BT 2003 Annual Report Download - page 143

Cautionary statement regarding forward-looking statements
Certain statements in this annual report are forward-looking and are made in reliance on the safe harbour
provisions of the US Private Securities Litigation Reform Act of 1995. These statements relate to analyses and
other information which are based on forecasts of future results and estimates of amounts not yet determinable.
These statements include, without limitation, those concerning: BT’s strategy and its ability to achieve it; BT’s
debt reduction plans; growth of, and opportunities available in, the communications industry and BT’s positioning
to take advantage of those opportunities; expectations regarding competition, market shares, prices and growth;
expectations regarding the convergence of technologies; BT’s network development and expansion plans; plans
for the launch of new products and services; network performance and quality; the impact of regulatory initiatives
on operations, including the regulation of the UK fixed wholesale and retail businesses; BT’s possible or assumed
future results of operations and/or those of its associates and joint ventures; BT’s future dividend policy; capital
expenditure and investment plans; adequacy of capital; financing plans; demand for and access to broadband and
the promotion of broadband by third-party service providers; and those preceded by, followed by, or that include
the words ‘‘believes’’, ‘‘expects’’, ‘‘anticipates’’, ‘‘intends’’ or similar expressions.
Although BT believes that the expectations reflected in these forward-looking statements are reasonable,
it can give no assurance that these expectations will prove to have been correct. Because these statements
involve risks and uncertainties, actual results may differ materially from those expressed or implied by these
forward-looking statements.
Factors that could cause differences between actual results and those implied by the forward-looking
statements include, but are not limited to: material adverse changes in economic conditions in the markets
served by BT and its lines of business; future regulatory actions and conditions in its operating areas, including
competition from others in the UK and other international communications markets; selection by BT and its
lines of business of the appropriate trading and marketing models for its products and services; technological
innovations, including the cost of developing new products and the need to increase expenditures for improving
the quality of service; the anticipated benefits and advantages of new technologies not being realised;
developments in the convergence of technologies; prolonged adverse weather conditions resulting in a material
increase in overtime, staff or other costs; the timing of entry and profitability of BT and its lines of business in
certain communications markets; significant changes in market shares for BT and its principal products and
services; fluctuations in foreign currency exchange rates and interest rates; to the extent that BT chooses to sell
assets or minority interests in its subsidiaries, prevailing market levels for such sales; and general financial market
conditions affecting BT’s performance. Certain of these factors are discussed in more detail elsewhere in this
annual report including, without limitation, in Risk factors.
Background
Telephone services in almost all of the UK were, until 1981, provided by the Post Office, which was
a government department until 1969 when it was established as a state public corporation. In 1981,
the postal and telecommunications services of the Post Office became the responsibility of two separate
corporations, with British Telecommunications – under the trading name of British Telecom – taking over
the telecommunications business.
As a result of the Telecommunications Act 1984, British Telecommunications plc was incorporated in England
and Wales under the Companies Acts 1948 to 1981 on 1 April 1984 as a public limited company wholly owned
by the UK Government. The transfer of property, rights and liabilities of the corporation to British
Telecommunications plc was made on 6 August 1984.
In November 1984, the UK Government offered 3,012 million ordinary shares (50.2% of the total issued
ordinary shares) to the public. The share sale was fully subscribed. British Telecom shares made their debut on
the London Stock Exchange on 3 December 1984. From April 1991, British Telecommunications plc traded as BT.
In December 1991, the UK Government sold over half its remaining shares in BT, retaining a holding of about
22%. It sold this residual holding in July 1993. Subsequently, in September 1997, the UK Government redeemed
at par a special rights redeemable preference share to which certain special rights attached.
In 1985, Cellnet was launched as a joint venture between British Telecom and Securicor, which held 40%
of the company. BT acquired full control of Cellnet (now O
2
UK – part of mmO
2
plc) by acquiring Securicor’s
minority holding in November 1999.
In January 2000, BT and AT&T established Concert as a 50/50 joint venture serving customers around
the world and transferred their trans-border assets and operations to Concert. On 1 April 2002, BT completed
the unwind of Concert, which involved the return of Concert’s businesses, customer accounts and networks
to the two parent companies.
BT Group was formed when the mmO
2
business, comprising what had been BT’s mobile activities in the UK,
the Netherlands, Germany and the Republic of Ireland, was demerged on 19 November 2001. British
Telecommunications plc’s shares ceased trading on the London, New York and Tokyo stock exchanges on
16 November 2001. BT Group plc’s shares commenced trading on the London and New York stock exchanges
on 19 November 2001.
BT Group was incorporated in England and Wales on 30 March 2001 as Newgate Telecommunications
Limited with the registered number 4190816. The company changed its name to BT Group plc on 11 September
Additional information for shareholders
142 BT Annual Report and Form 20-F 2003