       own data protection resources 
                                                       to monitor compliance. 
                                                       Our Data Protection Officer 
                                                       is responsible for informing, 
                                                       advising and monitoring 
                                                       compliance on all matters 
                                                       relating to the protection 
                                                       of personal data in the 
                                                       Company. We regularly 
                                                       review our employee information 
                                                       security policy and we 
                                                       continue to invest in 
                                                       security training for 
                                                       all staff so that they 
                                                       remain vigilant and alert 
                                                       to the possibility of 
                                                       For 2020, Hostelworld 
                                                       plan to migrate parts 
                                                       of the e-commerce platform 
                                                       to the Cloud. Whilst risk 
                                                       is minimal, there still 
                                                       is risk that security 
                                                       gaps may manifest during 
                                                       the migration. 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 7.    Regulation        The global nature of our     We monitor regulatory 
                         business                      matters in locations in 
                         means we are exposed to       which we provide services 
                         issues                        with a particular focus 
                         regarding competition,        on those areas where we 
                         licensing                     have local operations. 
                         of local accommodation,       Suitable experienced resources 
                         language                      have been engaged to ensure 
                         usage, web-based trading,     consumer compliance requirements, 
                         consumer                      compliance with the Listing 
                         compliance, tax,              Rules, the FRC Corporate 
                         intellectual                  Governance Code and the 
                         property, trademarks, data    Market Abuse Regulations. 
                         security                      Developments to international 
                         and commercial disputes in    laws and regulations continue 
                         multiple                      to be closely monitored 
                         jurisdictions.                as Brexit proceeds. The 
                         The recent investigation      Group's multinational 
                         by                            structure with Head Office 
                         UK Competition and Markets    in Dublin provides some 
                         Authority                     natural mitigation to 
                         (CMA) into clarity,           the potential impact. 
                         accuracy                      A detailed analysis of 
                         and presentation of           the Group's practices 
                         information                   by a number of senior 
                         on OTA sites could impact     executives in the Group 
                         revenue.                      's Legal, Marketing and 
                                                       Product departments concluded 
                         In addition, as a listed      that a limited number 
                         company                       of amendments to the Group's 
                         on the London and Euronext    online sales practices 
                         Irish                         was required in order 
                         Stock Exchanges, adherence    to achieve substantial 
                         to                            compliance with the CMA's 
                         the Listing Rules is          written guidelines. 
                         Compliance with new 
                         can mean incurring 
                         costs, and non-compliance 
                         result in penalties and 
                         Uncertainty remains as to 
                         impact of Brexit on UK and 
                         laws and regulations 
                         matters such as travel 
                         or work visas for our UK 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 8.    Tax               The taxation of e-commerce   In collaboration with 
                         businesses                    our tax advisers, a large 
                         is constantly being           professional services 
                         evaluated                     firm, we assess possible 
                         and developed by tax          tax impacts in the jurisdictions 
                         authorities                   in which we operate to 
                         around the world. The         ensure our tax obligations 
                         taxation                      are aligned to the operational 
                         of online transactions in     nature of our business. 
                         travel space remains 
                         Due to the global nature 
                         our business, tax 
                         in other jurisdictions may 
                         that taxes are due in 
                         jurisdiction, for example 
                         the customer is resident 
                         that jurisdiction or the 
                         service is deemed to be 
                         in such jurisdiction. If 
                         tax authorities take a 
                         view than the Group as to 
                         basis on which the Group 
                         subject to tax, it could 
                         in the Group having to 
                         for tax that it currently 
                         not collect or pay, which 
                         have a material adverse 
                         on the Group's financial 
                         and results of operation 
                         it could not reclaim taxes 
                         accounted for in the 
                         the Group considers 
                         Changes to tax legislation 
                         the interpretation of tax 
                         or changes to tax laws 
                         on recommendations made by 
                         OECD in relation to its 
                         Plan on Base Erosion and 
                         Shifting ("BEPS") or 
                         governments may result in 
                         material tax being 
                         by the Group or additional 
                         and disclosure 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 9.    Business          Failure in our IT systems    As an e-commerce organisation, 
        Continuity       or                            the Group's business continuity 
                         those on which we rely        plan focusses on the continued 
                         such                          operation of consumer 
                         as third party hosted         facing products and related 
                         services                      services to ensure our 
                         could disrupt availability    e-commerce trading systems 
                         of                            can continue to process 
                         our booking engines and       bookings. Our fully distributed 
                         payments                      and redundant architecture 
                         platforms, or availability    across two data centres 
                         of                            based in two different 
                         administrative services at    countries supports this 
                         our                           approach. The Group has 
                         office locations, with an     worked with external advisers 
                         adverse                       to produce robust documented 
                         impact to our customer        business continuity and 
                         service.                      disaster recovery capabilities. 
                                                       We have also extended 
                                                       our eCommerce Business 
                                                       Continuity Plans ("BCP") 
                                                       to include our corporate 
                                                       offices . 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 10.   People            The Group is dependent on    The Group has developed 
                         ability                       stronger recruitment processes 
                         to attract, retain and        supported by effective 
                         develop                       HR policies and procedures. 
                         creative, committed and       The Group has an increased 
                         skilled                       focused on understanding 
                         employees so as to achieve    the drivers of employee 
                         its                           engagement, this has informed 
                         strategic objectives.         the development of its 
                                                       Employee Value Proposition, 
                                                       aimed at attracting the 
                                                       right calibre of talent, 
                                                       driving levels of motivation, 
                                                       retention and alignment 
                                                       and commitment to the 
                                                       Group's strategic goals. 
                                                       The Group also operates 
                                                       from five global offices, 
                                                       which provides flexibility 
                                                       for location of recruitment 
                                                       of key talent, thereby 
                                                       opening up a larger pool 
                                                       of talent for selection. 
                                                       A non-executive director 
                                                       has been designated to 
                                                       fulfil the workforce engagement 
                                                       role as set out in the 
                                                       2018 UK Corporate Governance 
      ----------------  ---------------------------  ----------------------------------------------------------------- 
 11.   Brexit            The Group is exposed to      The Group is a global 
                         Brexit-related                business and continues 
                         risks and uncertainties in    to grow its international 
                         relation                      footprint and presence 
                         to its continued impact on    across its key markets. 
                         global                        Through continued international 
                         markets and currency          expansion and diversification 
                         exchange                      the Group will seek to 
                         rate fluctuations. The        naturally mitigate the 
                         uncertainties                 impacts of Brexit. However, 
                         in relation to the            the Group will continue 
                         movement                      to assess the impacts 
                         of people may result in       of Brexit and implement 
                         the                           any necessary remediation 
                         reduction of bookings         steps to mitigate its 
                         particularly                  impact on the Group. 
                         into and from the UK 
                         market and from UK 
                         which could impact on 
                         revenue. In the year ended 
                         December 2019, the UK as a 
                         represented 6% of total 
                         bookings (2018: 6%) and 
                         of Group bookings were 
                         UK nationals (2018: 14%). 
                         Overall a decline in 
                         conditions in the UK could 
                         impact consumer confidence 
                         reduce spending in all 
                         including the wider 
                         travel sector. 
      ----------------  ---------------------------  ----------------------------------------------------------------- 

Emerging risks:

 No.   Category         Description and Impact                  Management and Mitigation 
 1.    Payment          Reliance on single payments             Payments is a part of 
        Processor        processor (Worldpay) for Hostelworld    the product roadmap. The 
                         and exposure to their downtime,         Group is investing in 
                         service etc.                            a payment team to enhance 
                                                                 the functionality in this 
----  ---------------  --------------------------------------  ---------------------------------- 
 2.    Climate Change   Changing consumer demand as             Climate change issues 
                         a result of increased awareness         may impact travel decisions 
                         of issues related to climate            and travel patterns by 
                         change adversely impacting financial    customers, but is mitigated 
                         performance.                            to the extent that our 
                                                                 business is a global one, 
                                                                 with a dispersed population 
                                                                 of users, and a geographically 
                                                                 dispersed set of destinations. 
----  ---------------  --------------------------------------  ---------------------------------- 
 3.    Mergers and      Anticipated benefits of mergers         Suitable experienced resources 
        Acquisition      and acquisitions may not materialise    have been engaged internally 
                         due to inaccurate evaluation            and external professional 
                         of business targets, over estimation    advisers are engaged to 
                         of synergies or poor management         ensure expertise in identifying, 
                         and or integration of acquisition       evaluating and conducting 
                         target.                                 due diligence and subsequent 
                                                                 transaction execution 
                                                                 and integration. In addition 
                                                                 Board approval is required 
                                                                 for all transactions and 
                                                                 regular updates are presented 
                                                                 to the Board on potential 
                                                                 targets, including strategic 
                                                                 evaluations of any proposed 
                                                                 significant investments. 
----  ---------------  --------------------------------------  ---------------------------------- 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact or visit



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